SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB


(Mark  One)

[X]     Quarterly  report  under  Section 13 or 15(d) of the Securities Exchange
        Act  of  1934

        FOR  THE  QUARTERLY  PERIOD  ENDED  SEPTEMBER  30,  2000

[ ]     Transition  report  under  Section  13  or  15(d)  of the Exchange Act

        For  the  transition  period  from  __________  to  __________

Commission  file  number  0-29487


                              CONUS HOLDINGS, INC.
        (Exact Name of Small Business Issuer as Specified in Its Charter)


              NEVADA                                   33-0850619
   (State or Other Jurisdiction of                    (IRS Employer
    Incorporation or Organization)                  identification No.)


                       610 Newport Center Drive, Suite 800
                             Newport Beach, CA 92660
                    (Address of Principal Executive Offices)

                                 (949) 719-1977
                (Issuer's Telephone Number, Including Area 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
        -----

     State  the  number of shares outstanding of each of the issuer's classes of
common  equity,  as of the latest practicable date: As of October 31, 2000 there
were  outstanding  1,000,000  shares  of  common stock, par value $0.001, and no
shares  of  preferred  stock.


                                        1

<PAGE>

                              CONUS HOLDINGS, INC.

                                     INDEX
                                                                            Page
                                                                            ----

Part  I      Financial  Information

Item  1.     Financial  Statements

             Balance  sheets  as  of  September 30,  2000 (unaudited)
             and  December  31,  1999 . . . . . . . .  . . . . . . . .        3

             Statements  of  operations  for  the  three  and nine months
             ended September 30,  2000  and  1999  (unaudited) . . . . . . .  4

             Statements  of  cash  flows  for  the nine months  ended
             September 30,  2000  and  1999  (unaudited) . . . . . . . . .    5

             Notes  to  financial  statements . . . . . . . . .. . .. .       6

Item  2.     Managements  Discussion  and  Analysis  or
             Plan  of  Operation . . . . . . . . . . . .. . . . . . . .       7

Part  II     Other  Information

Item  1.     Legal  Proceedings . . . . . . . . . . . . . . . . . . . .       9

Item  2.     Changes  in  Securities . . . . . . . . . . . . . . . . . .      9

Item  3.     Defaults  Upon  Senior  Securities . . . . . . . . . . . .       9

Item  4.     Submission of Matters to a Vote of Security Holders . . . . .    9

Item  5.     Other  Information . . . . . . . . . . . . . . . . . . ..        9

Item  6.     Exhibits  and  Reports  on  Form  8-K . . . . . . . . . . . .    9

                                        2
<PAGE>

                          PART  I  -  FINANCIAL  STATEMENTS

Item  1.     Financial  Statements

                               CONUS HOLDINGS, INC.
                       (A  Development  Stage  Company)
                                BALANCE  SHEETS


<TABLE>
<CAPTION>

                                                  September 30,  2000       December  31,  1999
                                                  --------------------     -------------------

                                       ASSETS
<S>                                                <C>                     <C>
Cash                                               $       --             $    --
                                                   ------------------     ---------------
Total assets                                       $       --             $    --
                                                   ===================    ================

                          LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


Payable to related party                           $      520             $   520
                                                   -------------------     -----------------
Total liabilities                                  $      520             $   520
                                                   -------------------     -----------------


Stockholders' equity (deficit):
Preferred stock:
0.001 par value; 2,000,000 shares
authorized; no shares issued and
outstanding                                        $    --                $    --
Common stock, $0.001 par value,
20,000,000 shares authorized;
1,000,000 shares issued and
outstanding on September 30, 2000 and
December 31, 1999                                  $    1,000             $ 1,000
Deficit accumulated during the
development stage                                  $   (1,520)            $(1,520)
                                                   --------------------   --------------------

Total stockholders' equity (deficit)               $     (520)            $  (520)
                                                   --------------------   --------------------

            Total liabilities and stockholders'
                    equity (deficit)               $   --                 $    --
                                                   ===================     ===================

</TABLE>
                                        3
<PAGE>


                                       CONUS HOLDINGS, INC.
                               (A  Development  Stage  Company)
                                  STATEMENTS  OF  OPERATIONS

<TABLE>
<CAPTION>



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

                                   3 months ended          9 months ended
                            --------------------------   --------------------

                                   Sept 30,   Sept 30,    Sept 30,   Sept 30,
                                       2000       1999       2000       1999
                            ---------------  ---------  ---------      -----

General and Administrative
Expenses . . . . . . . . .  $            --  $      --  $      --      $  --
--------------------------  ---------------  ---------  ---------      -----

Net loss . . . . . . . . .  $            --  $      --  $      --      $  --
--------------------------  ---------------  ---------  ---------      -----
</TABLE>


                                        4
<PAGE>

                                        CONUS HOLDINGS, INC.
                              (A  Development  Stage  Company)
                                  STATEMENTS  OF  CASH  FLOWS


<TABLE>
<CAPTION>


<S>                                    <C>                         <C>
                                       Nine months ended            Nine Months ended
                                       September 30, 2000           September 30, 1999
                                       -------------------          -------------------

Cash flows from operating activities:

Net loss                               $      --                    $     --

Net cash used in operating activities  $      --                    $     --
                                       -------------------          --------------------

Net increase (decrease) in cash        $      --                    $     --
                                       -------------------          --------------------

Cash, beginning of period              $      --                    $     --
                                       -------------------          ---------------------

Cash, end of period                    $                            $     --
                                       ===================          ======================
</TABLE>

                                        5
<PAGE>


                               CONUS HOLDINGS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

Note  1          Summary  of  Significant  Accounting  Policies

               Conus  Holdings,  Inc.  (the  Company)  is  a developmental stage
enterprise  incorporated on April 9, 1998 under the laws of the State of Nevada.
The  Company  intends  to  seek  acquisitions  or other business endeavors.  The
Company  has  had  no operations to date and its activities have been limited to
organization  efforts  related  to  obtaining  initial  financing.  The  Company
intends  to  purchase, merge with or acquire securities or assets held by target
entities  via an exchange of the targeted company's securities or assets for the
Company's  cash,  securities and/or assets.  The Company has not negotiated with
or  identified  a  prospective  acquisition  candidate  and has not targeted any
particular  business  or  industry  within which it will seek acquisitions.  The
Company's  fiscal  year  end  is  December  31.

               The accompanying unaudited consolidated financial statements have
been  prepared  in  accordance with generally accepted accounting principles for
the  interim  financial  information  and  the  instructions  to  Form  10-QSB.
Accordingly,  they  do not include all the information and footnotes required by
generally  accepted accounting principles for complete financial statements.  In
the  opinion  of  management,  the  interim  financial  statements  include  all
adjustments  considered  necessary  for  a  fair  presentation  of the Company's
financial  position, results of operations and cash flows for the three and nine
months  ended  September  30,  2000.  These  statements  are  not  necessarily
indicative  of  the  results  to  be  expected  for the full fiscal year.  These
statements should be read in conjunction with the financial statements and notes
thereto  included  in  the  Company's Form 10-SB for the year ended December 31,
1999  as  filed  with  the  Securities  and  Exchange  Commission.

                                        6

<PAGE>

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

          The  Company's  activities  since  inception  have  been  limited  to
organizational  matters,  and  the  Company  has  not  engaged  in any operating
activity  since  its  inception.

          The  Company  has  registered  its  common  stock  on  a  Form  10-SB
registration  statement  filed  pursuant  to the Securities Exchange Act of 1934
(the  "Exchange  Act")  and  Rule  12(g)  thereof.  The  Company  files with the
Securities  and  Exchange  Commission  periodic  reports under Rule 13(a) of the
Exchange  Act,  including quarterly reports on Form 10-QSB and annual reports on
Form  10-KSB.
          The Company was formed to engage in a merger with or acquisition of an
unidentified  foreign  or  domestic  private  company  which desires to become a
reporting  ("public")  company whose securities are qualified for trading in the
United  States  secondary  market.  The Company meets the definition of a "blank
check"  company  contained  in Section 7(b)(3) of the Securities Act of 1933, as
amended.

          Management  believes  that  there  are  perceived  benefits to being a
reporting  company  with  a  class  of  publicly-traded  securities which may be
attractive  to  foreign  and  domestic  private  companies.

          These  benefits are commonly thought to include (1) the ability to use
registered securities to make acquisition of assets or businesses; (2) increased
visibility  in  the  financial community; (3) the facilitation of borrowing from
financial  institutions;  (4)  improved  trading  efficiency;  (5)  shareholder
liquidity; (6) greater ease in subsequently raising capital; (7) compensation of
key  employees through options for stock for which there is a public market; (8)
enhanced  corporate  image;  and,  (9)  a  presence in the United States capital
market.

          A  private  company  which may be interested in a business combination
with  the  Company  may  include  (1)  a  Company for which a primary purpose of
becoming  public  is  the use of its securities for the acquisition of assets or
businesses;  (2)  a  company  which  is  unable  to  find  an underwriter of its
securities or is unable to find an underwriter of securities on terms acceptable
to  it;  (3)  a  company which wishes to become public with less dilution of its
common stock than would occur normally upon an underwriting; (4) a company which
believes  that  it  will  be able to obtain investment capital on more favorable
terms  after  it  has  become  public;  (5)  a foreign company which may wish an
initial  entry into the United States securities market; (6) a special situation
company,  such  as  a  company  seeking  a  public  market to satisfy redemption
requirements  under  a  qualified Employee Stock Option Plan; and, (7) a company
seeking  one  or  more  of  the  other  benefits  believed to attach to a public
company.

          The  Company is authorized to enter into a definitive agreement with a
wide  variety  of  private businesses without limitation as to their industry or
revenues.  It  is  not  possible  at  this  time  to  predict with which private
company, if any, the Company will enter into a definitive agreement or what will
be  the  industry,  operating  history,  revenues,  future  prospects  or  other
characteristics  of  that  company.

          As  of  the  date  hereof,  management has not made any final decision
concerning, and has not entered into any agreements for, a business combination.
When  any  such  agreement is reached or other material fact occurs, the Company
will  file  notice  of  such  agreement or fact with the Securities and Exchange
Commission  on Form 8-K.  Persons reading this Form 10-QSB are advised to see if
the  Company  has  subsequently  filed  a  Form  8-K.

          Each  of  the  current  shareholders of the Company have agreed not to
sell  or otherwise transfer any of their common stock of the Company until after
such  time  as  the  Company  has  completed a business combination transaction.

          As  soon  as  the Company is eligible, it intends to apply to have its
common  stock listed or admitted to quotation on the NASD OTC Bulletin Board or,
if  it  meets  the financial and other requirements thereof, on the Nasdaq Small
Cap  Market,  National  Market  System,  or other regional or national exchange.

Liquidity

          The  Company has no funds available and does not anticipate having any
funds available until a merger transaction is consummated.  In the event that no
transaction is consummated, the Company will have a very limited amount of funds
with  which  to  operate  and  may  not  be  able  to  operate  in  the  future.

                                        7

<PAGE>

                           PART II - OTHER INFORMATION

Item  1.     Legal  Proceedings

          There  are no legal proceedings against the Company and the Company is
unaware  of  any  proceedings  contemplated  against  it.

Item  2.     Changes  in  Securities

          None.

Item  3.     Defaults  Upon  Senior  Securities

          None.

Item  4.     Submission  of  Matters  to  a  Vote  of  Security  Holders

          No  matters  were  submitted  to  the  security  holders  for  a vote.

Item  5.     Other  Information

          There  is  no  other  information  deemed  material  by management for
disclosure  herein.

Item  6.     Exhibits  and  Reports  on  Form  8-K

     (a)     Exhibits

          None.

     (b)     Reports  on  Form  8-K

          None.


                                        8

<PAGE>
                                   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.


                                   CONUS  HOLDINGS,  INC.


Dated:  November  14,  2000                 /s/  M.  Richard  Cutler
                                          ---------------------------
                                          By:      M.  Richard  Cutler
                                          Its:     President