SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB


                  Quarterly Report under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


For Quarter Ended                                      Commission File Number
July 31, 2000                                             0-29670

                             DYNADAPT SYSTEMS, INC.
                         -------------------------------
                              (Name of Registrant)

                  Colorado                             84-1491159
         ------------------------                    --------------------
         (State of incorporation)                    (I.R.S. Employer
                                                     Identification No.)


             7609 Ralston Road, Arvada, CO               80002
         -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (303) 422-7674


Indicate by check mark whether the registrant (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 the  filing
requirements for at least the past 90 days.

                            Yes          No    X
                                -----        -----

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                  485,500 common shares as of July .31, 2000


<PAGE>

                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                              FINANCIAL STATEMENTS
                    FOR THE THREE-MONTHS ENDED JULY 31, 2000
                                   (UNAUDITED)






<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                                 Balance Sheet
                                  (Unaudited)



                                                                                    July 31,             April 30,
                                                                                      2000                 2000
                                                                                   ------------         ------------
<S>                                                                                <C>                  <C>


ASSETS;
   Current Assets:
      Cash                                                                            $ 465                $ 628
      Accounts receivable                                                                 -                    4
                                                                                   ------------         ------------

           Total current assets                                                         465                  632
                                                                                   ------------         ------------

TOTAL ASSETS                                                                          $ 465                $ 632
                                                                                   ============         ============


LIABILITIES & STOCKHOLDERS' EQUITY
  Current Liabilities:
        Notes Payable - Shareholders                                                  1,200                  800
                                                                                   ------------         ------------

            Total current liabilities                                                 1,200                  800

   Stockholders' Equity:
      100,000,000 shares authorized $.0001 par value,                                    48                   48
      485,500 shares issued and outstanding in 1999 and 2000
    Additional Paid-In Capital                                                       23,506               23,506
    Deficit accumulated during the
      development stage                                                             (24,289)             (23,722)
                                                                                   ------------         ------------

           Total stockholders' equity                                                  (735)                (168)
                                                                                   ------------         ------------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                                              $ 465                $ 632
                                                                                   ============         ============
</TABLE>

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

<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                            Statement of Operations
                                  (Unaudited)

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

                                                   Three-Month Period Ended             April 30, 1998
                                                           July 31,                      Inception to
                                                  2000                 1999             July 31, 2000
                                                  ----                 ----             -------------

Revenue:
                                                   $ -                  $ -                         $ -
                                               -------              -------                     -------
Total Income                                         -                    -                           -

Costs and Expenses:
     Consulting                                    500                  200                      18,230
     Accounting                                      -                    -                       5,750
     Office Expenses                                 -                   19                         143
     Bank Charges                                   73                   20                         360
                                               -------              -------                     -------
Total Expenses                                     573                  239                      24,483

Net Loss from Operations                          (573)                (239)                    (24,483)
                                               -------              -------                     -------
Other Income
   Interest income                                   6                   20                         194
                                               -------              -------                     -------
Net Loss                                        $ (567)              $ (219)                  $ (24,289)
                                               =======              =======                     =======

Net Loss per common share                           *                    *
                                               =======              =======
     Weighted average number
     of common shares outstanding              485,500              390,800
                                               =======              =======
* Less than $.01

</TABLE>

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


<PAGE>
<TABLE>
<CAPTION>
                             DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                            Statement of Cash Flows
                                   (Unaudited)
                                 Indirect Method

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

                                                                           Three-Month Period Ended          April 30, 1998
                                                                                    July 31,                  Inception to
                                                                             2000             1999           July 31, 2000
                                                                             ----             ----           -------------

Cash Flows from Operating Activities:
     Net Loss                                                               $ (567)          $ (219)             $ (24,289)
     Stocks issued for services                                                  -               25                     25
     Adjustments to reconcile net loss to net cash used
        in operating activities
     (Increase) in Accounts Receivable                                           4                -                      4
     Increase in Notes Payable                                                 400                -                    400
                                                                             -----           ------               --------
Net Cash Used In Operating Activities                                         (163)            (194)               (23,860)
                                                                             -----           ------               --------
Cash Flows from Financing Activities:
     Proceeds from stock issuance                                                -                -                 23,529
                                                                             -----           ------               --------
Net Cash Provided by Financing Activities                                        -                -                 23,529
                                                                             -----           ------               --------
Net Increase in Cash & Cash Equivalents                                       (163)            (194)                  (331)

Beginning Cash & Cash Equivalents                                              628              494                    796
                                                                             -----           ------               --------
Ending Cash & Cash Equivalents                                               $ 465            $ 300                  $ 465
                                                                             =====           ======               ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

   Cash paid for income taxes                                                $   -            $   -                  $   -
                                                                             =====           ======               ========
   Cash paid for interest expense                                            $   2            $   2                  $  18
                                                                             =====           ======               ========
SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS
    Issued 250,000 shares of common stock for services                       $   -            $  25                  $   -
                                                                             -----           ------               --------
</TABLE>

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


<PAGE>
<TABLE>
<CAPTION>

                             DYNADAPT SYSTEM, INC.
                         (A Development Stage Company)
                              Stockholders' Equity
                                  (unaudited)

                                                                                           Deficit
                                                                                         Accumulated
                                              COMMON STOCKS              Additional       During the            Total
                                                                           Paid-In       Development        Stockholders's
                                         Shares              Amount        Capital          Stage               Equity
                                         ------              ------
<S>                                        <C>               <C>            <C>              <C>                     <C>


Issuance of Stock for Services             250,000              25                 -                 -                    25

Issuance for Cash                          233,000              23            23,277                 -                23,300

Issuance for Cash                            2,500               -               229                 -                   229

Net Loss                                         -               -                 -            (8,016)               (8,016)
                                           -------           -----           -------           -------                -------
Balance - April 30, 1999                   485,500              48            23,506            (8,016)               15,538
                                           -------           -----           -------           -------                -------
Net Loss                                         -               -                 -           (15,706)              (15,706)
                                           -------           -----           -------           -------                -------
Balance - April 30, 2000                   485,500              48            23,506           (23,722)                 (168)
                                           -------           -----           -------           -------                -------
Net Loss                                         -               -                 -              (567)                 (567)
                                           -------           -----           -------           -------
Balance - July 31, 2000                    485,500            $ 48          $ 23,506         $ (24,289)               $ (735)
                                           =======           =====           =======           =======                =======


</TABLE>

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

<PAGE>

                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                  July 31, 2000
                                   (Unaudited)




Note 1 - Organization and Summary of Significant Accounting Policies:

Organization:

The Company was incorporated on April 30, 1998, in the state of Colorado. The
Company is in the development stages and was organized for the purpose of
Internet Acquisitions. The Company's fiscal year end is April 30.

Basis of Presentation - Development Stage Company:

The Company has not earned significant revenues from limited principal
operations. Accordingly, the Company's activities have been accounted for as
those of a "Development Stage Enterprise" as set forth in Financial Accounting
Standards Board Statement No. 7 ("SFAS 7"). Among the disclosures required by
SFAS 7 are that the Company's financial statements be identified as those of a
development stage company, and that the statements of operations, stockholders'
equity (deficit) and cash flows disclose activity since the date of the
Company's inception.

Basis of Accounting:

The accompanying financial statements have been prepared on the accrual basis of
accounting in accordance with generally accepted accounting principles.

Cash and Cash Equivalents:

The Company considers all highly-liquid debt instruments, with an original
maturity of three months, to be cash equivalents.

Use of estimates:

The preparation of financial statements in conformity with generally accepted
accounting principles, requires management to make estimates and assumptions
that affect certain reported amounts of assets and liabilities at the date of
the financial statements. Actual results could differ from those estimates.

Net Loss Per Share

Net loss per share is based on the weighted average number of common shares and
common shares equivalents outstanding during the period.


<PAGE>






                              DYNADAPT SYSTEM, INC.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                  July 31, 2000
                                   (Unaudited)




Fair Value of Financial Instruments:

The carrying amount of cash is considered to be representative of it's fair
values because of the short-term nature of this financial instrument.

Note 2 - Federal Income Taxes:

The Company has made no provision for income taxes because there have been no
operations to date causing income for financial statement or tax purposes.

The Financial Accounting Standards Board (FASB) has issued Statement of
Financial Accounting Standards Number 109 ("SFAS 109"), "Accounting for Income
Taxes", which requires a change from the deferred method to the asset and
liability method of accounting for income taxes. Under the asset and liability
method, deferred income taxes are recognized for the tax consequences of
"temporary differences" by applying enacted statutory tax rates applicable to
future years to differences between the financial statement carrying amounts and
the tax basis of existing assets and liabilities.

Deferred tax assets:
         Net operating loss carryforwards                     $ 24,289
         Valuation allowance                                   (24,289)
                                                              ---------
         Net deferred tax assets                              $           -
                                                              =============

At April 30, 2000, the Company had net operating loss carryforwards of
approximately $24,289 for federal income tax purposes. These carryforwards if
not utilized to offset taxable income will expire in 2007.

Note 3 - Capital Stock Transactions:

The authorized capital stock of the Company is 100,000,000 shares of common
stock at $.0001 par value. During the period, the Company issued no shares of
common stock.

Note 4 - Going Concern:

The Company's financial statements have been presented on the basis that it is a
going concern which contemplated the realization of assets and the satisfaction
of liabilities in the normal course of business.

The Company is in the development stage and has not earned any revenues from
operations. The Company's ability to continue as a going concern is dependent
upon its ability to develop additional sources of capital or locate a merger
candidate and ultimately, achieve profitable operations. The accompanying
financial statements do not include any adjustments that might result from the
outcome of these uncertainties. Management is seeking new capital to revitalize
the Company.

Note 5 - Notes Payable:

This is a non-interest bearing note for funds advanced by a shareholder to
facilitate the payment of debts.


<PAGE>

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

RESULTS OF  OPERATIONS  FOR THE QUARTER  ENDED JULY 31, 2000 COMPARED TO SAME
QUARTER IN 1999.

     The  Company  had no  revenues  in the period in 2000 or 1999.  The Company
incurred  operations  expenses  in the quarter of $573 in 2000 and $239 in 1999.
The  Company  had a loss of  ($567)  in 2000  compared  to ($219) in 1999 in the
quarter. The loss per share was nominal in 2000 and 1999.

     The trend of losses can be expected to continue for the foreseeable  future
as the Company attempts to commerce some business.


LIQUIDITY AND CAPITAL

     The  Company  has  only  $465  in cash  as of  July  31,  2000,  which  is
insufficient  for  any  operations  of  significance.  Its  current  liabilities
exceeded  its assets by $735.  The Company  will need to raise  capital  through
loans or private  placements  in order to carry out any  operational  plan.  The
Company has no sources of such capital at this time.


<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS

                  None

ITEM 2.           CHANGES IN SECURITIES

                  None

ITEM 3.           DEFAULT 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

                    No  reports  on Form 8-K were made for the  period for which
               this report is filed.



<PAGE>


                                   SIGNATURES

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

Date: July  , 2001



                                     Dynadapt Systems, Inc.


                                     /s/ Wesley F. Whiting
                                     -------------------------------------------
                                     Wesley F. Whiting, President