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 March 31, 2000

[   ]    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: 0-17874

                              NetHoldings.Com, Inc.
                            (Formerly Xplorer, S.A.)
             (Exact name of registrant as specified in its charter)

                                     Nevada
         (State or other jurisdiction of incorporation or organization)

                                   88-0199674
                     (I.R.S. Employer Identification Number)

                            2929 S. Maryland Parkway
                             Las Vegas, Nevada 89109
                    (Address of principal executive offices)

                                 (702) 699-5400
                           (Issuer's telephone number)

Check whether the issuer (1) has 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 [ ]

As of July 31, 2000, NetHoldings.Com had 1,200,045 shares of Common Stock
Outstanding.

Transitional Small Business Disclosure Format (check one):    Yes [ ]   No [X]

<PAGE>


                              NetHoldings.Com, Inc.
                            (Formerly Xplorer, S.A.)
                                      INDEX

                                                                            Page

                                     PART I


Item 1.    Financial Statements

           Consolidated Condensed Balance Sheet
              as of June 30, 2000 (unaudited)..................................1

           Consolidated Condensed Statements of Operations for the Three
              and Six Months Ended June 30, 2000 and 1999 (unaudited)..........2

           Consolidated Condensed Statements of Cash Flows for the Six
              Months Ended March 31, 2000 and 1999 (unaudited).................3

           Notes to Consolidated Condensed Financial Statements................4

Item 2.    Management's Discussion and Analysis of Financial Condition
              and Results of Operations........................................6

                                     PART II

Item 1.    Legal Proceedings...................................................7

Item 2.    Changes In Securities...............................................7

Item 3.    Defaults Upon Senior Securities.....................................7

Item 4.    Submission Of Matters To A Vote Of Security Holders.................7

Item 5.    Other Information...................................................7

Item 6.    Exhibits And Reports On Form 8-K....................................8


           Signatures..........................................................9




                                        I

<PAGE>


                              NetHoldings.Com, Inc.
                            (Formerly Xplorer, S.A.)
                        (A Development Stage Enterprise)
                           CONSOLIDATED BALANCE SHEET
                                  June 30, 2000

<TABLE>
<CAPTION>
ASSETS
<S>                                                            <C>
Current Assets
   Cash and cash equivalents                                   $              -
   Receivables                                                            3,495
        Total Current Assets                                              3,495

TOTAL ASSETS                                                   $          3,495


LIABILITIES AND SHAREHOLDERS' DEFICIT
   Current Liabilities
     Accrued expensed                                          $        516,632
        Total Current Liabilities                                       516,632

   Shareholders' Deficit
     Preferred stock, par value $.001; authorized 25,000,000
         shares; -0- shares outstanding
     Common stock, par value $.001; authorized 75,000,000
         shares; 1,180,045 issued and outstanding                         1,180
     Additional paid in capital                                       1,273,095
     Accumulated deficit during development stage                    (1,786,412)
        Total Shareholders' Deficit                                    (512,137)

TOTAL LIABILITIES AND
     SHAREHOLDERS' DEFICIT                                     $          3,495
</TABLE>









   The accompanying notes are an integral part of these financial statements.
                                        1
<PAGE>

                              NetHoldings.Com, Inc.
                            (Formerly Xplorer, S.A.)
                            Statements of Operations
                       For the Three and Six Months Ended
                        June 30, 2000 and 1999(Unaudited)

<TABLE>
<CAPTION>
                                            For the Three Months            For the Six Months
                                                   Ended,                         Ended,
                                                  June 30,                       June 30,
                                          2000               1999          2000            1999
                                       (Unaudited)        (Unaudited)   (Unaudited)     (Unaudited)
<S>                                  <C>                  <C>           <C>             <C>
Revenues
   Other income                      $         -          $         -    $        -     $         -
      Total revenues                           -                    -             -               -
Costs and expenses:
   General and administrative            375,167               17,250       396,667          36,192
      Total expenses                     375,167               17,250       396,667          36,192
Net income (loss)                       (375,167)             (17,250)     (396.667)        (36,192)

Net income (loss) per common share   $      (.34)        $       (.03)   $     (.41)    $      (.07)
Weighted average common
  shares outstanding                   1,098,430              502,160       963,915         502,160
</TABLE>











   The accompanying notes are an integral part of these financial statements.

                                       2

<PAGE>


                              NetHoldings.Com, Inc.
                            (Formerly Xplorer, S.A.)
                        (A Development Stage Enterprise)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                FOR THE SIX MONTHS ENDED MARCH 31, 2000 AND 1999

<TABLE>
<CAPTION>

                                                                     Six Months Ended
                                                                 June 30,        June 30,
                                                                   2000           1999
<S>                                                            <C>
 CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income (Loss)                                           $   (396,667)   $  (36,192)
   Adjustments to Reconcile Net Income (loss) to
      to net cash used by operating activities:
          Shares issued to employees and consultants for
               services rendered                                    353,667             -
          Increase in accrued expenses                               43,000        32,300
   Net Cash Used by Operating Activities                                  -        (3,892)
    NET DECREASE IN CASH                                                  -        (3,892)
     Cash, at Beginning of Period                                         -         3,892
     Cash, at End of Period                                    $          -    $        -
   SUPPLEMENTAL DISCLOSURE OF CASH FLOW
   INFORMATION:
   Cash paid during the year for:
       Interest                                                $          -    $        -
       Income taxes                                            $          -    $        -
     NON-CASH INVESTING AND FINANCING ACTIVITIES:
       Fair value of common stock issued to employees and
         consultants                                           $    353,667    $        -
</TABLE>






   The accompanying notes are an integral part of these financial statements.

                                       3

<PAGE>

                              NetHoldings.Com, Inc.
                            (Formerly Xplorer, S. A.)
                        (A Development Stage Enterprise)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                     Three Month Period Ended March 31, 2000



NOTE 1 - ORGANIZATION AND PRESENTATION

Organization

     NetHoldings.Com, Inc. (the Company), (successor to Gerant Industries, Inc.)
was organized by adoption of amended and restated Articles of Incorporation
dated July 5, 1996, which were filed with the office of the Secretary of State
of Nevada on August 15, 1996. In 1999, the Company amended its articles of
incorporation changing its name from Xplorer, S.A. to NetHoldings.Com, Inc.

     Gerant Industries, Inc. (Gerant) filed a petition for reorganization under
Chapter 11 of the United States Bankruptcy Court (the Court) for the Central
District of California on March 1, 1994. On July 24, 1996, the Court confirmed
Gerant's Third Amended Plan of Reorganization (the Plan). The Plan approved the
amendment of the Articles of Incorporation and By-laws, change of corporate
name, authorization of common and preferred shares of stock, payment of claims
and issuance of stock by the successors to this debtor-in-possession, Xplorer,
S.A.

     The Company is a development stage enterprise and has not achieved its
intended operations or related revenue as of June 30, 2000.

     Through September 30, 1999 the Company owned 59% of Atlanta Pacific Trust,
LLC (APT). APT is the owner of the Evening Star Mine and through its related
company, Atlantic-Pacific Finanzprodukte, GMBH (APT Germany), secured financing
for its exploration and development activities. The operations of APT have been
included in the consolidated operations of the Company through September 30,
1999.

     Effective September 30, 1999, the Company assigned all its rights and
interest in APT to an unrelated entity in exchange for a fully reserved for note
owned by that entity. The note received although fully reserved for was
collateralized by marketable securities with a market value of approximately
$450,000. The Company anticipates beginning default proceedings on the note to
foreclose on the collateral. The note is currently being carried at zero value
in the financial statements.

     The Company's consolidated financial statements have been presented on the
basis that it is a going concern, which contemplates the realization of the
mineral properties and other assets and the satisfaction of liabilities in the
normal course of business. The Company has incurred losses of $5,143,480 before
minority interest from inception to June 30, 2000, and currently has no
operations. These factors raise substantial doubt about the Company's ability to
continue as a going concern. Management continues to actively seek additional
sources of capital to fund current and future operations. There is no assurance
that the Company will be successful in continuing to raise additional capital,
or be successful in its search for profitable operations or investments. These
consolidated financial statements do not include any adjustments that might
result from the outcome of these uncertainties.

                                       4

<PAGE>


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

     The consolidated financial statements include the accounts of the Company
and through September 30, 1999 the accounts of its 59% owned subsidiary,
Atlantic Pacific Trust, LLC (APT), and APT's related company, Atlantic-Pacific
Finanzprodukte, GmbH. In consolidations, all significant intercompany balances
and transactions are eliminated.

Use of Estimates

     The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amount of assets and liabilities, and
disclosure of contingent liabilities at the date of the financial statements,
and the reported amount of revenues and expenses during the reporting period.
Actual results could differ from those results.

Office Furniture and Equipment

     Office furniture and equipment are recorded at cost. Depreciation is
computed by the straight-line method based upon the estimated useful lives of
the respective assets, generally three to five years.

Income (Loss) per Common Stock

     Income (loss) per share of common stock is computed based on the weighted
average number of shares outstanding. The historical loss per share has been
retroactively adjusted to give effect to the 40 for 1 reverse stock split in
December 1999. Warrants, options and convertible debentures have not been
included in the calculation as their effect would be anti-dilutive.

Income Taxes

     The Company accounts for income taxes using the liability method which
requires recognition of deferred tax liabilities and assets for the expected
future tax consequences of events that have been included in the financial
statements or tax returns. Deferred tax assets and liabilities are determined
based on the difference between the financial statements and tax basis of assets
and liabilities using enacted tax rates in effect for the year in which the
differences are expected to reverse.

Stock Based Compensation

     In October 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 123, "Accounting for Stock-Based
Compensation," (SFAS 123), which is effective for periods beginning after
December 15, 1995. SFAS 123 requires that companies either recognize
compensation expense for grants of stock, stock options, and other equity
instruments based on fair value or provide proforma disclosure of the effect on
net income and earnings per share in the Notes to the Financial Statements. The
Company intends to continue to account for its stock-based compensation under
Accounting Principles Board No. 25; however, the Company has adopted the
disclosure provisions of SFAS 123 for the fiscal year ended December 31, 1999.

     On April 21, 2000, the Company issued 353,667 shares of common stock to
employees and consultants for services rendered. Such shares were registered by
management of the Company with the Securities and Exchange Commission on Form
S-8 registration statement.

                                     5
<PAGE>
Cash and Cash Equivalents

     For purposes of reporting cash flows, cash and cash equivalents include
highly liquid debt instruments purchased with a maturity of three months or
less.

Earnings Per Share

     In February 1997, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards No. 128 (SFAS 128), "Earnings Per
Share", which adopted by the Company. SFAS 128 replaces the presentation of
primary earnings per share with a presentation of basic earnings per share based
upon the weighted average number of common shares for the period.

ITEM 2.  MANAGEMENT' S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

     The Company is a development stage enterprise and, as such, is incurring
expenses related to its search for new business opportunities. The Company
continues its efforts toward achieving a profitable operation and, although
management is confident of achieving that goal, the Company cannot assure its
shareholders that it will be successful in operating a profitable business.

Going Concern

     The Company's working capital resources during the period ended June 30,
2000 were provided through increases in accrued expenses. As a result, the
Company is substantially a shell. Sufficient funds have previously been made
available by related parties for the working capital requirements not filled by
other sources. Management anticipates this will continue.

     The Company has experienced recurring net losses, has limited liquid
resources, and negative working capital. Management's intent is to continue
searching for additional sources of capital and the Company intends to continue
operating with minimal overhead and key administrative functions provided by
consultants who are compensated in the form of the Company's common stock. It is
estimated, based upon its historical operating expenses and current obligations,
that the Company may need to utilize its common stock for future financial
support to finance its needs during 2000. Accordingly, the accompanying
financial statements have been presented under the assumption the Company will
continue as a going concern.

Results of Operations

For the three  months ended June 30, 2000

     There were no revenue generating operations during the three months ended
June 30, 2000 and 1999.

     Total expenses were $375,167 in the current quarter and $17,250 in the
comparable period last year. The change is due to issuance of 353,667 shares of
the company stock to employees and consultants of the Company. Because the stock
of the company is not actively traded, management valued the shares issued at
one dollar.


                                       6
<PAGE>

For the six months ended June 30, 2000

     There were no revenue generating operations during the six months ended
June 30, 2000 and 1999.

     Total expenses were $396,167 in the current six months and $36,192 in the
comparable period last year. The change is due to issuance of 353,667 shares of
the company stock to employees and consultants of the Company. Because the stock
of the company is not actively traded, management valued the shares issued at
one dollar.

Liquidity and Capital Resources

     As of June 30, 2000, the Company had a working capital deficit of $512,000,
for which the increase from year end was due entirely to an increase in accrued
expenses.

     The Company had no cash on hand at June 30, 2000. The limited cash balance
is a direct result of the Company having no operations during the periods.

     The Company's plan is to keep searching for additional sources of capital
and new operating opportunities. Furthermore, the Company may have to utilize
its common stock for future financial support to finance its needs. Such
conditions raise substantial doubt about the Company's ability to continue as a
going concern. As such, the Company's independent accountants have modified
their report for the Company's latest fiscal year ended December 31, 1999 to
include an explanatory paragraph with respect to the uncertainty.

     The Company has no commitments for capital expenditures or additional
equity or debt financing and no assurances can be made that its working capital
needs can be met.

     Additionally, as of June 30, 2000, the Company had no operations or
employees other than its President.

PART II: OTHER INFORMATION

Item 1.  Legal Proceedings

         None.

Item 2.  Changes In Securities

         None

Item 3.  Defaults Upon Senior Securities

         None.

Item 4.  Submission Of Matters To A Vote Of Security Holders

         None

Item 5.  Other Information

         None

                                        7
<PAGE>

Item 6.  Exhibits And Reports On Form 8-K

         (a)  Exhibits

              27  Financial Data Schedule

         (b)  Form 8-K

              None

                                       8

<PAGE>

                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                    NetHoldings.Com, Inc.
                                    (Formerly Xplorer, S.A.)
                                    (Registrant)

Dated:   August 11, 2000            By: /s/ Leonard J.Roman
                                    Leonard J. Roman
                                    Treasurer, Chief Financial Officer and
                                    Director; NetHoldings.Com, Inc.


                                       8