UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q

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

     FOR THE QUARTER ENDED JUNE 30, 2000

                                       OR

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

     FOR THE TRANSITION PERIOD FROM _______ TO _______

                         Commission File number 0-27646

                          GUM TECH INTERNATIONAL, INC.
        (Exact name of small business issuer as specified in it charter)

             UTAH                                               87-0482806
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                           Identification Number)

                             246 EAST WATKINS STREET
                                PHOENIX, AZ 85004
                    (Address of principal executive offices)

                                 (602) 252-1617
                           (Issuer's telephone number)

     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding
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 [ ]

There were  8,929,047  shares of the  registrant's  common stock,  no par value,
outstanding as of July 18, 2000.
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
                                    FORM 10-Q
                                      INDEX

Part I    Financial Information                                             Page

          Item 1.   Condensed Consolidated Balance Sheet
                    as of June 30, 2000 and December 31, 1999                  1

                    Condensed Consolidated Statements of
                    Operations for the three months ended
                    June 30, 2000 and 1999                                     3

                    Condensed Consolidated Statements of
                    Operations for the six months ended
                    June 30, 2000 and 1999                                     4

                    Condensed Consolidated Statements of
                    Cash Flows for the six months ended
                    June 30, 2000 and 1999                                     5

                    Notes to Condensed Consolidated
                    Financial Statements                                       6

          Item 2.   Management's Discussion and Analysis of
                    Financial Condition and Results of Operations              7

Part II   Other Information and Signatures

          Item 1.   Legal Proceedings                                         18

          Item 6.   Exhibits and Reports on Form 8-K                          20

          Signatures                                                          21

          ZICAM IS A TRADEMARK OF GEL TECH LLC
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                               June 30, 2000   December 31, 1999
                                               -------------   -----------------
Current Assets:
  Cash and cash equivalents                     $  4,541,740     $  5,595,075
  Restricted cash                                     20,444          270,878
  Accounts receivable:
    Trade, net allowance for doubtful
      accounts of $37,209 and $50,482              2,276,790        8,197,180
    Employees                                        200,000           56,237
  Inventories                                      4,730,267        1,966,819
  Prepaid expenses and other                         197,258          155,281
                                                ------------     ------------

          Total Current Assets                    11,966,499       16,241,470
                                                ------------     ------------
Property and Equipment, at cost:
  Machinery and production equipment               4,699,458        4,455,694
  Office furniture and equipment                     357,119          295,577
  Leasehold improvements                             436,178          383,854
                                                ------------     ------------

  Total Property and Equipment                     5,492,755        5,135,125

  Less accumulated depreciation                   (1,954,278)      (1,724,276)
                                                ------------     ------------

          Net Property and Equipment               3,538,477        3,410,849
                                                ------------     ------------
Other Assets:
  Intangible assets, net of accumulated
    amortization of $709,403 and $548,744                 --          160,659
  Deposits and other                                 406,635          214,936
                                                ------------     ------------

          Total Other Assets                         406,635          375,595
                                                ------------     ------------

          Total Assets                          $ 15,911,611     $ 20,027,914
                                                ============     ============

             These accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        1
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Continued)
                                   (Unaudited)

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                                 June 30, 2000  December 31, 1999
                                                                  ------------    ------------
<S>                                                               <C>             <C>
Current Liabilities:
  Accounts payable and accrued expenses                           $  1,526,161    $  2,078,358
  Customer deposits                                                      6,500          10,500
  Sales returns and allowances                                         652,998       1,202,100
  Current portion of long-term debt                                      8,661         420,043
                                                                  ------------    ------------

          Total Current Liabilities                                  2,194,320       3,711,001
                                                                  ------------    ------------
Long-Term Debt, net of current portion above:
  Financial institutions and other                                          --       2,646,897
  Obligations under capital leases                                       8,661          14,105
  Less current portion above                                            (8,661)       (420,043)
                                                                  ------------    ------------

          Total Long-Term Debt                                              --       2,240,959
                                                                  ------------    ------------

Minority interest in consolidated affiliate                            286,939       1,374,117
                                                                  ------------    ------------
Stockholders' Equity:
  Preferred stock: no par value, 1,000,000 shares authorized:
    Series A preferred stock, $1,000 stated value, 2,000 shares
    authorized, 0 and 1,000 shares issued and outstanding                   --       1,000,000
  Common stock: no par value, 20,000,000 shares authorized,
    8,929,047 and 8,320,705 shares issued and outstanding           29,795,612      23,687,579
  Additional paid in capital                                         3,630,706       3,551,766
  Accumulated deficit                                              (19,995,966)    (15,537,508)
                                                                  ------------    ------------

          Total Stockholders' Equity                                13,430,352      12,701,837
                                                                  ------------    ------------

          Total Liabilities and Stockholders' Equity              $ 15,911,611    $ 20,027,914
                                                                  ============    ============
</TABLE>

             These accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        2
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                             Three months ended June 30,
                                                             ----------------------------
                                                                2000             1999
                                                             -----------      -----------
<S>                                                          <C>              <C>
Net sales                                                    $ 2,579,748      $ 1,919,141

Cost of sales                                                  1,435,597        1,289,516
                                                             -----------      -----------

          Gross Profit                                         1,144,151          629,625

Operating expenses                                             2,060,064        1,044,340
Research and development                                         165,206          105,614
                                                             -----------      -----------

          Income (Loss) From Operations                       (1,081,119)        (520,329)
                                                             -----------      -----------
Other Income (Expense):
  Interest and other income                                       80,784           10,360
  Interest expense                                                (2,219)        (218,854)
                                                             -----------      -----------

          Total Other Income (Expense)                            78,565         (208,494)
                                                             -----------      -----------
Income (Loss) Before Provision For Income Taxes
  and Minority Interest                                       (1,002,554)        (728,823)

Provision for income taxes                                            --               --
Minority interest in earnings (loss) of
  consolidated affiliate                                         (86,758)              --
                                                             -----------      -----------

Net Income (Loss)                                               (915,796)        (728,823)

Preferred stock dividends                                             --           30,579
                                                             -----------      -----------

Net Income (Loss) Applicable to Common Shareholders          $  (915,796)     $  (759,402)
                                                             ===========      ===========
Net Income (Loss) Per Share of Common Stock:
  Basic:
    Weighted Average Number of Common Shares Outstanding       8,905,480        7,266,329
                                                             ===========      ===========
    Net Income (Loss) Per Share of Common Stock              $     (0.10)     $     (0.10)
                                                             ===========      ===========
  Diluted:
    Weighted Average Number of Common Shares Outstanding       8,905,480        7,266,329
                                                             ===========      ===========
    Net Income (Loss) Per Share of Common Stock              $     (0.10)     $     (0.10)
                                                             ===========      ===========
</TABLE>

             These accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        3
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                              Six months ended June 30,
                                                             ----------------------------
                                                                2000             1999
                                                             -----------      -----------
<S>                                                          <C>              <C>
Net sales                                                    $ 6,595,759      $ 4,364,697

Cost of sales                                                  3,499,157        3,130,396
                                                             -----------      -----------

          Gross Profit                                         3,096,602        1,234,301

Operating expenses                                             7,159,746        1,995,511
Research and development                                         408,187          225,383
                                                             -----------      -----------

          Income (Loss) From Operations                       (4,471,331)        (986,593)
                                                             -----------      -----------

Other Income (Expense):
  Interest and other income                                      172,429           19,129
  Interest expense                                              (411,645)        (329,008)
                                                             -----------      -----------

          Total Other Income (Expense)                          (239,216)        (309,879)
                                                             -----------      -----------

Income (Loss) Before Provision For Income Taxes               (4,710,547)      (1,296,472)
  and Minority Interest

Provision for income taxes                                         8,585               --
Minority interest in earnings (loss) of
  consolidated affiliate                                      (1,087,178)              --
                                                             -----------      -----------

Net Income (Loss)                                             (3,631,954)      (1,296,472)

Preferred stock dividends                                         12,005           30,579
                                                             -----------      -----------

Net Income (Loss) Applicable to Common Shareholders          $(3,643,959)     $(1,327,051)
                                                             ===========      ===========
Net Income (Loss) Per Share of Common Stock:
  Basic:
    Weighted Average Number of Common Shares Outstanding       8,804,378        7,133,866
                                                             ===========      ===========

    Net Income (Loss) Per Share of Common Stock              $     (0.41)     $     (0.19)
                                                             ===========      ===========
  Diluted:
    Weighted Average Number of Common Shares Outstanding       8,804,378        7,133,866
                                                             ===========      ===========

    Net Income (Loss) Per Share of Common Stock              $     (0.41)     $     (0.19)
                                                             ===========      ===========
</TABLE>

             These accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        4
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                          Six months ended June 30,
                                                                          --------------------------
                                                                             2000           1999
                                                                          -----------    -----------
<S>                                                                       <C>            <C>
Cash Flows From Operating Activities:
  Net income (loss)                                                       $(3,631,954)   $(1,296,472)
  Adjustments to reconcile net income (loss) to net cash (used)
    by operating activities:
      Depreciation                                                            230,002        197,692
      Amortization                                                            160,659        125,127
      Amortization of discount on notes payable                               212,500         37,500
      Compensation from issuance of stock options                              78,940         91,275
      Minority interest in earnings of consolidated affiliate              (1,087,178)            --
      Changes in assets and liabilities:
        Restricted cash                                                       250,434             --
        Accounts receivable                                                 5,920,390       (390,371)
        Employee receivables                                                 (143,763)            --
        Inventories                                                        (2,763,448)       338,979
        Prepaid expenses and other                                            (41,977)       (15,046)
        Deposits and other                                                   (162,655)      (157,236)
        Accounts payable and accrued expenses                                (552,197)      (736,939)
        Sales returns and allowances                                         (549,102)        97,211
        Customer deposits                                                      (4,000)        15,587
                                                                          -----------    -----------

      Net Cash (Used) By Operating Activities                              (2,083,349)    (1,692,693)
                                                                          -----------    -----------
Cash Flows From Investing Activities:
      Capital expenditures                                                   (357,630)      (212,334)
      Deposits and other                                                      (29,044)            --
                                                                          -----------    -----------

      Net Cash (Used) By Financing Activities                                (386,674)      (212,334)
                                                                          -----------    -----------
Cash Flows From Financing Activities:
      Proceeds from borrowing                                                      --      4,000,000
      Principal payments on notes payable                                    (864,841)      (173,547)
      Issuance of common stock upon exercise of options and warrants        3,108,033      1,469,429
      Issuance of preferred stock                                                  --      2,000,000
      Debt issuance costs incurred                                                 --       (298,650)
      Offering costs incurred                                                      --       (148,265)
      Dividend distribution of subsidiary                                    (814,499)      (183,037)
      Dividends paid on preferred stock                                       (12,005)       (22,246)
                                                                          -----------    -----------

      Net Cash Provided By Financing Activities                             1,416,688      6,643,684
                                                                          -----------    -----------

      Net Increase (Decrease) in Cash and Cash Equivalents                 (1,053,335)     4,738,657

      Cash and Cash Equivalents at Beginning of Period                      5,595,075        517,852
                                                                          -----------    -----------

      Cash and Cash Equivalents at End of Period                          $ 4,541,740    $ 5,256,509
                                                                          ===========    ===========
Supplemental Disclosure of Cash Flow Information:
      Cash paid during the period for:
        Interest                                                          $    38,486    $   166,889
        Income taxes                                                               --             --

Supplemental Disclosure of Non Cash Investing and Financing Activities:
        Conversion of notes payable into common stock                     $ 2,000,000    $ 1,155,978
        Issuance of common stock to redeem preferred stock                $ 1,000,000    $        --
        Common stock issured for subscription receivable                  $        --    $     8,438
        Issuance of warrents in connection with senior notes              $        --    $   600,000
        Dividends accrued on preferred stock                              $        --    $     8,333
</TABLE>

             These accompanying notes are an integral part of these
                  condensed consolidated financial statements.

                                        5
<PAGE>
                          GUM TECH INTERNATIONAL, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


1.   The  accompanying   financial  information  of  Gum  Tech  is  prepared  in
     accordance with the rules prescribed for filing condensed interim financial
     statements and,  accordingly,  does not include all disclosures that may be
     necessary for complete  financial  statements  prepared in accordance  with
     generally accepted  accounting  principles.  The disclosures  presented are
     sufficient,  in  management's  opinion,  to make  the  interim  information
     presented not misleading.  All adjustments,  consisting of normal recurring
     adjustments,  which are necessary so as to make the interim information not
     misleading,  have been made. Results of operations for the six months ended
     June 30, 2000 are not necessarily  indicative of results of operations that
     may be expected for the year ending  December 31, 2000.  It is  recommended
     that  this  financial  information  be read  with  the  complete  financial
     statements  included in Gum Tech's  Annual Report on Form 10-K for the year
     ended December 31, 1999  previously  filed with the Securities and Exchange
     Commission.

2.   As of December 31, 1997, Gum Tech adopted Statement of Financial Accounting
     Standards (SFAS) No. 128, "Earnings Per Share",  which specifies the method
     of computation, presentation and disclosure of earnings per share. SFAS No.
     128 requires the presentation of two earnings per share amounts,  basic and
     diluted. Basic earnings per share is calculated using the average number of
     common shares  outstanding.  Diluted  earnings per share is computed on the
     basis of the average number of common shares  outstanding plus the dilutive
     effect of  outstanding  stock options using the  "treasury  stock"  method.
     Options,  warrants  and other  incremental  shares to purchase  958,310 and
     1,597,668  shares of common stock at June 30, 2000 and 1999,  respectively,
     were not included in the computation of diluted  earnings per share because
     Gum Tech had a net loss and their effect would be anti-dilutive.

3.   Inventories consist of the following at June 30, 2000:

               Raw materials and packaging             $2,020,196
               Work in progress                           540,378
               Finished goods                           2,302,900
               Less reserve for obsolescence             (132,207)
                                                       ----------
                    Total                              $4,730,267
                                                       ==========

                                        6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

OVERVIEW

     Gum Tech  develops  and  manufactures  specialty  chewing gum  products for
branded and private label customers,  as well as products marketed under its own
brand  labels.  Specialty  chewing  gums  include  vitamins,  herbals and active
over-the-counter drug ingredients formulated to provide specific  health-related
benefits to the user.  Gum Tech  currently  targets four market  segments:  oral
care, smoking cessation,  dietary supplement, and over-the-counter (OTC) drug. A
substantial  majority of Gum Tech's sales from its gum operations  currently are
attributable to products  developed,  manufactured  and packaged by Gum Tech for
marketing  and  sale  by  five  branded  and  private  label  consumer  products
companies.

     In June 2000 Gum Tech  announced a joint  venture with Swedish  Match AB to
develop,  manufacture,  market  and  distribute  non-tobacco  nicotine  products
worldwide.  Under the agreement Gum Tech will provide the necessary research and
development  capability  for the joint  venture and  initially  manufacture  any
nicotine gum products that the joint venture will require.

     Through a joint venture with BioDelivery Technologies,  Inc., Gum Tech also
manufactures,  markets and  distributes  Zicam Cold Remedy,  a nasal gel formula
that  reduces  the  duration  and  severity  of the  common  cold.  Gum Tech and
BioDelivery  Technologies  transferred their respective  interests in the patent
rights to the nasal gel  technology  used in Zicam in  exchange  for  membership
interests in Gel Tech LLC, an Arizona limited liability company.  Gum Tech has a
60%  interest in the capital and profits of the joint  venture and has  provided
$3.5 million of capital to the joint venture. Gum Tech reports financial results
of Gel Tech LLC on a consolidated  basis, but identifies certain  information by
its two business segments--chewing gum operations and Zicam operations. In March
2000, Gel Tech LLC announced a new product,  Zicam Allergy Relief, a homeopathic
nasal gel that provides relief to allergy sufferers.

RESULTS OF  OPERATIONS  FOR THE THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THE
THREE MONTHS ENDED JUNE 30, 1999

     The following table details certain  financial  information for our chewing
gum and Zicam operations for the three months ended June 30, 2000:

                                       7
<PAGE>
                                    CHEWING GUM        ZICAM       CONSOLIDATED*
                                    -----------        -----       -------------

Net sales                           $    766,189    $ 1,813,559    $  2,579,748
Cost of sales                            871,170        564,427       1,435,597
                                    ------------    -----------    ------------
Gross profit                            (104,981)     1,249,132       1,144,151
Operating expenses                       726,298      1,333,766       2,060,064
Research and development                  21,252        143,954         165,206
                                    ------------    -----------    ------------
Income (Loss) from operations           (852,531)      (228,588)     (1,081,119)
Interest and other income                 67,118         23,252          90,370
Interest expense                             247         11,558          11,805
                                    ------------    -----------    ------------
Income (Loss) before income
   taxes and minority interest      $   (785,660)   $  (216,894)   $ (1,002,554)
                                    ============    ===========    ============

Net assets                          $ 11,132,369    $ 4,779,242    $ 15,911,611

*    Consolidated  results shown are prior to the  elimination  of  intercompany
     interest transactions.

CHEWING GUM OPERATIONS

     Certain  information  is set forth  below for our  chewing  gum  operations
expressed in dollars and as a percentage of net sales for the periods indicated:

                                            THREE MONTHS ENDED JUNE 30,
                                      ------------------------------------------
                                             2000                  1999
                                      ------------------    --------------------
Net sales                             $ 766,189     100%    $ 1,820,552    100%
Cost of sales                           871,170     114       1,247,313     69
                                      ---------    ----     -----------   ----
Gross profit                           (104,981)    (14)        573,239     31
Operating expenses                      726,298      95         720,868     40
Research and development                 21,252       3          72,718      4
                                      ---------    ----     -----------   ----
Income (Loss) from operations          (852,531)   (112)       (220,347)   (13)
Interest and other income                67,118       9          10,025      1
Interest expense                            247      --         218,854     12
Provision (benefit) for income taxes         --      --              --     --
                                      ---------    ----     -----------   ----

Net income (loss)                     $(785,660)   (103)%   $  (429,176)   (24)%
                                      =========    ====     ===========   ====

     NET SALES.  Net gum sales  declined  to less than half of the prior  year's
level as sales to all of the five  principal  gum customers  declined.  Although
sales to these  customers will  fluctuate  from quarter to quarter,  the Company
does not expect any significant  continuing growth in sales to result from these
customers.  Consequently, growth in sales from gum operations are dependent upon
the addition of new customers,  including the previously announced  relationship
with Swedish  Match to develop and market  non-tobacco  nicotine  products and a
potential  relationship  with a major consumer  products  company to develop and
market an oral care gum.  However,  there can be no  assurance  that the Company

                                       8
<PAGE>
will finalize these and or any other  contractual  arrangements,  or that any of
these relationships will ultimately prove successful.

     COST OF SALES.  Cost of sales  declined  reflecting  the lower sales level.
However,  cost of sales  increased as a percentage of sales due to the impact of
fixed manufacturing overhead expenses relative to the low production level.

     GROSS  PROFIT.  Gross profit  declined as a result of the lower sales level
and an increase in cost of sales as a percentage of sales.

     RESEARCH  AND  DEVELOPMENT.  Pursuant to  provisions  included in the joint
venture agreement with Swedish Match, Gum Tech will recover the cost of research
and  development  expenses  incurred  in  conjunction  with the  joint  venture.
Expenses in the three  months  ended June 30, 2000  reflect a credit of $312,000
for this expense  recovery.  Exclusive of this amount R&D expenses  increased to
$333,000  versus  $73,000  the year  earlier  largely  due to the  nicotine  gum
research.

     INCOME (LOSS) FROM OPERATIONS.  The increase in the loss from operations is
due  primarily  to the decline in gum sales.  Gum Tech does not  anticipate  gum
operations  to become  profitable  unless and until  sales from new  contractual
relationships are realized in future periods. There can be no guarantee that any
new contractual relationship will be successful.

     INTEREST AND OTHER  INCOME.  Interest  income  increased as a result of the
higher cash position for gum operations.

     INTEREST EXPENSE. Interest expense decreased primarily due to the repayment
of debt of the gum operations.

ZICAM OPERATIONS

     Certain  information is set forth below for our Zicam operations  expressed
in dollars and as a percentage of net sales for the periods indicated:

                                       9
<PAGE>
                                             THREE MONTHS ENDED JUNE 30,
                                     -------------------------------------------
                                             2000                   1999
                                     --------------------    -------------------
Net sales                            $ 1,813,559     100%    $  98,589     100%
Cost of sales                            564,427      31        42,203      43
                                     -----------    ----     ---------    ----
Gross profit                           1,249,132      69        56,386      57
Operating expenses                     1,333,766      74       323,472     328
Research & development                   143,954       8        32,896      33
                                     -----------    ----     ---------    ----
Income (Loss) from operations           (228,588)    (13)     (299,982)   (304)
Interest and other income                 23,252       1           335      --
Interest expense                          11,558      --            --      --
                                     -----------    ----     ---------    ----
Income (Loss) before income
   taxes and minority interest       $  (216,894)    (12)%   $(299,647)   (304)%
                                     ===========    ====     =========    ====

     NET SALES.  Net sales of Zicam  products  increased  to $1.8 million in the
three months ended June 30, 2000 largely  reflecting  the initial sales of Zicam
Allergy Relief which was introduced early in the quarter. Both Zicam Cold Remedy
and Zicam  Allergy  Relief are  highly  seasonal  products.  Sales of Zicam Cold
Remedy  were not  significant  in the second  quarter  and we do not  anticipate
significant  sales  of this  product  prior  to  retailers'  restocking  of cold
products for the 2000-2001 cold season, which is expected in the third quarter.

     COST OF SALES. Cost of sales increased from last year reflecting the higher
level of sales.

     OPERATING  EXPENSES.  Operating expenses  increased to approximately  $1.33
million primarily due to advertising expenses and legal expenses.

     RESEARCH AND DEVELOPMENT.  Research and development  expense in this period
primarily reflects research on Zicam Cold Remedy.

     INCOME (LOSS) FROM OPERATIONS. Gel Tech LLC recorded a loss from operations
of approximately $229 thousand for the three months ended June 30, 2000.

     INTEREST  EXPENSE.  Amounts owed to Gum Tech for  services  provided to Gel
Tech LLC that are not paid  currently  are  recorded  as a loan and  interest is
charged at an annual rate of 10%. In July 2000 Gel Tech borrowed  $500,000 under
its revolving credit facility with a commercial bank.

                                       10
<PAGE>
RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO THE SIX
MONTHS ENDED JUNE 30, 1999

     The following table details certain  financial  information for our chewing
gum and Zicam operations for the six months ended June 30, 2000:

                                      CHEWING GUM       ZICAM      CONSOLIDATED*
                                      -----------       -----      -------------

Net sales                             $ 1,681,697    $ 4,914,062    $ 6,595,759
Cost of sales                           1,885,375      1,613,782      3,499,157
                                      -----------    -----------    -----------
Gross profit                             (203,678)     3,300,280      3,096,602
Operating expenses                      1,275,683      5,884,063      7,159,746
Research and development                  223,911        184,276        408,187
                                      -----------    -----------    -----------
Income (Loss) from operations          (1,703,272)    (2,768,059)    (4,471,331)
Interest and other income                 111,759         70,256        182,015
Interest expense                          409,674         11,557        421,231
                                      -----------    -----------    -----------
Income (Loss) before income
   taxes and minority interest        $(2,001,187)   $(2,709,360)   $(4,710,547)
                                      ===========    ===========    ===========

*    Consolidated  results shown are prior to the  elimination  of  intercompany
     interest transactions.

CHEWING GUM OPERATIONS

     Certain  information  is set forth  below for our  chewing  gum  operations
expressed in dollars and as a percentage of net sales for the periods indicated:

                                            SIX MONTHS ENDED JUNE 30,
                                   --------------------------------------------
                                           2000                   1999
                                   --------------------    --------------------
Net sales                          $ 1,681,697     100%    $ 3,898,016     100%
Cost of sales                        1,885,375     112       2,908,507      75
                                   -----------    ----     -----------    ----
Gross profit                          (203,678)    (12)        989,509      25
Operating expenses                   1,275,683      76       1,373,428      35
Research and development               223,911      13         192,487       5
                                   -----------    ----     -----------    ----
Income (Loss) from operations       (1,703,272)   (101)       (576,406)    (15)
Interest and other income              111,759       6          18,794      --
Interest expense                       409,674      24         329,008      (8)
Provision (benefit) for income
  taxes                                     --      --              --      --
                                   -----------    ----     -----------    ----
Net income (loss)                  $(2,001,187)   (119)%   $  (886,620)    (23)%
                                   ===========    ====     ===========    ====

     NET SALES.  Net gum sales  declined  to less than half of the prior  year's
level as sales to all of the five  principal  gum customers  declined.  Although
sales to these  customers will  fluctuate  from quarter to quarter,  the Company
does not expect any significant  continuing growth in sales to result from these
customers.  Consequently, growth in sales from gum operations are dependent upon
the addition of new customers,  including the previously announced  relationship
with  Swedish  Match to  develop  and  market  a  nicotine  gum and a  potential

                                       11
<PAGE>
relationship  with a major  consumer  products  company to develop and market an
oral care gum. However, there can be no assurance that the Company will finalize
these  and  or  any  other  contractual  arrangements,  or  that  any  of  these
relationships will ultimately prove successful.

     COST OF SALES.  Cost of sales  declined  reflecting  the lower sales level.
However,  cost of sales  increased as a percentage of sales due to the impact of
fixed manufacturing overhead expenses relative to the low production level.

     GROSS  PROFIT.  Gross profit  declined as a result of the lower sales level
and an increase in cost of sales as a percentage of sales.

     OPERATING  EXPENSES.  Operating  expenses  declined  approximately  $98,000
primarily as a result of charging administrative and warehousing expenses to Gel
Tech LLC.

     RESEARCH  AND  DEVELOPMENT.  Pursuant to  provisions  included in the joint
venture agreement with Swedish Match, Gum Tech will recover the cost of research
and  development  expenses  incurred  in  conjunction  with the  joint  venture.
Expenses in the six months  ended June 30, 2000 reflect a credit of $312,000 for
this  expense  recovery.  Exclusive  of this amount R&D  expenses  increased  to
$536,000  versus  $192,000  the year  earlier  largely due to the  nicotine  gum
research.

     INCOME (LOSS) FROM OPERATIONS.  The increase in the loss from operations is
due  primarily  to the decline in gum sales.  Gum Tech does not  anticipate  gum
operations  to become  profitable  unless and until  sales from new  contractual
relationships are realized in future periods. There can be no guarantee that any
new contractual relationship will be successful.

     INTEREST AND OTHER  INCOME.  Interest  income  increased as a result of the
higher cash position for gum operations.

     INTEREST  EXPENSE.  Interest  expense  increased over the prior year period
primarily due to the  accelerated  amortization  of remaining  interest  charges
associated with the repayment of the Citadel financing. During the first quarter
of 2000, the Corporation  redeemed the Citadel financing through the issuance of
additional common stock. In addition, Gum Tech repaid the outstanding balance of
its term loan with Textron Financial Corp. As a result of these two actions, Gum
Tech's gum  operations  should not record any  significant  interest  expense in
future periods.

                                       12
<PAGE>
ZICAM OPERATIONS

     Certain  information is set forth below for our Zicam operations  expressed
in dollars and as a percentage of net sales for the periods indicated:

                                              SIX MONTHS ENDED JUNE 30,
                                     -------------------------------------------
                                             2000                   1999
                                     -------------------     -------------------
Net sales                            $ 4,914,062     100%    $ 466,681     100%
Cost of sales                          1,613,782      33       221,889      48
                                     -----------    ----     ---------    ----
Gross profit                           3,300,280      67       244,792      52
Operating expenses                     5,884,063     119       622,083     133
Research & development                   184,276       4        32,896       7
                                     -----------    ----     ---------    ----
Income (Loss) from operations         (2,768,059)    (56)     (410,187)    (88)
Interest and other income                 70,256       1           335      --
Interest expense                          11,557      --            --      --
                                     -----------    ----     ---------    ----
Income (Loss) before income
   taxes and minority interest       $(2,709,360)    (55)%   $(409,852)    (88)%
                                     ===========    ====     =========    ====

     NET SALES. Net sales of Zicam  operations  increased to $4.9 million in the
six months ended June 30, 2000 from  approximately  $467,000 the prior year. The
increase  in  sales  over  the  prior  year  is due to the  introduction  of new
products--Zicam  Cold Remedy in late 1999 and Zicam Allergy Relief in the second
quarter  of 2000.  Both Zicam Cold  Remedy and Zicam  Allergy  Relief are highly
seasonal products.

     COST OF SALES. Cost of sales increased from last year reflecting the higher
level of sales,  but decreased as a percentage of sales due to decreases in cost
of materials and production.

     GROSS  PROFIT.  Zicam  produced a gross profit of $3.3  million  versus the
prior year amount of approximately $245,000.

     OPERATING  EXPENSES.  Operating  expenses  increased to approximately  $5.9
million  from  $622,000  last year  primarily  due to  substantial  increases in
advertising expense, legal expense and sales commissions.

     RESEARCH AND DEVELOPMENT.  Research and development  expense in this period
primarily  reflects  research and  development  expenses for both Zicam  Allergy
Relief and Zicam Cold Remedy.

     INCOME (LOSS) FROM OPERATIONS. Gel Tech LLC recorded a loss from operations
of  approximately  $2.8 million for the six months ended June 30, 2000 primarily
due to the relatively  large  advertising  expense recorded in the first quarter
2000.

     INTEREST  EXPENSE.  Amounts owed to Gum Tech for  services  provided to Gel
Tech LLC that are not paid  currently  are  recorded as a loan,  and interest is
charged at an annual rate of 10%. In July 2000, Gel Tech borrowed $500,000 under
its revolving credit facility with a commercial bank.

                                       13
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

     Gum Tech's working  capital  declined from  approximately  $12.5 million at
December  31,1999 to  approximately  $9.8 million at June 30,  2000.  During the
six-month  period ended June 30, 2000,  Gum Tech  experienced a decrease in cash
from operating  activities of approximately $2.1 million, due primarily to a net
income loss of $3.6  million,  an increase in  inventories  of $2.8  million,  a
decrease in accounts  payable  ($0.6  million) and a decrease in  allowance  for
sales  returns  ($0.5  million).  These  decreases  were  partially  offset by a
decrease in accounts receivable of $5.9 million.

     Cash flows from investing  activities consumed $387,000 primarily for plant
expansion.  Cash flows from financing  activities  provided  approximately  $1.4
million  primarily  through the  issuance of common  stock upon the  exercise of
options and warrants of $3.1 million  offset in part by $800,000 of cash used to
repay the term loan with  Textron  and  $814,000  used to pay a dividend  to the
stockholders of Gel Tech LLC.

     During the first  quarter of 2000,  Gum Tech  redeemed the remainder of the
Citadel  financing  ($2.0  million of Senior  Secured  Notes and $1.0 million of
Series A preferred stock) by issuing a total of 193,477 shares of common stock.

     Gel Tech LLC entered into a $1.0 million  revolving  credit  facility  with
Imperial Bank in January 2000 and recently borrowed $500,000 under the facility.

FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS AND FINANCIAL CONDITION

     This report contains  forward-looking  statements within the meaning of the
Private Securities Litigation Reform Act of 1995, including statements regarding
our  anticipated  growth in business  and future  results of  operations.  These
forward-looking  statements are based on our  expectations  and are subject to a
number  of  risks  and  uncertainties,  many of which  cannot  be  predicted  or
quantified  and are beyond our control.  Future events and actual  results could
differ  materially from those set forth in,  contemplated  by, or underlying the
forward-looking  statements.  Factors that could cause actual  results to differ
materially from our expectations  include less than  anticipated  demand for our
chewing gum or nasal gel  products,  such as Zicam Cold Remedy and Zicam Allergy
Relief,  lack of market acceptance for or uncertainties  concerning the efficacy
of both Zicam  products,  fluctuations  in seasonal demand for Zicam Cold Remedy
and Zicam Allergy Relief,  difficulties inherent in securing a relationship with
consumer  products  companies  to develop  and market an oral care gum  product,
including  the  failure  to secure  such  relationships  or to meet  anticipated
deadlines,  difficulties  in  increasing  production to meet  unexpectedly  high
demand in the short  term,  a decrease in the level of  reorders  from  existing

                                       14
<PAGE>
customers,  financial  difficulties  encountered by one or more of our principal
customers,  difficulties in obtaining additional capital for marketing, research
and  development,  and other  expenses,  the  possibility  of  material  charges
incurred  as a result of prior  activities,  aggressive  pricing  and  marketing
efforts  by rival gum  manufacturers,  unavailability  of  third-party  material
products at reasonable  prices,  inventory  obsolescence due to shifts in market
demand, and material litigation involving patent and contractual claims, product
liabilities  and  consumer  issues.  These  potential  risks and  uncertainties,
together with those mentioned  below and elsewhere in this report,  could affect
our future operating results,  financial condition,  and the market price of our
common stock.

     Information contained in this report includes "forward-looking statements",
which can be identified by the use of forward-looking  words such as "believes",
"expects",  "may",  "should",  or  "anticipates"  or by discussions of trends or
strategy.   We  may  not  achieve  the  future   results   discussed   in  these
forward-looking statements.

WE INCURRED SIGNIFICANT LOSSES IN PREVIOUS YEARS

     We began operations in February 1991 and have a limited  operating  history
upon which  potential  investors  may  evaluate  our  performance.  We  reported
significant losses for the last four years and for the six months ended June 30,
2000 and we may not be profitable in the future.  The  likelihood of our success
must be considered relative to the problems,  difficulties,  complications,  and
delays  frequently  encountered in connection with the development and operation
of a new business,  the  significant  change in strategy in early 1998,  and the
development  and  marketing of Zicam Cold Remedy and Zicam Allergy  Relief,  two
relatively new products.

IF OUR ZICAM PRODUCTS DO NOT GAIN MARKET WIDESPREAD ACCEPTANCE,  OUR ANTICIPATED
SALES AND RESULTS OF OPERATIONS WILL SUFFER

     In 1999,  Gel Tech LLC, a joint  venture in which we hold a 60% interest in
profits and capital,  launched a new homeopathic cold remedy known as Zicam Cold
Remedy. Although studies have indicated that Zicam Cold Remedy can significantly
reduce the duration and severity of the common cold,  there is no guarantee that
the product will achieve continuing  widespread acceptance by the market. If any
unanticipated problem arises concerning the efficacy of Zicam Cold Remedy or the
product  fails to achieve  widespread  market  acceptance  for any  reason,  our
prospects  for our  anticipated  future  operating  results  would be  adversely
affected.  In addition,  we recently launched a homeopathic allergy relief nasal
gel known as Zicam  Allergy  Relief.  If Zicam  Allergy  Relief does not achieve
widespread market  acceptance,  our anticipated sales growth in the future would
be adversely affected.

WE MAY BE UNABLE TO MEET DEMAND FOR OUR NEW PRODUCTS

     To the extent  Zicam  Cold  Remedy or any other new  product  we  introduce
achieves  widespread market acceptance and generates  significant demand, we may
be unable to produce and deliver  sufficient  quantities  of the product to meet
our customers'  demands on a timely basis. If so, we could lose opportunities to

                                       15
<PAGE>
sell larger quantities of the product and damage relationships with distributors
whose orders could not be timely filled. This problem, if encountered,  could be
particularly damaging if we are not able to meet customer demand during the cold
and  allergy  seasons,  when we expect  demand for Zicam  Cold  Remedy and Zicam
Allergy Relief to peak, respectively.

UNANTICIPATED PROBLEMS ASSOCIATED WITH PRODUCT DEVELOPMENT COULD DELAY OR HINDER
INTRODUCTION OF NEW PRODUCTS

     We may  experience  unanticipated  difficulties  in developing new products
that could  delay or  prevent  the  introduction  of those  products.  We may be
dependent in the near future upon chewing gum products that are currently  being
developed.  If we are unable to develop  new  chewing  gum  products on a timely
basis,  our  business,  operating  results,  and  financial  condition  could be
materially adversely affected.

OUR  RELIANCE  UPON A FEW GUM  CUSTOMERS  MAY  NEGATIVELY  IMPACT OUR  FINANCIAL
RESULTS

     The shift in our chewing gum  strategy in early 1998 to a focus on contract
manufacturing  has made our  chewing  gum  operations  dependent  for  sales and
immediate  gum  sales  growth  on  a  few  customers.  These  customers  include
Herbalife,  Breath Asure,  Ranir,  Heritage  Consumer  Products and PharmaGreen.
While the  decision  to  contract  with these  firms  relieves  us of the direct
responsibility  to  market  products,  we  become  dependent  on  the  financial
resources and marketing  capabilities of third parties.  Further, we are at risk
for their non-payment or late payment for amounts owed to us. While we intend to
add to this portfolio of customers to reduce the risk of  non-performance by any
single customer, we have not yet been successful in that effort.

OUR  INABILITY  TO PROVIDE  SCIENTIFIC  PROOF FOR PRODUCT  CLAIMS MAY  ADVERSELY
AFFECT OUR SALES

     The  marketing  of  certain  of our  chewing  gum and nasal  gel  products,
including the Zicam  products,  involves  claims that these  products  assist in
weight loss,  promote  dental  hygiene,  reduce the duration of the common cold,
provide allergy relief,  among others.  Under FDA and FTC rules, we are required
to obtain  scientific  data to support any health claims we make  concerning our
products.  Although  we have not  provided  nor been  requested  to provide  any
scientific data to the FDA in support of claims regarding our products,  we have
obtained scientific data for all of our products. There can be no assurance that
the  scientific  data we have  obtained  in support of our claims will be deemed
acceptable to the FDA or FTC,  should either agency request any such data in the
future.  If the FDA or the FTC requests any supporting  information,  and we are
unable to  provide  support  that is  acceptable  to the FDA or the FTC,  either
agency  could force us to stop making the claims in question or restrict us from
selling the affected products.

FDA AND  OTHER  GOVERNMENT  REGULATION  MAY  RESTRICT  OUR  ABILITY  TO SELL OUR
PRODUCTS

     We are  subject to various  federal,  state and local  laws  affecting  our
business.  Our chewing gum and nasal gel products are subject to  regulation  by
the FDA, including regulations with respect to labeling of products, approval of
ingredients in products,  claims made regarding the products,  and disclosure of

                                       16
<PAGE>
product ingredients.  If we do not comply with these regulations,  the FDA could
force us to stop selling the  affected  products or incur  substantial  costs in
adopting measures to maintain compliance with these regulations.

     Our  advertising   claims   regarding  our  products  are  subject  to  the
jurisdiction  of the FTC as well as the FDA.  In both cases we are  required  to
obtain  scientific  data to support any advertising or labeling health claims we
make concerning our products, although no pre-clearance or filing is required to
be made with either agency. If we are unable to provide the required support for
such  claims,  the FTC may stop us from making such claims or require us to stop
selling the related product.

WE MAY BE UNABLE TO SUCCESSFULLY EXPAND OUR OPERATIONS

     We intend to continue expanding our manufacturing and marketing operations.
Expansion will place substantial  strains on our management and our operational,
accounting,  and  information  systems.  Successful  management  of growth  will
require  us  to  improve  our  financial  controls,  operating  procedures,  and
management   information  systems,  and  to  train,  motivate,  and  manage  our
employees.

     In  addition,  to the extent  that  actual  demand for our  products in the
future is less than  anticipated,  we may incur higher than  necessary  costs in
preparing  for an  anticipated  growth  in sales  that does not  materialize  or
materializes more slowly than expected.

     Failure to manage growth  effectively  would have a material adverse effect
on the  results  of our  operations  and our  ability to  execute  our  business
strategy.

WE MAY BE UNABLE TO PREVENT OTHERS FROM DEVELOPING SIMILAR PRODUCTS

     We routinely  seek trademark and patent  protection  from the United States
Patent  Office and from similar  agencies in foreign  countries  for chewing gum
brands and have done so for the Zicam  products.  There can be no assurance that
we will be able to successfully  defend any  trademarks,  trade names or patents
against  claims  from or use by  competitors  or that  trademark,  trade name or
patent applications will be approved by the USPO or any similar foreign agency.

     We consider  some of our  chewing  gum  formulations  and  processes  to be
proprietary in nature and rely upon a combination of non-disclosure  agreements,
other   contractual   restrictions  and  trade  secrecy  laws  to  protect  such
proprietary  information.  There can be no  assurance  that these  steps will be
adequate to prevent  misappropriation of our proprietary information or that our
competitors  will  not  independently   develop  chewing  gum  formulations  and
processes that are substantially equivalent or superior to our own.

                                       17
<PAGE>
THE LARGE NUMBER OF SHARES  ELIGIBLE FOR  IMMEDIATE AND FUTURE SALES MAY DEPRESS
THE PRICE OF OUR STOCK

     Sales of  substantial  amounts  of common  stock in the open  market or the
availability  of a large number of  additional  shares for sale could  adversely
affect  the  market  price  for  the  common  stock.  Substantially  all  of our
outstanding shares of common stock, as well as the shares underlying vested, but
as yet unexercised warrants and options,  have either been registered for public
sale or may be sold  under  Rule  144  promulgated  under  the  Securities  Act.
Therefore,  all of  these  shares  may be  immediately  sold by the  holders.  A
substantial increase in the volume of trading in our stock may depress the price
of our common stock.

THE PRICE OF OUR STOCK MAY CONTINUE TO BE VOLATILE

     The  market  price of our common  stock has been  highly  volatile  and may
continue to be volatile in the future.  Factors such as our operating results or
public announcements may cause the market price of our stock to decline quickly.
Market  prices  for  securities  of many  small  capitalization  companies  have
experienced wide  fluctuations in response to variations in quarterly  operating
results, general economic indicators and other factors beyond our control.

WE MAY INCUR SIGNIFICANT COSTS RESULTING FROM PRODUCT LIABILITY CLAIMS

     We are subject to  significant  liability  should use or consumption of our
products  cause injury,  illness or death.  Although we carry product  liability
insurance,  there can be no  assurance  that our  insurance  will be adequate to
protect us against  product  liability  claims or that  insurance  coverage will
continue to be available on reasonable terms.

                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     On October 16, 1996, a lawsuit was filed against Gum Tech International and
other parties in the United States  District  Court for the Central  District of
California, CV-95-9784. The action is entitled GCN Products, Inc. vs. Roy Kelly,
et al. The complaint,  as it relates to us, principally  alleged that we engaged
in unlawful rebates,  appropriations and overcharges,  commercial bribery, fraud
and unjust  enrichment.  On  September 4, 1998,  the court  granted a motion for
summary judgment in our favor,  and dismissed the plaintiff's  claims against us
and our  current  and former  directors.  The  judge's  ruling on the motion for
summary judgment is not yet final, and once final, will be subject to appeal.

     On January 27, 1999, an action was filed against Gum Tech International and
certain other  parties in the Superior  Court of the State of Arizona in and for
the County of Maricopa,  CV-99-01528,  by Paul F.  Janssens-Lens.  The complaint
alleges   intentional   interference   with  business   relations,   intentional
misrepresentation,  negligent misrepresentation,  securities fraud, and consumer
fraud.  The  plaintiff  seeks  compensatory  damages  of  $720,000,  unspecified
punitive  damages,  and  attorneys'  fees and  costs.  We deny  the  plaintiff's
allegations and intend to vigorously defend this action.

                                       18
<PAGE>
     On June 2,  1999,  Gum Tech  filed a  complaint  in the  Superior  Court of
Maricopa County, Arizona against DJ Ltd. ("DJ"), CIV 99-1136-PHX-PGR (D. Ariz.).
Our complaint  sought a declaratory  judgment that DJ was not owed any fee under
an agreement entered into between the parties pursuant to which DJ was to act as
our financial  advisor.  DJ removed the case to the United States District Court
for the District of Arizona and filed a counterclaim.  In its  counterclaim,  DJ
alleges that we breached the contract  between the parties and that Gum Tech has
been unjustly enriched. DJ seeks damages in the amount of $480,000,  plus costs,
expenses and warrants to purchase  50,000  shares of Gum Tech common  stock.  DJ
also seeks a declaratory judgment confirming its version of its rights under the
agreement.

     On October 21, 1999, an action was filed against Gum Tech  International in
the  Superior  Court of the  State of  California  in and for the  County of Los
Angeles, case number BC 218 878, by International  Interest Group, Inc. ("IIG").
The  complaint  alleges the breach of an alleged  oral  finder's  fee  agreement
between  the  parties  relating  to the  introduction  of certain  Bio  Delivery
Technology  individuals to Gum Tech in 1996.  BioDelivery  and Gum Tech formed a
joint venture in 1999 to manufacture, market and distribute Zicam. The complaint
seeks  unspecified   general  contract  damages,   declaratory  relief,  and  an
accounting.  We removed the action to the United States  District  Court for the
Central  District of California on February 2, 2000. We deny the  existence,  as
well as the validity,  of the alleged oral  agreement,  and intend to vigorously
defend the action.

     On  November  9, 1999,  The Quigley  Corporation  commenced a civil  action
against Gum Tech International,  Inc. and Gel-Tech,  L.L.C. in the United States
District Court for the Eastern District of Pennsylvania.  The complaint  alleges
that  Zicam  Cold  Remedy   infringes  on  a  patent  licensed  to  The  Quigley
Corporation.  The complaint seeks compensatory damages and injunctive relief. In
a  ruling  on April  20,  2000,  the  judge  in the  case  denied  a motion  for
preliminary  injunctive  relief.  In an amended order on May 12, 2000, the judge
certified three issues of law for immediate appeal to the United States Court of
Appeals for the Federal  circuit.  An appeal by Gum Tech  International  and Gel
Tech LLC based on those  three  issues is  currently  pending  before the United
States Court of Appeals for the Federal circuit.  Each of the defendants  denies
the allegations of the complaint.

ITEM 2. CHANGES IN SECURITIES

     None

                                       19
<PAGE>
ITEM 3. DEFAULTS UPON SENIOR SECURITIES

     None

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

     None

ITEM 5. OTHER INFORMATION

     None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     A. EXHIBITS

        3.1     Amended and Restated  Articles of  Incorporation  of the Company
                (incorporated  by reference to Registrant's  Quarterly Report on
                Form 10-QSB for the period  ending March 31,  1999,  file number
                000-27646).

        3.2     Amended  Bylaws of the Company  (incorporated  by  reference  to
                Registrant's  Quarterly  Report on Form  10-QSB  for the  period
                ending March 31, 1999, file number 000-27646).

        3.3     Certificate of  Designations,  Preference and Rights of Series A
                Preferred Stock of Gum Tech International, Inc. (incorporated by
                reference to Registrant's  Current Report on Form 8-K filed June
                9, 1999, file number 000-27646).

        10.1    Shareholders' Agreement between the Registrant and Swedish Match
                AB.

        10.2    Consulting Agreement with  Gary Kehoe.  Certain  information  in
                this exhibit  will  be  omitted  and  filed separately with  the
                Securities  and Exchange  Commission  pursuant to a confidential
                treatment  request  under  Rule  24b-2  of  the  Securities  and
                Exchange Act of 1934, as amended.

        27      Financial Data Schedule

     B. REPORTS ON FORM 8-K

     None

                                       20
<PAGE>
                                   SIGNATURES

     In accordance with the requirements of the Securities Exchange Act of 1934,
the  registrant  has  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                          Gum Tech International, Inc.


                                          /s/ Gary S. Kehoe
                                          ---------------------------------
                                          Gary S. Kehoe
                                          President and
                                          Chief Operating Officer


                                          /s/ William J. Hemelt
                                          ---------------------------------
                                          William J. Hemelt
                                          Chief Financial Officer,
                                          Treasurer & Secretary


August 14, 2000

                                       21