U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

[ ]     QUARTERLY REPORT UNDER  SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
        ACT OF  1934
                  For the quarterly period ending June 30, 2000

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
        ACT OF 1934
                  For the transition period from         to
                                                 -------   --------

Commission file number       0-29613
                       -----------------


                            TIDELANDS OIL & GAS CORPORATION
--------------------------------------------------------------------------------
                 (Name of Small Business Issuer in its Charter)


           NEVADA                                         66-0549380
-------------------------------               ----------------------------------
   (State of Incorporation)                    (IRS Employer Identification No.)



13330 Leopard St., Corpus Christi, TX                        78410
---------------------------------------       ----------------------------------
(Address of principal executive offices)                   (Zip Code)



Issuer's telephone number,(   361     )     241       -          2244
                           -----------  -------------   -----------------------

                 9309 North Star Road, Corpus Christi, TX 78409
--------------------------------------------------------------------------------
          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
                                                                      ---   ---

         Applicable only to issuers  involved in bankruptcy  proceedings  during
the preceding five years

         Check whether the registrant  filed all documents and reports  required
to be  filed  by  Section  12,  13 or  15(d)  of  the  Exchange  Act  after  the
distribution of securities under a plan confirmed by a court. Yes    No
                                                                 ---   ---

         Applicable on to corporate issuers

         State the number of shares outstanding of each of the issuer's class of
common equity, as of the latest practicable date:  17,880,489

         Transitional Small Business Disclosure Format
         (Check One)
         Yes      No
             ---     ---


<PAGE>

                         TIDELANDS OIL & GAS CORPORATION
                                   FORM 10-QSB

                                      INDEX
                                      -----
                                                                            Page

PART I - Financial Information

Item 1 - Financial Statements
         Condensed Consolidated Balance sheets as of
         June 30, 2000 and December 31, 1999 .............................   3-4

         Condensed Consolidated Statements of Operations
         For the Three Months Ended June  30, 2000 and 1999 ..............     5

         Condensed Consolidated Statement of Operations
         For the Six Months Ended June 30, 2000 and 1999 .................     6

         Condensed Consolidated Statements of Cash Flows
         For the Six Months Ended June  30, 2000 and 1999 ................   7-8

         Notes to Condensed Consolidated Financial Statements ............     9

Item 2 - Management's Discussion and Analysis or Plan of Operation .......    10

PART II - Other Information

Item 1 - Legal Proceedings ...............................................    11

Item 2 - Changes in Securities and Use of Proceeds .......................    11

Item 3 - Defaults Upon Senior Securities .................................    11

Item 4 - Submission of Matters to a Vote of Security Holdings ............    11

Item 5 - Other Information ...............................................    11

Item 6 - Exhibits and Reports on Form 8K ................................. 11-12

Signature.................................................................    12



                                      - 2 -


<PAGE>

<TABLE>

<CAPTION>

                    TIDELANDS OIL & GAS CORPORATION (NOTE 3)
                      CONDENSED CONSOLIDATED BALANCE SHEETS



                                     ASSETS
                                     ------
                                                     June 30, 2000                  December 31, 1999
                                                   ----------------                 -----------------
                                                     (Unaudited)
<S>                                                <C>                               <C>
Current Assets:
   Cash                                            $         42,256                  $          51065
   Accounts Receivable                                       15,319                            14,365
   Prepaid Expenses                                           6,099                            11,851
                                                   ----------------                  ----------------
           Total Current Assets                              63,674                            77,281
                                                   ----------------                  ----------------

Oil and Gas Properties (Net)                                499,035                           506,310
                                                   ----------------                  ----------------

Other Assets:
   Deposits and Organizational
     Costs, Net                                               1,721                             1,101
   Investments                                              143,491                           115,742
   Intangible Assets, Net                                 3,416,173                         3,503,633
                                                   ----------------                  ----------------
           Total Other Assets                             3,561,385                         3,620,476
                                                   ----------------                  ----------------

                Total Assets                       $      4,124,094                  $      4,204,067
                                                   ================                  ================


</TABLE>





      See Accompanying Notes to Condensed Consolidated Financial Statements

                                      - 3 -


<PAGE>

<TABLE>

<CAPTION>

                    TIDELANDS OIL & GAS CORPORATION (NOTE 3)
                      CONDENSED CONSOLIDATED BALANCE SHEETS



                      LIABILITIES AND STOCKHOLDER'S EQUITY
                      ------------------------------------

                                                     June 30, 2000       December 31, 1999
                                                   ----------------      ----------------
                                                      (Unaudited)
<S>                                                <C>                   <C>
Current Liabilities:
   Accounts Payable and
      Accrued Expenses                             $        290,329      $        415,051
   Current Maturities of Long-Term Debt                      19,552                19,552
   Drilling Advances                                         25,967                25,967
                                                   ----------------      ----------------
           Total Current Liabilities                        335,848               460,570

Long-Term Debt                                              239,925                60,405

Due to Related Parties                                      582,170               430,218
                                                   ----------------      ----------------

           Total Liabilities                              1,157,943               951,193
                                                   ----------------      ----------------

Commitments and Contingencies

Stockholders' Equity
   Common stock $.001 par value
      per share,  100,000,000  shares
      authorized;  17,880,489 shares issued
      and outstanding June 30, 2000,
      17,420,489 shares issued and
      outstanding, December 31, 1999                         17,880                17,420

   Additional Paid-in Capital                             4,815,780             4,682,270
   Subscriptions Receivable                                 (65,000)             (124,575)
   Accumulated (Deficit)                                 (1,802,509)           (1,322,241)
                                                   ----------------      ----------------

           Total Stockholders' Equity                     2,966,151             3,252,874
                                                   ----------------      ----------------

           Total Liabilities and
             Stockholders' Equity                  $      4,124,094      $      4,204,067
                                                   ================      ================


</TABLE>


      See Accompanying Notes to Condensed Consolidated Financial Statements

                                      - 4 -


<PAGE>

<TABLE>

<CAPTION>

                    TIDELANDS OIL & GAS CORPORATION (NOTE 3)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                  Three Months Ended                Three Months Ended
                                                     June 30, 2000                     June 30, 1999
                                                   ----------------                  ----------------
<S>                                                <C>                               <C>

Revenues:
   Oil and Gas Sales                               $         21,331                  $          4,500
                                                   ----------------                  ----------------

Expenses:
   Lease Operating                                           53,518                            20,915
   Depreciation and Amortization                             52,917                            50,602
   (Loss) in Equity of Investments                           24,331                                 0
   General and Administrative                               144,251                           110,858
                                                   ----------------                  ----------------
           Total Expenses                                   275,017                           182,375
                                                   ----------------                  ----------------

           (Loss) Before Provision
            for Income Taxes                               (253,686)                          177,875)
                                                   ----------------                  ----------------

Provision For Income Taxes                                        0                                 0
                                                   ----------------                  ----------------

           Net (Loss)                                      (253,686)                         (177,875)
                                                   ================                  ================

Net(Loss) Per Common Share-Basic                   $         (0.014)                 $          (0.12)
                                                   ----------------                  ----------------

Weighted Average Number of
   Common Shares Outstanding-Basic                       17,575,489                        14,409,530
                                                   ================                  ================

Net(Loss) Per Common Share
   Diluted                                         $         (0.013)                 $         (0.011)
                                                   ----------------                  ----------------

Weighted Average Number of
   Common Shares Outstanding-
   Diluted                                               19,530,489                        15,924,530
                                                   ================                  ================


</TABLE>





      See Accompanying Notes to Condensed Consolidated Financial Statements
                                      - 5 -


<PAGE>

<TABLE>

<CAPTION>

                    TIDELANDS OIL & GAS CORPORATION (NOTE 3)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                   Six Months Ended                  Six Months Ended
                                                     June 30, 2000                     June 30, 1999
                                                   ----------------                  ----------------
<S>                                                <C>                               <C>

Revenues:
   Oil and Gas Sales                               $         37,101                  $         13,225
                                                   ----------------                  ----------------

Expenses:
   Lease Operating                                           93,080                            32,516
   Depreciation and Amortization                            105,834                           101,203
   Loss in Equity of Investments                             46,580                                 0
   General and Administrative                               271,875                           213,455
                                                   ----------------                  ----------------
           Total Expenses                                   517,369                           347,174
                                                   ----------------                  ----------------

           (Loss) Before Provision
            for Income Taxes                               (480,268)                         (333,949)
                                                   ----------------                  ----------------

Provision For Income Taxes                                        0                                 0
                                                   ----------------                  ----------------

           Net (Loss)                                      (480,268)                         (333,949)
                                                   ================                  ================

Net(Loss) Per Common Share-Basic                   $         (0.027)                 $         (0.023)
                                                   ----------------                  ----------------

Weighted Average Number of
   Common Shares Outstanding-Basic                       17,575,489                        14,317,745
                                                   ================                  ================

Net(Loss) Per Common Share
   Diluted                                         $         (0.025)                 $         (0.021)
                                                   ----------------                  ----------------

Weighted Average Number of
   Common Shares Outstanding-
   Diluted                                               19,530,489                        15,832,745
                                                   ================                  ================



</TABLE>


      See Accompanying Notes to Condensed Consolidated Financial Statements

                                      - 6-

<PAGE>

<TABLE>

<CAPTION>

                    TIDELANDS OIL & GAS CORPORATION (NOTE 3)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                    Six Months Ended                 Six Months Ended
                                                     June 30, 2000                     June 30, 1999
                                                   -----------------                 ----------------
<S>                                                <C>                               <C>
Cash Flows Provided (Required)
  By Operating Activities:
   Net (Loss)                                      $       (480,268)                 $       (333,949)
  Adjustments to Reconcile Net
   (Loss) to Operating Cash Flow:
Depreciation, Depletion
  And Amortization                                          105,834                           101,203
(Increase) Decrease in  Receivables                            (954)                            1,529
(Increase) Decrease in Prepaid Expenses                       5,752                                 0
Decrease in Current Maturities                                    0                          (581,623)
Increase in Deposits
  and Organization Costs                                       (750)                                0
Increase in Accounts Payable
  and Accrued Expenses                                       (3,279)                            3,469
                                                   ----------------                  ----------------

Net Cash (Required) by
  Operating Activities                                     (367,107)                         (809,371)
                                                   ----------------                  ----------------

Cash Flows From (Required) By
  Investing Activities (Acquisitions),
   Dispositions of Oil and Gas Properties                    (5,000)                          113,929
  Increase in Investments                                   (27,749)                         (116,331)
                                                   ----------------                  ----------------
Net Cash (Required) by
  Investing Activities                                       32,749                            (2,402)
                                                   ----------------                  ----------------

Cash Flows Provided by
  Financing Activities:
  Increase in Long-Term Debt                                179,520                           320,934
  Increase in due to Related Parties                        151,952                            67,925
  Decrease in Subscriptions Receivable                       59,575                           442,553
                                                   ----------------                  ----------------

Net Cash Provided by Financing

 Activities                                                 391,047                           831,412
                                                   ----------------                  ----------------

Net Increase (Decrease) in Cash                    $         (8,809)                 $         19,639
                                                   ================                  ================

Supplemental Disclosure of Cash
  Flow Information:
    Interest Paid                                  $            617                  $            266
                                                   ================                  ================
    Income Taxes Paid                              $            500                  $              0
                                                   ================                  ================

</TABLE>

                                   (continued)

      See Accompanying Notes To Condensed Consolidated Financial Statements
                                      - 7 -

<PAGE>

                  TIDELANDS OIL & GAS CORPORATION (SEE NOTE 3)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


                                   (CONTINUED)


                                        Six Months Ended     Six Months Ended
                                          June 30, 2000        June 30, 1999
                                        ----------------     ----------------


Supplemental Disclosure of
  Non-Cash Transactions:

Common Stock Issued in
  Payment of Accrued
  Expenses and Accounts Payable         $        128,000     $         19,000
                                        ================     ================

  Common Stock Issued in
    Payment of Notes and
    Loans Payable                       $              0     $        423,553
                                        ================     ================







      See Accompanying Notes To Condensed Consolidated Financial Statements
                                      - 8 -

<PAGE>

                         TIDELANDS OIL & GAS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION
------   ---------------------

         The accompanying  unaudited condensed consolidated financial statements
         for the three month and six month periods ended June 30, 2000 and 1999,
         have been prepared in conformity  with  generally  accepted  accounting
         principles for interim financial  information and with the instructions
         to Form 10-QSB and  Regulation  S-B. The  financial  information  as of
         December 31, 1999, is derived from the registrant's Form 10-KSB for the
         year  ended  December  31,  1999.   Certain   information  or  footnote
         disclosures  normally  included  in  financial  statements  prepared in
         accordance  with generally  accepted  accounting  principles  have been
         condensed  or  omitted  pursuant  to the rules and  regulations  of the
         Securities and Exchange Commission.

         The  preparation of financial  statements in conformity  with generally
         accepted  accounting  principles  requires management to make estimates
         and  assumptions  that  affect  the  reported  amounts  of  assets  and
         liabilities  at the date of the financial  statements  and the reported
         amounts of revenues and expenses  during the reporting  period.  Actual
         results  could  differ  from  those   estimates.   In  the  opinion  of
         management,   the  accompanying   financial   statements   include  all
         adjustments  necessary (which are of a normal and recurring nature) for
         the fair presentation of the results of the interim periods  presented.
         While  the  registrant  believes  that the  disclosures  presented  are
         adequate to keep the information from being misleading, it is suggested
         that these  accompanying  financial  statements be read in  conjunction
         with the registrant's  audited  consolidated  financial  statements and
         notes  for  the  year  ended   December  31,  1999,   included  in  the
         registrant's Form 10-KSB for the year ended December 31, 1999.

         Operating  results for the three month and six month  period ended June
         30, 2000 are not  necessarily  indicative  of the  results  that may be
         expected for the remainder of the fiscal year ending December 31, 2000.
         The accompanying  unaudited condensed consolidated financial statements
         include  the   accounts  of  the   registrant   and  its   wholly-owned
         subsidiaries.  All significant  inter-company accounts and transactions
         have been eliminated in consolidation.

NOTE 2 - INTANGIBLES
------   -----------

         The registrant  evaluates the amortization  period of intangibles on an
         ongoing basis in light of changes in any business conditions, events or
         circumstances that may indicate the potential  impairment of intangible
         assets.

         The adoption of Statement of Accounting  Standards 121, "Accounting for
         the  Impairment  of  Long-Lived  Assets  to be  Disposed  of",  and the
         evaluation by the registrant,  did not have a significant effect on the
         consolidated  financial  position  or  results  of  operations  of  the
         registrant for the three months and six months ended June 30, 2000.

                                      - 9 -

<PAGE>

                         TIDELANDS OIL & GAS CORPORATION



ITEM 2 - MANAGEMENT'S PLAN OF OPERATION
------   ------------------------------

         FORWARD LOOKING STATEMENTS
         --------------------------

         This Form 10-QSB contain forward-looking  statements. For this purpose,
         any statements contained in this Form 10-QSB that are not statements of
         historical fact may be deemed to be forward-looking statements. Without
         limiting  the  foregoing,   words  such  as  "may",  "will",  "expect",
         "believe",  "anticipate",  "estimate"  or "continue" or the negative or
         other  variations  thereof or  comparable  terminology  are intended to
         identify forward-looking  statements.  These statements by their nature
         involve  substantial  risks and  uncertainties,  and actual results may
         differ materially depending on a variety of factors.

         PLAN OF OPERATION
         -----------------

         The Company's plan of operation for the next twelve (12) months through
         its wholly-owned subsidiaries,  Tidelands Oil Corporation and Tidelands
         Gas Corporation is to continue to rework existing oil and gas wells for
         the purpose of achieving increased revenues and to assist in developing
         its fifty  percent (50%) owned gas  processing  plant and fifty percent
         (50%) owned pipeline system to their capacities.

         In addition,  subject to available  funding,  the Company would seek to
         acquire additional oil and/or gas producing properties..

         FINANCIAL CONDITIONS
         --------------------

         The Company  currently does not have the liquidity or capital resources
         to fund its operations until revenues and profits increase as described
         in it's "Plan of Operations"  without  utilizing its one million dollar
         ($1,000,000)  line of  credit  which  has been  drawn in the  amount of
         $202,925,  as of June 30, 2000 or obtaining additional borrowing and/or
         sales of common stock.

         The Company  anticipates raising further funding through short-term and
         mid-term  loans and/or sale of  restricted  common stock to  accredited
         investors.



                                     - 10 -

<PAGE>


                         TIDELANDS OIL & GAS CORPORATION

                           PART II - OTHER INFORMATION
                           ---------------------------

ITEM 1 - LEGAL PROCEEDINGS
------   -----------------

         The  Company  is  not a  party  to  any  pending  or  threatened  legal
         proceedings.

ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS
------   -----------------------------------------

         On  April  19,  2000,  the  Company  acquired  all  of the  issued  and
         outstanding  common stock of Omni  Acquisition  Corporation in exchange
         for 250,000  restricted  common stock. The share exchange was an exempt
         transaction  under  Section  4 (2) of the  Securities  Act of 1933 (the
         "Securities  Act"),  as  amended.  In April 2000,  the  Company  issued
         150,000  shares of  restricted  common stock under Section 3 (b) of the
         Securities Act in exchange for services valued at $30,000.

ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
------   -------------------------------

         None

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------   ---------------------------------------------------

         No matter was submitted to a vote of the security holders,  through the
         solicitation of proxies or otherwise,  during the second quarter of the
         fiscal year covered by this report.

ITEM 5 - OTHER INFORMATION
------   -----------------

         On  May  11,  2000,  Omni  Acquisition   Corporation,   a  wholly-owned
         subsidiary of Tidelands Oil & Gas Corporation, was merged into and with
         Tidelands. Tidelands was the surviving corporation.

         On May 26, 2000, Tidelands Oil & Gas Corporation director, Danny Vines,
         tendered his resignation.  Mr. Vines' resignation has created a vacancy
         on the board of  directors  which has not been  filled.  The  letter of
         resignation  did not express any  disagreement  with the company on any
         matter relating to operations, policies or practices.

ITEM 6 - EXHIBITS AND REPORTS ON FORM 80K
------   --------------------------------

         (a) Exhibits

          Exhibit Number                Description
          --------------                -----------
              *(2.0)            Business Combination Agreement
              *(3.1)            Articles of Incorporation of C2
                                Technologies, Inc.
              *(3.2)            Certificate of Amendment of Articles of
                                Incorporation of C2 Technologies, Inc.
              *(3.3)            By-Laws
              *(3.4)            Articles of Merger
              *(3.5)            Plan of Merger
              *(21)             List of Subsidiaries
               (27)             Financial Data Schedule

-----------------
*Previously filed.

                                      -11-

<PAGE>

                           TIDELANDS OIL & GAS CORPORATION

                           PART II - OTHER INFORMATION

ITEM 6 - EXHIBITS AND REPORTS ON FORM 80K (CONTINUED)
------   --------------------------------------------

         (b)  Reports  on Form 8-K.  One report was filed on form 8-K during the
         second  quarter of 2000.  The report was filed on April 19,  2000.  The
         reported  items were Item  1-Changes  in Control  of  Registrant;  Item
         2-Acquisition or Disposition of Assets;  Item 5-Other Events;  and Item
         7-financial Statements.

         SIGNATURE

         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.

         Dated:  August  10, 2000

         TIDELANDS OIL & GAS CORPORATION

         /s/  Michael Ward
         -----------------
         By:  Michael Ward
         Title:  President




                                     - 12 -