UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB

(Mark One)

[x]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2001

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                        Commission File Number: 000-31317

                          RACHEL'S GOURMET SNACKS, INC.
                          -----------------------------
        (Exact name of small business issuer as specified in its charter)

           Minnesota                                    41-1766701
           ---------                                    ----------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)


            8120 Penn Avenue South, Suite 140, Bloomington, MN 55431
            --------------------------------------------------------
                    (Address of principal executive offices)

                                 (952) 884-2305
                                 --------------
                           (Issuer's telephone number)

Check whether the issuer: (1) filed all reports required to be filed by Section
12, 13 or 15(d) of the Securities 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 [ ]


The Registrant had 9,873,585 shares of Common Stock, $.01 par value outstanding
as of October 31, 2001.

Transitional Small Business Disclosure Format (Check one):   Yes [ ]  No [x]


                                       1
<PAGE>


                          RACHEL'S GOURMET SNACKS, INC.

                                   FORM 10-QSB

                                Table of Contents

PART I. FINANCIAL INFORMATION                                                  3
     Item 1.Financial Statements                                               3
     Item 2.Management's Discussion and Analysis or Plan of Operation         11
PART II. OTHER INFORMATION                                                    14
     Item 1.Legal Proceedings                                                 14
     Item 2.Changes in Securities                                             15
     Item 3.Defaults Upon Senior Securities                                   16
     Item 4.Submissions Of Matters To A Vote of Security Holders              16
     Item 5.Other Information                                                 16
     Item 6.Exhibits and Reports on Form 8-K                                  17
SIGNATURE                                                                     18


                                       2
<PAGE>


PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)

<TABLE>
<CAPTION>
                                          Three Months Ended                 Nine Months Ended
                                             September 30,                     September 30,
                                     -----------------------------     -----------------------------
                                         2000             2001             2000             2001
                                     ------------     ------------     ------------     ------------
<S>                                  <C>              <C>              <C>              <C>
SALES                                $  3,996,890     $  3,721,491     $ 12,868,979     $ 12,416,047

COST OF GOODS SOLD                      3,152,486        2,596,001       10,167,039        9,072,915
                                     ------------     ------------     ------------     ------------

GROSS MARGIN                              844,404        1,125,490        2,701,940        3,343,132

OPERATING EXPENSES                      1,318,369        1,291,483        4,078,834        4,357,849
                                     ------------     ------------     ------------     ------------

OPERATING LOSS                           (473,965)        (165,993)      (1,376,894)      (1,014,717)
                                     ------------     ------------     ------------     ------------

NONOPERATING INCOME (EXPENSES)
  Interest                               (149,146)        (231,437)        (511,359)        (648,797)
  Gain (loss) on foreign exchange          71,485          (65,001)         181,383          179,755
  Other                                   (10,173)          41,920           64,062           94,119
                                     ------------     ------------     ------------     ------------
                                          (87,834)        (254,518)        (265,914)        (374,923)
                                     ------------     ------------     ------------     ------------

LOSS BEFORE INCOME TAXES                 (561,799)        (420,511)      (1,642,808)      (1,389,640)

INCOME TAX BENEFIT                             --               --          (19,500)              --
                                     ------------     ------------     ------------     ------------

NET LOSS                             $   (561,799)    $   (420,511)    $ (1,623,308)    $ (1,389,640)
                                     ============     ============     ============     ============

NET LOSS PER SHARE -
  BASIC AND DILUTED                  $      (0.07)    $      (0.04)    $      (0.19)    $      (0.14)
                                     ============     ============     ============     ============

WEIGHTED AVERAGE SHARES
  OUTSTANDING - BASIC AND DILUTED       8,632,824        9,833,585        8,626,713        9,585,759
</TABLE>


            See notes to condensed consolidated financial statements.


                                       3
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                    December 31,    September 30,
                                                                        2000            2001
                                                                    ------------     ------------
                                                                      (audited)      (unaudited)
<S>                                                                 <C>              <C>
               ASSETS
CURRENT ASSETS
  Cash                                                              $         --     $    203,848
  Marketable securities                                                  133,950               --
  Accounts receivable, less allowance of $75,000 and $95,000           1,808,240        1,752,204
  Inventories, less allowance of $75,000 and $39,000                   3,482,195        3,783,008
  Prepaid expenses and other                                              35,766          145,387
  Restricted securities                                                  515,700          332,000
                                                                    ------------     ------------
      TOTAL CURRENT ASSETS                                             5,975,851        6,216,447

PROPERTY AND EQUIPMENT                                                   520,900          488,103

GOODWILL                                                               2,840,194        2,705,618

OTHER ASSETS                                                             181,013          133,573
                                                                    ------------     ------------

                                                                    $  9,517,958     $  9,543,741
                                                                    ============     ============

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
CURRENT LIABILITIES
  Checks issued in excess of deposits                               $    104,580     $         --
  Line of credit borrowings                                            1,439,405        1,933,994
  Obligation payable to stockholder                                      515,700          332,000
  Convertible subordinated debt                                        2,035,685        3,144,552
  Notes payable                                                          645,713          358,972
  Current maturities of long-term debt                                    42,117           32,690
  Accounts payable                                                     4,000,570        4,193,507
  Accrued expenses                                                       696,158          695,952
                                                                    ------------     ------------
      TOTAL CURRENT LIABILITIES                                        9,479,928       10,691,667
                                                                    ------------     ------------

LONG-TERM DEBT, less current maturities                                   13,508           81,412
                                                                    ------------     ------------

COMMITMENTS AND CONTINGENCIES                                                 --               --
                                                                    ------------     ------------

STOCKHOLDERS' EQUITY (DEFICIENCY)
  Preferred stock, $.01 par value; 20,000,000 shares authorized;
    no shares issued and outstanding                                          --               --
  Common stock, $.01 par value; 50,000,000 shares authorized;
    9,041,563 and 9,833,585 shares issued and outstanding                 90,416           98,336
  Additional paid-in capital                                          13,128,676       13,348,965
  Accumulated other comprehensive income (loss)                           26,693          (65,736)
  Accumulated deficit                                                (13,221,263)     (14,610,903)
                                                                    ------------     ------------
                                                                          24,522       (1,229,338)
                                                                    ------------     ------------

                                                                    $  9,517,958     $  9,543,741
                                                                    ============     ============
</TABLE>


            See notes to condensed consolidated financial statements.


                                       4
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                 (formerly GO-RACHELS.COM CORP AND SUBSIDIARIES)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                                       Nine Months Ended
                                                                                         September 30,
                                                                                 ---------------------------
                                                                                     2000            2001
                                                                                 -----------     -----------
<S>                                                                              <C>             <C>
OPERATING ACTIVITIES
  Net loss                                                                       $(1,623,308)    $(1,389,640)
  Adjustments to reconcile net loss to net cash used by operating activities:
    Depreciation                                                                     145,676         141,760
    Amortization                                                                     134,575         134,576
    Interest expense added to debt principal                                         132,936         167,916
    Gain on sales of marketable securities                                           (97,558)       (110,917)
    Common stock issued for services                                                   1,500          60,000
    Changes in operating assets and liabilities:
      Accounts receivable                                                           (106,471)         56,036
      Inventories                                                                   (508,925)       (300,813)
      Prepaid expenses and other                                                     211,706         108,256
      Accounts payable                                                               771,844         192,937
      Accrued expenses                                                                47,929            (206)
                                                                                 -----------     -----------
        Net cash used by operating activities                                       (890,096)       (940,095)
                                                                                 -----------     -----------

INVESTING ACTIVITIES
  Proceeds from sales of marketable securities                                       107,534         137,710
  Purchases of property and equipment                                                (35,686)        (20,938)
                                                                                 -----------     -----------
        Net cash provided by investing activities                                     71,848         116,772
                                                                                 -----------     -----------

FINANCING ACTIVITIES
  Decrease in checks issued in excess of deposits                                         --        (104,580)
  Net proceeds on line of credit borrowings                                          545,587         494,589
  Proceeds from debt                                                                 446,077         999,760
  Payments on debt                                                                  (167,529)       (385,098)
  Proceeds from sale of common stock                                                      --          22,500
                                                                                 -----------     -----------
        Net cash provided by financing activities                                    824,135       1,027,171
                                                                                 -----------     -----------

NET INCREASE IN CASH                                                                   5,887         203,848

CASH
  Beginning of period                                                                 32,393              --
                                                                                 -----------     -----------

  End of period                                                                  $    38,280     $   203,848
                                                                                 ===========     ===========

Cash paid for interest                                                           $   226,637     $   292,472

Noncash financing and investing activities:
  Convertible subordinated debt and notes payable refinanced                     $ 1,239,317     $ 2,455,349
  Retirement of obligation payable with restricted securities                             --         515,700
  Receipt of restricted securities for obligation payable                                 --         332,000
  Unrealized losses on securities                                                    (55,424)       (107,157)
  Foreign currency translation gain (loss)                                            (7,440)         14,728
  Equipment acquired under capital lease                                                  --          98,025
  Common stock issued for prepaid financing costs                                         --         145,709
</TABLE>


            See notes to condensed consolidated financial statements.


                                       5
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
              Notes to Condensed Consolidated Financial Statements
                                   (unaudited)


1. Basis of Presentation and Significant Accounting Policies -

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information. They do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management, all
adjustments, consisting of normal recurring accruals, considered necessary for a
fair presentation have been included. Operating results for the three month and
nine month periods ended September 30, 2001, are not necessarily indicative of
the results that may be expected for the year ending December 31, 2001. For
further information, refer to the financial statements and footnotes included in
our Annual Report on Form 10-KSB for the year ended December 31, 2000.

Nature of Business

The Company manufactures, markets and distributes "Rachel's Made From the Heart"
gourmet potato chips. The potato chips are sold by independent distributors and
Company sales personnel to grocery and convenience stores, restaurants, and
other retail and institutional accounts. The Company also manufactures potato
chips for others under private labels. In addition, the Company distributes
confectionery and specialty snacks primarily in Canada.

On September 17, 2001, the Company changed its name to Rachel's Gourmet Snacks,
Inc. from GO-RACHELS.COM CORP.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of Rachel's
Gourmet Snacks, Inc., its U.S. subsidiary, Rachel's Manufacturing, Inc.
(formerly Rachel's Gourmet Snacks, Inc.), and its Canadian subsidiary,
Triple-C-Inc. (collectively "the Company"). All significant intercompany
balances and transactions have been eliminated.

Management Estimates

The preparation of these condensed consolidated financial statements in
conformity with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that may affect
the reported amounts and disclosures in the condensed consolidated financial
statements and accompanying notes. Actual results could differ from these
estimates. Significant management estimates relate to amortization periods for
goodwill and the valuation allowance on deferred tax assets.

Revenue Recognition

The Company recognizes revenue at the time product is shipped to a customer.
Estimated allowances are recorded at the time of sale as a reduction against
accounts receivable with a charge to the statement of operations.


                                       6
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
              Notes to Condensed Consolidated Financial Statements
                                   (unaudited)


Foreign Currency Translation and Transactions

Assets and liabilities of Triple-C-Inc. are translated at the exchange rate in
effect at the balance sheet date. Revenues and expenses are translated at the
average period exchange rate. Translation adjustments arising from the use of
differing exchange rates are reported as accumulated other comprehensive income
(loss) in stockholders' equity (deficiency).

Fair Value of Financial Instruments

The carrying amounts of financial instruments consisting of cash, marketable
securities, receivables, line of credit borrowings, convertible subordinated
debt, notes payable, long-term debt, accounts payable, accrued expenses and off
balance sheet foreign exchange contracts approximate their fair values.

Marketable Securities

Marketable securities are classified as available-for-sale securities and are
recorded at fair value.

Inventories

Inventories, consisting primarily of food products available for resale, are
valued at the lower of cost or market, with cost determined on a moving average
basis and market determined at net realizable value.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation.
Depreciation is provided using both the straight-line and declining balance
methods over the estimated useful lives of the assets, primarily three to eleven
years. Leasehold improvements are amortized over the lease term.

Goodwill

Goodwill represents the excess of the purchase price and related costs over the
fair value of the identifiable net assets of businesses acquired and is
amortized on a straight-line basis over 20 years. The Company evaluates goodwill
periodically for impairment by comparing the net carrying values to the
undiscounted future cash flows of the assets acquired. This evaluation is done
whenever events or changes in circumstances indicate that the carrying amount of
goodwill may not be recoverable, but in no event less than annually.

In July 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards (SFAS) No. 142, "Goodwill and Other Intangible
Assets," which is effective for fiscal years beginning after December 15, 2001.
This statement discontinues the amortization of acquired goodwill, subject to
periodic impairment testing. The Company does not anticipate adoption of this
standard will materially impact its consolidated financial statements.

Common Stock Issued

The Company issued common stock for services and financing costs. The value of
these services and financing costs was based on the fair value of the common
stock as determined by public trades of the Company's common stock during the
same time periods. The costs of the services were charged to operations and
stockholders' equity was increased. Stock issued for financing costs was to
settle liabilities and to obtain additional debt financing.


                                       7
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
              Notes to Condensed Consolidated Financial Statements
                                   (unaudited)


Stock-Based Compensation

The Company accounts for employee stock options under Accounting Principles
Board No. 25, "Accounting for Stock Issued to Employees," and provides the
disclosures required by SFAS No. 123, "Accounting for Stock-Based Compensation."
Options and warrants to nonemployees are accounted as required by SFAS No. 123.

Credit Risk

Significant concentrations of credit risk exist in accounts receivable which are
due from customers dispersed across different geographic and economic regions in
the Upper Midwest and Canada.

Net Loss Per Share

Net loss per share - basic is determined by dividing the net loss by the
weighted average common shares outstanding. Net loss per share - diluted
normally includes common stock equivalents (options, warrants and convertible
debentures), but were excluded since their effect was antidulitive.

Reclassifications

Certain reclassifications were made to the September 30, 2000 financial
statements to make them comparable with September 30, 2001. The
reclassifications did not affect net loss or net cash flows.

2. Going Concern

The condensed consolidated financial statements were prepared in contemplation
of the Company as a going concern. The Company has incurred net losses of
$1,893,215, $1,939,225 and $1,389,640 for calendar years 1999 and 2000 and the
nine months ended September 30, 2001, respectively, and as of September 30,
2001, has a stockholders' deficiency of $1,229,338, including an accumulated
deficit of $14,610,903. The Company also has a material uncertainty regarding a
shareholder dispute (Note 3). These conditions, among others, raise substantial
doubt about the Company's ability to continue as a going concern.

The Company's continuation as a going concern is dependent upon its ability to
generate sufficient operating cash flows and obtain additional financing or
refinancing to meet its obligations. The Company is aggressively pursuing plans
to increase sales and profits and decrease operating expenses. In addition, the
Company is attempting to raise debt and equity financing. The condensed
consolidated financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets and liabilities should the
Company be unable to continue as a going concern.

3. Contingencies and Uncertainties

The Company has a dispute relating to options held by certain stockholders. The
stockholders believe the Company is required to repurchase their 608,000 shares
for $3.221 per share ($1,958,368) with five year 6% promissory notes. The
Company believes the stockholders did not exercise their options by the October
1, 1999, specified date in the manner required. The stockholders assert that
they did properly exercise their options and the Company's dispute is without
merit. It is possible that either party may


                                       8
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
              Notes to Condensed Consolidated Financial Statements
                                   (unaudited)


resort to judicial resolution of this matter. While the Company is confident
that it did not receive actual or constructive notice of exercise of the
stockholders' right to require the Company to purchase all or part of its
shares, it is a possibility that litigation with the stockholders will result in
an adverse judgement against the Company, which may have a material adverse
effect on the Company and its operations, and may jeopardize the Company's
ability to continue as a going concern. The terms of the notes require the
principal to be paid in full five years after the exercise of the options with
semi-annual interest payments. The outcome at this time cannot be determined.

The Company is also a defendant to various claims in litigation, and in some
cases judgements have been awarded to the plaintiffs. The Company is currently
engaged in negotiations with several of these plaintiffs. The potential for
payment of these judgements by judicial means exists, and satisfaction of these
judgements may have a material adverse affect on the financial condition of the
Company. The liabilities related to the judgements are included in accounts
payable at December 31, 2000 and September 30, 2001.

4. Changes in Securities

Issuance of Common Stock

In 2001, the Company issued common stock to certain parties known to the Company
as follows: (i) 200,000 shares on January 8; 163,300 shares on March 5; 4,592
shares on April 1; and 274,130 shares on June 21 to four individuals in exchange
for services provided to the Company and (ii) 150,000 shares on April 1 in
exchange for cash.

Providers of services to the Company agreed to accept common stock of the
Company in lieu of cash compensation. All issuances of common stock were
unregistered in reliance upon Section 4(2) of the Securities Act of 1933. There
were no offering expenses incurred by the Company in conjunction with these
issuances.

Convertible Debenture Offerings

In 2001, the Company sold or reissued convertible debentures to twelve
individual purchasers in the following amounts on the dates indicated: $125,000
on January 8; $10,000 on January 11; $1,400 on January 23; $9,511 on January 24;
$1,380 on January 25; $3,000 on January 29; $1,200 on January 30; $5,360 on
February 8; $62,672 on February 20; $300,000 on February 28; $22,400 on April 4;
$610,495 on April 20; $11,200 on May 11; $44,800 on May 15; $81,840 on May 20;
$61,344 on June 3; $660,282 on June 8; $350,000 on June 11; $147,323 on June 23;
$90,578 on July 1; $7,500 on July 23; and $13,440 on August 7. All are short
term (six months to one year), are convertible into common stock of the Company
at a weighted-average conversion rate of $.72 per share, and were issued to
certain parties known to the Company. The issuance of the convertible debentures
was exempt from registration under Section 4(2) of the Securities Act of 1933.
As of the date of this report none of the convertible debentures issued in 2001
have been converted into common stock of the Company. The Company incurred
offering expenses of $122,951 in conjunction with these issuances.

In addition to the sale or reissuance of convertible debentures referenced
above, Triple-C-Inc. sold or reissued $480,552 and $447,007 on August 31, 2001
and February 28, 2001, respectively, of six month 12% unsecured convertible
subordinated debentures to certain parties known to Triple-C-Inc. The
convertible debentures


                                       9
<PAGE>


                 RACHEL'S GOURMET SNACKS, INC. AND SUBSIDIARIES
                (formerly GO-RACHELS.COM CORP. AND SUBSIDIARIES)
              Notes to Condensed Consolidated Financial Statements
                                   (unaudited)


are convertible into common stock of Triple-C-Inc. at 80% of the Initial Public
Offering (IPO) price for shares of Triple-C-Inc. only upon completion of a
Triple-C-Inc. IPO. The issuance of the convertible debentures was exempt from
registration in the United States under Section 4(2) of the Securities Act of
1933. As of the date of this report, none of the convertible debentures issued
in 2001 have been converted into common stock of Triple-C-Inc. and it is
unlikely that any IPO will take place before retirement of the convertible
debentures. Offering expenses of $35,696 were incurred in conjunction with these
issuances.

Warrant Issuances

In 2001, the Company issued, to certain parties known to the Company, 240,833
warrants convertible into common stock of the Company as follows: (i) a warrant
to purchase 170,833 shares of common stock was issued on January 16, with a
per-share exercise price of $1.00, and a warrant to purchase 30,000 shares of
common stock was issued on January 16, with a per-share exercise price of $.50
in connection with debt financing and (ii) a warrant to purchase 15,000 shares
of common stock was issued on April 11, with a per-share exercise price of $.65,
and a warrant to purchase 25,000 shares of common stock was issued on April 30,
with a per-share exercise price of $.70 in exchange for services. The warrants
issued carried an immaterial fair value as calculated by the Black-Scholes
option-pricing model. The issuance of the warrants was exempt from registration
under Section 4(2) of the Securities Act of 1933. As of the date of this report,
none of the warrants issued in 2001 have been converted into common stock. There
were no offering expenses incurred by the Company in conjunction with these
issuances.

Stock Option Issuances

The Company has entered into the following transactions under the Company's
stock option plan during the nine months ended September 30, 2001. The options
indicated below as granted under the Company's stock option plan were granted to
persons who were directors or employees of the Company in private transactions
that were exempt under Section 4(2) of the Securities Act of 1933 and SEC Rule
701. The Company advised each option holder of the restricted nature under the
Securities Act of the common stock purchasable on exercise of the options.

During the nine months ended September 30, 2001, the Company granted (i) an
option to purchase 200,000 shares of common stock of the Company to Lawrence
Castriotta, the Chief Executive Officer and a director of the Company; (ii) an
option to purchase 100,000 shares of common stock of the Company to Pablo
Malacara, the Chief Financial Officer of the Company; and (iii) an option to
purchase 25,000 shares of common stock of the Company to an employee of the
Company. Each of the options granted by the Company in the nine months ended
September 30, 2001 has a term of five years and an exercise price of $ .30 per
share.


                                       10
<PAGE>


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

INTRODUCTION

This quarterly report on Form 10-QSB contains certain forward-looking statements
that involve risks and uncertainties. These statements refer to objectives,
expectations, intentions, future events, or our future financial performance,
and involve known and unknown risks, uncertainties, and other factors that may
cause our actual results, level of activity, performance, or achievements to be
materially different from any results expressed or implied by these
forward-looking statements. In some cases, you can identify forward-looking
statements by words such as "may," "will," "should," "could," "expects,"
"anticipates," "intends," "plans," "believe," "estimates," "predicts,"
"potential," and similar expressions. Our actual results could differ materially
from those included in forward-looking statements.

RESULTS OF OPERATIONS

THREE MONTHS ENDED SEPTEMBER 30, 2001, COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 2000

Sales for the three months ended September 30, 2001, were $3,721,491 compared to
$3,996,890 for the three months ended September 30, 2000. The net loss for the
three months ended September 30, 2001 was $420,511, or $.04 per share, compared
to a net loss of $561,799, or $.07 per share, in the comparable period of 2000.
The decrease in the net loss was the result of an increase in the gross margin
of $281,086 and a decrease in operating expenses of $26,886, offset by an
increase in nonoperating expenses of $166,684.

Sales for Triple-C-Inc. for the three months ended September 30, 2001, were
$3,253,899, compared to $3,739,164 for the three months ended September 30,
2000. The decrease was partially caused by the weaker Canadian dollar as
compared to the U.S. dollar. Triple-C-Inc.'s sales in Canadian dollars decreased
by $529,793 in the three months ended September 30, 2001 compared to the
comparable three months in 2000. The decrease was primarily caused by the
elimination of a low margin seasonal candy program. Sales of snack foods were
$467,592 for the three months ended September 30, 2001, compared to $257,726 for
the three months ended September 30, 2000. The increase was primarily due to the
addition of three "private label" customers.

Cost of goods sold decreased by $556,485 to $2,596,001 in the three months ended
September 30, 2001, from $3,152,486 in the comparable period of 2000. Cost of
goods sold as a percentage of sales decreased by 9.1% to 69.8% in 2001, as
compared to 78.9% in 2000. The margin improvement was primarily due to a change
in the sales mix at Triple-C-Inc. to higher margin products. The Company also
had a sufficient supply of proprietary products in 2001 which was not the case
in 2000.

Operating expenses for the three months ended September 30, 2001, were
$1,291,483, compared to $1,318,369 in the same period the prior year. The
decrease was attributable to decreased expenses in Triple-C-Inc.'s operations,
partially offset by increased expenses in the snack foods operations.


                                       11
<PAGE>


Net nonoperating expense for the three months ended September 30, 2001, was
$254,518, compared to $87,834 for the three months ended September 30, 2000.
Interest expense increased by $82,291 to $231,437 in 2001, compared to $149,146
in 2000, because of an increase in the amount of debt outstanding. Foreign
currency losses were $65,001 in 2001 compared to gains of $71,485 in 2000. The
fluctuations in foreign exchange were primarily at Triple-C-Inc. and were caused
by fluctuations of the Canadian dollar in relation to other foreign currencies.
The Company realized a gain of $51,181 in the three months ended September 30,
2001 from the sale of marketable securities it holds for investment, which gain
was included in net other nonoperating income (expenses). The Company did not
sell any marketable securities it holds for investment in the three months ended
September 30, 2000.

NINE MONTHS ENDED SEPTEMBER 30, 2001, COMPARED TO NINE MONTHS ENDED SEPTEMBER
30, 2000

Sales for the nine months ended September 30, 2001, were $12,416,047 compared to
$12,868,979 for the nine months ended September 30, 2000. The net loss for the
nine months ended September 30, 2001 was $1,389,640, or $.14 per share, compared
to a net loss of $1,623,308, or $.19 per share, in the comparable period of
2000. The decrease in the net loss was the result of an increase in the gross
margin of $641,192, offset by an increase in operating expenses of $279,015, an
increase in nonoperating expenses of $109,009 and decreased income tax benefit
of $19,500.

Sales for Triple-C-Inc. for the nine months ended September 30, 2001, were
$11,269,727, compared to $12,066,565 for the nine months ended September 30,
2000. The decrease was partially caused by the weaker Canadian dollar as
compared to the U.S. dollar. Triple-C-Inc.'s sales in Canadian dollars decreased
by $481,432 in the nine months ended September 30, 2001 compared to the
comparable nine months in 2000. The decrease was primarily caused by the
elimination of a low margin seasonal candy program. Sales of snack foods were
$1,146,320 for the nine months ended September 30, 2001, compared to $802,414
for the nine months ended September 30, 2000. The increase was primarily due to
the addition of three "private label" customers.

Cost of goods sold decreased by $1,094,124 to $9,072,915 in the nine months
ended September 30, 2001, from $10,167,039 in the comparable period of 2000.
Cost of goods sold as a percentage of sales decreased by 5.9% to 73.1% in 2001,
as compared to 79.0% in 2000. The margin improvement was primarily due to a
change in the sales mix at Triple-C-Inc. to higher margin products. The Company
also had a sufficient supply of proprietary products in 2001 which was not the
case in 2000.

Operating expenses for the nine months ended September 30, 2001, were
$4,357,849, compared to $4,078,834 in the same period the prior year. The
increase was primarily attributable to increased sales, marketing and general
and administrative expenses in the Triple-C-Inc. operations. Operating expenses
increased slightly in the snack foods operations in the nine months ended
September 30, 2001 compared to expenses in 2000.

Net nonoperating expense for the nine months ended September 30, 2001, was
$374,923, compared to $265,914 for the nine months ended September 30, 2000.
Interest expense


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<PAGE>


increased by $137,438 to $648,797 in 2001, compared to $511,359 in 2000, because
of an increase in the amount of debt outstanding. Foreign currency gains were
$179,755 in 2001 compared to gains of $181,383 in 2000. The fluctuations in
foreign exchange were primarily at Triple-C-Inc. and were caused by fluctuations
of the Canadian dollar in relation to other foreign currencies. The Company
realized a gain of $110,917 in the nine months ended September 30, 2001 from the
sale of marketable securities it holds for investment, compared to a gain of
$97,558 in 2000. The gains are included in net other nonoperating income
(expenses).

The income tax benefit decreased $19,500 in the nine months ended September 30,
2001 compared to the comparable period of 2000. A tax benefit of $19,500 in 2000
resulted from partial utilization of the operating loss of Triple-C-Inc.
Triple-C-Inc. has operating loss carryforwards for Canadian federal income tax
purposes, and therefore no tax benefit was utilized in 2001.

LIQUIDITY AND CAPITAL RESOURCES (FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001)

Triple-C-Inc. has a $4,755,750 ($7,500,000 Canadian dollars) revolving line of
credit facility expiring in 2003, subject to a four year extension at the option
of Triple-C-Inc. Borrowings are due on demand, bear interest at the prime rate
plus 1.5% to 2% (as defined in the debt instrument), and are collateralized by
substantially all Triple-C-Inc. assets. Advances are subject to defined
limitations on the collateralized assets. Triple-C-Inc.'s use of the line of
credit facility is subject to operating covenants relating to tangible net
worth, additional debt, and dividends, among others. The Triple-C-Inc. line of
credit may not be utilized by the Company for its U.S. operations, and may be
cancelled at any time by the lender. At September 30, 2001, the loan balance on
the line of credit facility was $1,933,994.

The Company is currently in dispute with former stockholders of Triple-C-Inc.
stock, one of whom, Mr. Harm Scholtens, is currently employed by Triple-C-Inc.
The dispute relates to the obligation of the Company to repurchase shares of
common stock issued to the former stockholders of Triple-C-Inc. for a total of
$1,958,368 by delivery of a five-year 6% promissory note. Although neither party
has resorted to litigation at this point, it is a possibility that either party
may resort to judicial resolution of this matter, and it is a possibility that
any litigation with former Triple-C-Inc. stockholders will result in an adverse
judgment against the Company, which adverse judgement may have a material
adverse effect on the Company and its operations, its future liquidity, and any
adverse judgment may jeopardize the Company's ability as a going concern.

The Company does not have any material credit facilities in place to finance its
U.S. operations, and is financing its U.S. operations out of cashflow. The
Company is actively exploring alternatives to provide operating capital for its
U.S. operations. The Company estimates that it will need at least $400,000 in
operating capital over the next twelve months, of which there can be no
assurance of availability. The inability of the Company to obtain additional
capital financing will have a material adverse effect on the Company's ability
to continue operations. In the event that the Company has insufficient cashflow
to provide operating capital to the Company over the next 12 months, and is
unable to obtain additional capital financing, the Company may consider pursuing
additional debt or equity financing, and may be forced to


                                       13
<PAGE>


explore alternatives, including reorganization under the U.S. Bankruptcy Code,
although no such reorganization is currently under consideration by the Company.

The Company is a defendant to various claims in litigation and in some cases
judgments have been awarded to the plaintiffs. The Company is currently engaged
in negotiations with several of these plaintiffs. The potential for collection
of these judgments by judicial exists, and satisfaction of these judgments may
have a material adverse affect upon the financial condition of the Company.

Net cash used by operating activities for the nine months ended September 30,
2001, was $940,095. Negative operating cashflow resulted primarily from the net
operating loss.

Net cash provided by investing activities for the nine months ended September
30, 2001, was $116,772. Investing cash flows resulted from proceeds on the sale
of marketable securities held for investment. Outflows related to the purchase
of property and equipment.

Net cash provided by financing activities for the nine months ended September
30, 2001, was $1,027,171. Financing cash flows resulted from excess proceeds
over payments on Company debt and from proceeds from the sale of common stock.

The Company issued $2,620,725 of short term, six months to one year, 12%
convertible subordinated debentures in the nine months ended September 30, 2001.
The debentures were convertible in common stock at a weighted-average rate of
$.72 per share. The debentures contained no immediate beneficial conversion
features. Debentures for $1,541,770 were refinanced in 2001.

Triple-C-Inc. issued $480,552 and $447,007 on August 31, 2001 and February 28,
2001, respectively, of six month 12% unsecured convertible subordinated
debentures. The debentures are convertible into common stock of Triple-C-Inc. at
80% of the Initial Pubic Offering (IPO) price for shares of Triple-C-Inc. only
upon completion of a Triple-C-Inc. IPO. The debentures contained no immediate
beneficial conversion features. Debentures of $875,107, including $447,007
issued in 2001, were refinanced in 2001.

The Company issued $97,281 of short term promissory notes at interest rates
ranging from 8.25% to 15.00% in the nine months ended September 30, 2001. Notes
in the amount of $384,022, including $62,056 of notes issued in 2001, were
refinanced or retired in 2001.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

None.


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<PAGE>


Item 2. Changes in Securities

Issuance of Common Stock

In 2001, the Company issued common stock to certain persons known to the Company
as follows: (i) 200,000 shares on January 8; 163,300 shares on March 5; 4,592
shares on April 1; and 274,130 shares on June 21 to four individuals in exchange
for services provided to the Company and (ii) 150,000 shares on April 1 in
exchange for cash.

Providers of services to the Company agreed to accept common stock of the
Company in lieu of cash compensation. All issuances of common stock were
unregistered in reliance upon Section 4(2) of the Securities Act of 1933. There
were no offering expenses incurred by the Company in conjunction with these
issuances.

Convertible Debenture Offerings

In 2001, the Company sold or reissued convertible debentures to twelve
individual purchasers in the following amounts on the dates indicated: $125,000
on January 8; $10,000 on January 11; $1,400 on January 23; $9,511 on January 24;
$1,380 on January 25; $3,000 on January 29; $1,200 on January 30; $5,360 on
February 8; $62,672 on February 20; $300,000 on February 28; $22,400 on April 4;
$610,495 on April 20; $11,200 on May 11; $44,800 on May 15; $81,840 on May 20;
$61,344 on June 3; $660,282 on June 8; $350,000 on June 11; $147,323 on June 23;
$90,578 on July 1; $7,500 on July 23; and $13,440 on August 7. All are short
term (six months to one year), are convertible into common stock of the Company
at a weighted-average conversion rate of $.72 per share, and were issued to
certain parties known to the Company. The issuance of the convertible debentures
was exempt from registration under Section 4(2) of the Securities Act of 1933.
As of the date of this report none of the convertible debentures issued in 2001
have been converted into common stock of the Company. The Company incurred
offering expenses of $122,951 in conjunction with these issuances.

In addition to the sale or reissuance of convertible debentures referenced
above, Triple-C-Inc. sold or reissued $480,552 and $447,007 on August 31, 2001
and February 28, 2001, respectively, of six month 12% unsecured convertible
subordinated debentures to certain parties known to Triple-C-Inc. The
convertible debentures are convertible into common stock of Triple-C-Inc. at 80%
of the Initial Public Offering (IPO) price for shares of Triple-C-Inc. only upon
completion of a Triple-C-Inc. IPO. The issuance of the convertible debentures
was exempt from registration in the United States under Section 4(2) of the
Securities Act of 1933. As of the date of this report, none of the convertible
debentures issued in 2001 have been converted into common stock of Triple-C-Inc.
and it is unlikely that any IPO will take place before retirement of the
convertible debentures. Offering expenses of $35,696 were incurred in
conjunction with these issuances.

Warrant Issuances

In 2001, the Company issued, to certain parties known to the Company, 240,833
warrants convertible into common stock of the Company as follows: (i) a warrant
to purchase 170,833 shares of common stock was issued on January 16, with a
per-share exercise price of $1.00, and a warrant to purchase 30,000 shares of
common stock was issued on January 16, with a per-share


                                       15
<PAGE>


exercise price of $.50 in connection with debt financing and (ii) a warrant to
purchase 15,000 shares of common stock was issued on April 11, with a per-share
exercise price of $.65, and a warrant to purchase 25,000 shares of common stock
was issued on April 30, with a per-share exercise price of $.70 in exchange for
services. The warrants issued carried an immaterial fair value as calculated by
the Black-Scholes option-pricing model. The issuance of the warrants was exempt
from registration under Section 4(2) of the Securities Act of 1933. As of the
date of this report, none of the warrants issued in 2001 have been converted
into common stock. There were no offering expenses incurred by the Company in
conjunction with these issuances.

Stock Option Issuances

The Company has entered into the following transactions under the Company's
written stock option plan during the nine months ended September 30, 2001. The
options indicated below as granted under the Company's stock option plan were
granted to persons who were directors or employees of the Company in private
transactions that were exempt under Section 4(2) of the Securities Act of 1933
and SEC Rule 701. The Company advised each option holder of the restricted
nature under the Securities Act of the common stock purchasable on exercise of
the options.

During the nine months ended September 30, 2001 the Company granted (i) an
option to purchase 200,000 shares of common stock of the Company to Lawrence
Castriotta, the Chief Executive Officer and a director of the Company; (ii) an
option to purchase 100,000 shares of common stock of the Company to Pablo
Malacara, the Chief Financial Officer of the Company; and (iii) an option to
purchase 25,000 shares of common stock of the Company to an employee of the
Company. Each of the options granted by the Company in the nine months ended
September 30, 2001 has a term of five years and an exercise price of $ .30 per
share.

Item 3. Defaults Upon Senior Securities

None.

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

On September 17, 2001, the Company held an annual meeting of its shareholders.
At the meeting, the shareholders elected Lawrence Castriotta, Harm Scholtens and
Danny Bob Berenberg to the Board of Directors of the Company, changed the name
of the Company from GO-RACHELS.COM CORP. to Rachel's Gourmet Snacks, Inc., and
ratified the appointment by the Board of Directors of Lurie Besikof Lapidus &
Company, LLP as independent auditors of the Company.

Item 5. Other Information

None.


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<PAGE>


Item 6. Exhibits and Reports on Form 8-K

Exhibit No.           Description
-----------           -----------
3.1.1                 Restated Articles of Incorporation*
3.1.2                 Amendment to Articles of Incorporation*
3.1.3                 Notice of Change of Registered Office/Registered Agent*
3.1.4                 Bylaws*
3.1.5                 Amendment to Articles of Incorporation
10.1                  Employment Agreement - Lawrence Castriotta*
10.2                  Employment Agreement - Harm Scholtens*
10.3                  Real Property Lease - Menomonie, Wisconsin*
10.4                  Real Property Lease - Hamilton, Ontario*
10.5                  Real Property Lease - Calgary, Alberta*
10.5.1                Specimen of Convertible Debentures*
10.7                  Gardner Resources License Agreement**
10.8                  Gardner Resources Private Label Agreement**
10.9                  Amendment to Employment Agreement - Lawrence Castriotta***
11                    Statement re: Computation of Per Share Earnings
21                    Subsidiaries of Registrant*

*   Previously filed with the Company's Form 10-SB dated November 30, 2000.
**  Previously filed with the Company's Amendment Number One to Form 10-SB dated
January 16, 2001.
*** Previously filed with the Company's Form 10-QSB dated May 15, 2001


The Company filed a report on Form 8-K on September 18, 2001 relating to a
non-exclusive contract with Target, Inc. to manufacture a line of "private
label" potato chips for Target's "SuperTarget" chain of stores.


                                       17
<PAGE>


                                    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.



                                                   Rachel's Gourmet Snacks, Inc.


DATE: November 14, 2001                           By: /s/ Pablo Malacara
                                                      --------------------------
                                                   Pablo Malacara
                                                   Chief Financial Officer
                                                   (Duly authorized officer and
                                                   Principal Financial Officer)


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