UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   Form 10-QSB
(X)  Quarterly  Report  pursuant  to  Section  13 or 15 (d)  of  the  Securities
     Exchange Act of 1934 For the quarterly period ended April 30, 2000

                                       OR

( )  Transition  Report  pursuant  to Section 13 or 15 (d) of the  Securities
     Exchange Act of 1934.

             For the transition period from __________ to __________

                         Commission File Number: 0-28514


                          TREASURY INTERNATIONAL, INC.
                 -----------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

             Delaware                                    98-0160284
 --------------------------------             ----------------------------------
 (State or Other Jurisdiction of               (IRS Employer Identification No.)
  Incorporation or Organization)


                  1081 King St., E 2nd Floor
                      Kitchener, Ontario                 N2G 2N1
             ----------------------------------------   ----------
             (Address of Principal Executive Offices)   (Zip Code)



--------------------------------------------------------------------------------
(Former  Name,  Former  Address and Former  Fiscal Year,  if Changed  Since Last
Report)


     Check  whether  the issuer:  (1) filed all reports  required to be filed by
Section 13 or 15 (d) of the  Exchange Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.

         Yes     X          No
              -------            -------


<PAGE>2


         As of April 30,  2000,  91,796,677  shares of the  registrant's  common
stock were outstanding.

         The aggregate  market value of the voting stock held by  non-affiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and asked prices of such stock, as of April 28, 2000 was $17,880,533. Shares
of Common Stock held by each  executive  officer and director and by each person
who  beneficially  owns more than 5% of the  outstanding  Common Stock have been
excluded in that such persons may under  certain  circumstances  be deemed to be
affiliates.  This  determination of executive officer or affiliate status is not
necessarily a conclusive determination for other purposes.



<PAGE>3


                          PART I Financial Information

                          ITEM 1. Financial Statements


<PAGE>4




  Bromberg & Associate                           1183 Finch Ave. West, Suite 305
                                                 Toronto, Ontario M3J 2G2
------------------------------                   Phone: (416) 663-7521
  CHARTERED ACCOUNTANTS                          Fax: (416) 663-1546


ACCOUNTANTS' REVIEW REPORT


Board of Directors and Shareholders
Treasury International, Inc.


     We have reviewed the accompanying  interim  consolidated  balance sheets of
Treasury International,  Inc. as at April 30, 2000, and the interim consolidated
statements of operations,  and cash flows for the years then ended in accordance
with  statements on standards for accounting and review  services  issued by the
American Institute of Certified Public Accountants.  All information included in
these  interim  consolidated  financial  statements  is  the  representation  of
management of Treasury International, Inc.

     A review  consists  principally  of  inquiries  of  Company  personnel  and
analytical  procedures  applied to financial data. It is  substantially  less in
scope than an audit in accordance with generally accepted audited standards, the
objective  of which is the  expression  of an opinion  regarding  the  financial
statements taken as a whole. Accordingly, we do not express such an opinion.

     Based on our review,  we are not aware of any material  modifications  that
should be made to the accompanying interim consolidated  financial statements in
order  for  them  to  be  in  conformity  with  generally  accepted   accounting
principles.


                                                   /s/    BROMBERG & ASSOCIATE
                                                          CHARTERED ACCOUNTANTS





TORONTO, CANADA
June 20, 2000



<PAGE>5

                          TREASURY INTERNATIONAL, INC.
                       INTERIM CONSOLIDATED BALANCE SHEET
                              AS AT APRIL 30, 2000
                                   (UNAUDITED)


                                     ASSETS

<TABLE>
<S>                                                               <C>                  <C>

                                                                     April 30, 2000      January 31, 2000
                                                                     --------------      ----------------
CURRENT

    Accounts receivable                                                   687,952              662,531

    Due from Wexcap Group, LLC                                              3,000                3,000

    Marketable Securities (Note 7)                                        128,753                    -

    Sundry assets                                                          29,961                2,607
                                                                     --------------      ----------------
                                                                          849,666              668,138


Promissory Note Receivable (Note 3)                                     2,649,398            2,649,398

Goodwill (Notes 2b & 4)                                                   179,655              381,929

Research & Development Costs (Notes 2c & 5)                               222,809              160,002

Capital Assets (Notes 2d &6)                                               20,947               14,925

Long Term Investments (Note 7)                                             38,220                    -
                                                                     --------------      ----------------
                                                                     $  3,960,695        $   3,874,392
                                                                     ==============      ================

                                   LIABILITIES


CURRENT

    Bank Indebtedness                                                $     36,240        $    $ 56,547

    Accounts payable and accrued liabilities                              142,547              153,839

    Current portion of long-term debt (Note 8)                            335,515              197,344
                                                                     --------------      ----------------
                                                                          514,302              407,730

Long Term Debt (Note 8)                                                   477,003               45,903

Loan Payable                                                                    -               43,772
                                                                     --------------      ----------------
                                                                          991,305        $     497,405
                                                                     ==============      ================

                              SHAREHOLDERS' EQUITY

SHARE CAPITAL

    Authorized
       100,000,000 common shares at $.0001
    Issued
       91,796,677 common shares (Note 9)                                    9,179                9,510
    Contributed surplus (Note 10)                                       4,711,854            4,896,694
Deficit                                                                (1,751,643)          (1,529,217)
                                                                     --------------      ----------------
                                                                        2,969,390            3,376,987
                                                                     --------------      ----------------
Total Liabilities & Shareholders Equity                              $  3,960,695        $   3,874,392
                                                                     ==============      ================
</TABLE>

<PAGE>6

                          TREASURY INTERNATIONAL, INC.
                    INTERIM CONSOLIDATED STATEMENT OF DEFICIT
                 For the THREE MONTH period ENDED APRIL 30, 2000
                                   (UNAUDITED)


<TABLE>
<S>                                                <C>                 <C>

                                                    April 30, 2000     April 30, 1999
                                                    --------------     --------------

Balance, beginning of period                         $(1,529,217)       $   (908,328)


Net Loss for the period                                 (222,426)            (60,979)
                                                    --------------     --------------
Balance, end of period                               $(1,751,643)       $   (969,307)
                                                    ==============     ==============
</TABLE>

<PAGE>7

                          TREASURY INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENT OF OPERATIONS
                 For the THREE MONTH PERIOD ENDED APRIL 30, 2000
                                   (UNAUDITED)

<TABLE>
<S>                                                     <C>                   <C>

                                                         April 30, 2000        April 30, 1999
                                                         --------------        --------------

REVENUE                                                  $     57,410          $          -

COST OF GOODS SOLD                                             46,696                     -
                                                         --------------        -------------
GROSS PROFIT                                                   10,714                     -
                                                         --------------        -------------


EXPENSES

    General and administrative                                222,667                60,979
                                                         --------------        -------------
LOSS from operations before under noted items                 211,953                60,979
                                                         --------------        -------------
Interest Expense                                               10,473                     -
                                                         --------------        -------------
NET LOSS                                                 $    222,426          $     60,979
                                                         ==============        =============
Earnings per share                                       $       0.00          $       0.00
                                                         ==============        =============
Weighted average number of common shares outstanding       92,070,591            88,320,677
                                                         ==============        =============
</TABLE>


<PAGE>8

                          TREASURY INTERNATIONAL, INC.
                        INTERIM CONSOLIDATED STATEMENT OF
                         CHANGES IN SHAREHOLDERS' EQUITY
                 For the THREE MONTH PERIOD ENDED APRIL 30, 2000
                                   (UNAUDITED)


<TABLE>
<S>                                                     <C>                 <C>            <C>

                                                           COMMON           PAID-IN         CONTRIBUTED
                                                           SHARES           CAPITAL           SURPLUS
                                                       -------------       ---------       -------------

Balance-January 31, 2000                                 95,101,777        $  9,510        $  4,896,694


Issued 323,900 shares of common stock at $0.11              323,900              32              35,597
per share under the Company's Employee Benefit
Plan Registration Statement of February 25,
1998.

Issued 171,000 shares of common stock in                    171,000              17              34,183
consideration for the reduction of Notes
Payable by $34,200.

Returned 3,200,000 shares of common stock to             (3,200,000)           (320)           (199,680)
the company from its subsidiary Pioneer Media
Group (Compelis Corporation).

Returned & cancelled 600,000 shares of common              (600,000)            (60)            (54,940)
stock for cash consideration of $55,000
                                                       -------------       ---------       -------------
Balance-April 30, 2000                                   91,796,677        $  9,179        $  4,711,854
                                                       =============       =========       =============

</TABLE>

<PAGE>9

                          TREASURY INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
                 For the THREE MONTH PERIOD ENDED APRIL 30, 2000
                                   (UNAUDITED)


<TABLE>
<S>                                                             <C>                   <C>

                                                                 April 30, 2000        April 30, 1999
                                                                 --------------        ---------------

Cash flows from operating activities

    Net loss                                                     $    (222,426)        $      (60,979)

Adjustment to reconcile net loss to net cash used in
operating activities

    Amortization                                                        37,125                    347
    Increase in accounts receivable                                    (25,421)                     -
    Decrease (Increase) in sundry assets                               (27,354)                 1,328
    Increase in Marketable Securities                                 (128,753)
    Increase (decrease) in accounts payable                            (11,292)                46,055
    Increase in amount due from Wexcap Group                                 -                  3,000
                                                                 --------------        ---------------
Net cash used for operating activities                                (378,121)               (16,249)
                                                                 --------------        ---------------

Cash flows from financing activities

    Loan Payable                                                       (43,772)                     -
    Long-term debt                                                     569,271                      -
    Proceeds on issue of common shares                                (185,171)                     -
                                                                 --------------        ---------------
Cash provided by financing activities                                  340,328                      -
                                                                 --------------        ---------------
Cash flows from investing activities

    Goodwill                                                           200,000                      -
    Purchase of capital assets                                         (13,933)                     -
    Research & Development Costs                                       (89,747)                     -
    Long Term Investments                                              (38,220)                     -
                                                                 --------------        ---------------
Cash provided by investing activities                                   58,100                      -
                                                                 --------------        ---------------

Decrease (Increase) in bank indebtedness                                20,307                (16,249)

Cash (bank indebtedness), beginning of period                          (56,547)                19,956
                                                                 --------------        ---------------
Cash (bank indebtedness), end of period                          $     (36,240)        $        3,707
                                                                 ==============        ===============
</TABLE>

<PAGE>10



                          TREASURY INTERNATIONAL, INC.
               NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                              AS AT APRIL 30, 2000


1.   Nature of business

     Treasury International,  Inc. is a holding company which through its wholly
     owned  subsidiary,  Compelis  Corporation  and  Retailport.com,   Inc.,  is
     involved  in  the  development  of  E-Commerce  and  Web-enabled   database
     publishing and Internet Portal development.


2.   Summary of significant accounting policies

     a)   Basis of consolidation
          These  consolidated  financial  statements include the accounts of the
          company and the  revenues and  expenses of Compelis  Corporation,  its
          wholly owned subsidiary.

     b)   Goodwill
          The  goodwill  arises on the  purchase  of common  shares of  Compelis
          Corporation.  Amortization is provided on a straight-line basis over a
          twenty-year period. During the period, the goodwill amount was reduced
          by  $200,000  as a result  of the  cancellation  of  3,200,000  shares
          related to the  purchase of  Compelis  Corporation  (formerly  Pioneer
          Media Group).

     c)   Research and development costs
          The  research  and  development  costs  relate  to the  work  done  in
          developing an  e-commerce  software  package and an Internet  point of
          sale  package,  together with database  development.  Amortization  is
          provided on a straight-line basis over a three-year period.

     d)   Capital assets
          Capital  assets are  recorded at cost less  accumulated  amortization.
          Amortization is provided as follows:

                  Office equipment        - 20% diminishing balance

                  Computer equipment      - 30 % diminishing balance

                  Leasehold improvements  - term of lease

     e)   Revenue Recognition
          Revenue is recognized when customers are invoiced for products shipped
          by the company.

<PAGE>11


     f)   Income per share
          Income per share is calculated based on the weighted average number of
          shares outstanding during the period.

     g)   General
          These  financial  statements  have been  prepared in  accordance  with
          United States generally accepted accounting principles (GAAP), as they
          relate to these financial statements.

3.   Promissory Note Receivable

     The  promissory  note  receivable  arose  on  the  sale  of  the  company's
     subsidiary, Mega Blow Moulding Limited on November 30, 1998.

4.   Goodwill

<TABLE>
         <S>                       <C>                       <C>               <C>
                                   April 30, 2000                                January 31, 2000
         -------------------------------------------------------------------    ---------------------

                                        Accumulated              Net book
                 Cost                  Amortization               value           Net book value
         -------------------       -------------------        --------------    ---------------------
              $196,809                    $17,154                $179,655             $381,929
         ===================       ===================        ==============    =====================


5.       Research & Development Costs
                                   April 30, 2000                                January 31, 2000
         -------------------------------------------------------------------    ---------------------

                                        Accumulated              Net book
                 Cost                  Amortization               value           Net book value
         -------------------       -------------------        --------------    ---------------------
              $323,287                   $100,478                $222,809             $160,002
         ==================       ===================        ===============    ====================

</TABLE>
<TABLE>
<S>                                   <C>               <C>                   <C>               <C>
6.       Capital assets


                                                          April 30, 2000                January 31, 2000
                                        --------------------------------------------  -------------------

                                                        Accumulated        Net book          Net book
                                           Cost         Amortization         value             value
                                        -----------   -----------------  -----------  -------------------

         Office equipment                  $21,715          $15,059         $6,656            $8,320

         Computer equipment                 35,252           20,961         14,291             6,483

         Leasehold improvements              1,407             1407              -               122
                                        -----------   -----------------  -----------  -------------------
                                           $58,374          $37,427        $20,947           $14,925
                                        ===========   =================  ===========  ===================

</TABLE>
<PAGE>12

7.   Long Term Investments

     During the period the Company  made  certain  equity  investments  in other
     Corporations  that  management  considers to be strategic or synergistic to
     the Company's growth.



8.   Notes payable

     The notes payable consist of the following:


         Due Date                  Principal Amount            Interest Rate
         ---------------           ----------------            -------------
         Current                       $335,515                  12% - 15%

         July 20, 2005                 $477,003                        12%
                                   ---------------
         Total                         $812,518
                                   ---------------

9.   Stock Options

     a)   Options to purchase  common shares have been issued under the Employee
          Benefit Plan Registration Statement,  registered February 25, 1998, to
          officers and key employees of the company and its subsidiary.  Options
          outstanding at April 30, 2000 are as follows:

<TABLE>
            <S>                          <C>                      <C>                    <C>

                  Year Granted                Expiry Date               Price Range           No. of Shares
           ---------------------------- -------------------------     ---------------      -----------------

                  November 1, 2000          October 31, 2001               $ 0.11                  485,000

                  November 1, 2001          October 31, 2002                $0.11                  410,000
           ---------------------------- -------------------------     --------------       -----------------
                     Total Outstanding                                                             895,000
                                                                                           -----------------
</TABLE>

     b)   As at April 30, 2000,  1,097,500 warrants were issued and exercised at
          a price  of $0.11  per  share  and  7,500  warrants  were  issued  and
          exercised at a price of $0.16 per share, for each warrant owned. These
          warrants covered in this plan are exercisable over a 3 year period and
          expire in November 2002.

10.  Contributed surplus

     Contributed  surplus  represents the premium paid on the issuance of common
     shares.

11.  Income taxes

     As at April 30, 2000 the  company had a net  operating  loss  carryover  of
     approximately $2,448,000 expiring in various years through 2015.

<PAGE>13

ITEM 2. Management's Discussion and Analysis or Plan of Operation

Overview

     The information  contained in Item 2, Management's  Discussion and Analysis
or Plan of Operation,  contains "forward looking  statements" within the meaning
of Section 27A of the  Securities Act 1933, as amended (the  "Securities  Act"),
and  Section  21E of the  Securities  exchange  Act of  1934,  as  amended  (the
"Exchange  Act").  Actual results may materially  differ from those projected in
the forward  looking  statements as a result of certain risks and  uncertainties
set forth in this report. Although management believes that the assumptions made
and  expectations  reflected in the forward  looking  statements are reasonable,
there is no assurance that the underlying assumptions will, in fact, prove to be
correct  or  that  actual  future   results  will  not  be  different  from  the
expectations expressed in this report.

     Treasury is an asset management  company in the business of development and
acquisition  of  proprietary  assets that offer  significant  growth  potential.
Treasury's  mandate is to enhance  shareholder value through an asset management
and acquisition  strategy that targets  companies where  Treasury's  management,
shareholders  and  corporate  structure  can be leveraged  to improve  strategic
market position, asset productivity and growth potential.

Operating Plan

     The  Company,  through  its  operating  subsidiaries,  is  involved  in the
development of Internet-based Enterprise management and communication solutions.
The Company's operating activities include Compelis Corporation, Retailport.com,
Inc.  and  Webco-ops.com,  Inc.  and the  Company  owns the  following  suite of
proprietary  software  assets  and  activities  known  as  the  Active  Business
Solutions: ActiveRMS, ActiveCommerce,  ActiveCatalog,  ActiveCD, ActiveDataBank,
ActiveHost and ActiveDesign.

Compelis Corporation

     Compelis  Corporation  is a technology  solutions  provider  with a primary
focus on helping its clients aggregate their knowledge assets into databases and
publishing that content to a variety of media:  Internet,  CD-ROM and Print. The
Company's target markets include  manufacturers,  distributors and retailers who
require integrated communication solutions that improve their business processes
by automating  the flow of  information  and  transactions  through their supply
chains with anyone, anywhere and at anytime.

     Compelis offers its clients a single technology  partner for Internet-based
Electronic Commerce (on-line shopping),  Electronic Business (online Request for
Quote, Quoting,  Purchase Order and trading co-operatives),  Electronic Catalogs
(Internet and CD ROM),  Print  Catalogs,  Brochures and Flyers,  Creative Design
including Corporate Web Sites and Corporate  Identity,  Aggregated Industry Data
and Information Asset Management.

     Compelis  generates  revenue  from  the  sale and  delivery  of its  Active
Business  Solutions  suite.  These include revenues from the creation of content

<PAGE>14

for catalogs,  project management fees, software licence sales  (ActiveCommerce,
ActiveCD),  the resale of third party services (print, CD replication,  hardware
and  software),  custom  programming,   website  hosting,  creative  design  and
strategic planning.

Retailport.com, Inc.

     Retailport.com,  Inc.  is a  retail  industry  portal  endeavoring  to link
trading partners in these initial retail  verticals:  sporting goods,  specialty
card and gift and hard goods. The Company believes that creating unique Internet
portals where Industry  partners can interact and transact  business in a secure
online  environment  will  create a  compelling  reason  for key  players  to be
involved.  The site will include online  auctions,  Industry  news,  business to
business  forums,  aggregated  industry  E-catalogs and  classifieds  for excess
inventory, employment opportunities, business directories, etc.

     These  portals  will  be  powered  by  ActiveRMS  and  ActiveCommerce,   an
E-commerce,  E-business suite built on Microsoft's  Industry  Standard  Internet
technologies:  SQL Server, NT and Site Server, Commerce Edition. With the growth
in  use  and  functionality  of  business  to  business  Internet  systems,  the
opportunity to tie together  trading partners  (manufacturers,  distributors and
retailers)   as  well   as   E-commerce   (retailers   and   their   customers),
Retailport.com, Inc. has the favorable position of being an early entrant in the
thin-client,   Internet-based,   retail   systems   market.   ActiveRMS   is  an
Internet-based  Retail  Management System  (including  Point-of-Sale,  Inventory
Control, Customer Database, Inventory Transfer & Allocation,  Consolidated Chain
Management and Reporting) that enables  companies to make the link between their
in store operations and their E-commerce initiatives.

     ActiveRMS is deployed by Application  Service  Providers (ASP).  These ASPs
host and manage the technology  infrastructure for the retailer thereby reducing
the overhead burden  associated with management of the enterprise's  Information
Technology  systems.  The retail  store  accesses  the  software  through  their
Internet  browser at the POS terminal.  This model allows for anywhere,  anytime
access to mission  critical  enterprise data and provides a significantly  lower
total cost of technology ownership for the retailer.

     As an outsourced  Internet-based  software  solution,  ActiveRMS  generates
revenues from three sources: first, from Value Added Reseller (VAR) partners who
sell  product  licenses  for each  customer  installation;  second,  Application
Service  Provider  (ASP)  partners  who host and support the ongoing  technology
infrastructure  requirements for ActiveRMS  customers;  third, from professional
services  custom  programming,  consulting and project  management - billings to
meet the more  sophisticated  technology  requirements of larger  installations.
Ongoing  revenues are  generated  from  application  hosting,  help desk support
contracts and product training.

Webco-ops.com, Inc.

     Webco-ops.com,  Inc.  intends to create  trading  environments  (exchanges,
co-operatives)  for trading  partners,  within targeted vertical market sectors,
that  aggregate  industry  information  and  facilitates  the exchange of goods,
service  and  transactions   through  their  established  supply  chains.  These
co-operatives  are designed to more quickly and cost  effectively  move products
through the supply chain,  automate business  processes for the participants and

<PAGE>15


create an infrastructure where trading partners can safely and securely exchange
information and conduct transactions.

     AMR Research  recently  estimated  that the growing B2B  e-commerce  market
would hit $5.7 trillion by the end of 2004, over 52% of those  transactions  are
predicted to flow through online exchanges.

     These online  trading  co-operatives  will be  architected on the Company's
ActiveCommerce E-commerce/E-business infrastructure. ActiveCommerce is a feature
rich web  development  toolset  that  enables  companies  to deploy their online
E-commerce   initiatives  powered  by  Microsoft's  Industry  Standard  Internet
technologies: SQL Server, NT and Site Server, Commerce Edition.

     Online  Trading  Co-operatives  link  buyers and  sellers in an  electronic
marketplace  designed  to  process  transactions  and  exchange  information  in
real-time.  This  automation of business  processes  allows trading  partners to
build more integrated and profitable relationships and to track more efficiently
the movement on goods,  services and  transactions  through their supply chains.
These   co-operatives   strengthen  the  supply  chain   relationships   between
manufacturer,  distributor,  retailer and end consumer. WebCo-ops.com intends to
create  Internet  portals with key partners and market  influencers  in order to
maximize the co-operative's reach to manufacturers, distributors and consumers.

     Revenue opportunities are twofold:  transaction fees charged on the sale of
goods and services flowing through the  co-operative and subscription  fees paid
by  participants  in  the  co-operative.  Each  co-operative  can be  set-up  as
independent  business units with ownership  shared with  participants or outside
investors and will be responsible for its  development,  market  penetration and
operation.

     During the next 12 to 24 months, Treasury intends to continue its expansion
goals.  The Company  plans to achieve  its asset  building  objectives:  i) gain
strategic position for its subsidiaries, ii) improve asset productivity and iii)
improve growth potential in both emerging technologies and key targeted vertical
market  sectors by  continuing  to build its  current  technology  assets and by
seeking  strategic  alliances or  acquisitions  to expand its market  reach.  To
increase its future subsidiaries' market share, the Company will seek to acquire
key  competitors  or companies  having  important  products and  synergies  with
existing company operations.

     The  following   discussion   should  be  read  in  conjunction   with  the
Consolidated Financial Statements of the Company included in this annual report.


(1) INTERIM PERIODS
Result of Operations
For the three months ended April 30, 2000.

     During the three months  period  ended April 30, 2000 the Company,  through
its wholly owned subsidiary  Compelis  Corporation,  has seen its year over year
Work In  Progress  (WIP)  backlog  increase  by in excess  of 200% to  $456,600.
Revenues  for the period  include  only sales  activities  completed  during the
period as the Company books its revenue only on the completion of the contract.

<PAGE>16


     The  Company  experienced  a net loss of  $222,426  during the three  month
period  ended  April 30,  2000,  compared  to a net loss of $60,979 in the three
month  period  ended  April  30,  1999.  In  order  to  deliver   ActiveRMS  and
ActiveCommerce  in their  version 1 release  during  this  quarter,  the Company
incurred  extraordinary  costs  associated with  development.  In addition,  all
professional fees,  compliance  reporting and restructuring  expenses related to
the ongoing  administration  of the public  company are  included in this amount
along with the general and  administrative  costs of Compelis  Corporation,  the
Company's operating subsidiary.


Liquidity and Capital Resources

     The Company's  management believes it has developed a sound plan to capture
a growing segment of the global E-commerce,  E-business and Database  Publishing
markets.  As a technology  solutions  provider and content service  provider the
future for Treasury is its ability to capitalize on emerging  technologies  that
link trading  partners in end to end  enterprise  commerce  solutions.  The plan
details the Company's entry into new and emerging e-commerce initiatives through
Compelis Corporation, its wholly owned subsidiary and its newly formed operating
companies Retailport.com, Inc. and Webco-ops.com, Inc.

     Current  assets  totalled  $849,666  at April 30, 2000 and consist of trade
receivables  from  operations,  marketable  securities and interest due from the
Promissory Note the Company holds from the purchasers of Mega Blow Moulding Ltd.
("Mega Blow") in November 1998.

     Current  liabilities  totalled  $514,302  at April  30,  2000  compared  to
$407,730 at January 31, 2000. This change in the Company's  current  liabilities
consist of a small decrease in trade payables and has increased principally from
notes payable to private investors and officers of the Company.

     The Company  believes it will generate  sufficient  positive cash flow from
operations to meet its operating  requirements  for the next twelve months.  The
primary  sources of liquidity for the Company are the funds  generated  from the
sale of Mega Blow.  However,  there can be no assurance that the Company will be
able to realize on its promissory note and therefore be able to repay its debts.
If the funds available  after the existing  promissory  note,  together with its
current cash and cash  equivalents are not sufficient to meet the Company's cash
needs, the Company may, from time to time, seek to raise capital from additional
sources, including establishing lending facilities,  project-specific financings
and additional public or private debt or equity financings.

PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

     (a)  Exhibits

     (b)  Reports on Form 8-K. None

SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                          TREASURY INTERNATIONAL, INC.



         Dated: June 21, 2000        By /s/ DALE DONER
                                            ------------------------------------
                                            Dale Doner, President



         Dated: June 21, 2000       By /s/ MARLIN DONER
                                           -------------------------------------
                                           Marlin Doner, Chief Financial Officer