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

                                   FORM 10-QSB

(Mark One)

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

         TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
         ACT OF 1934


                  For the transition period from         to
                                                 -------    -------

Commission file number      0-28607
                       -------------


                       INNOVATIVE HOLDINGS & TECHNOLOGIES, INC.
        ---------------------------------------------------------------
                 (Name of Small Business Issuer in its Charter)


           COLORADO                                      74-2929034
---------------------------------               --------------------------------
   (State of Incorporation)                    (IRS Employer Identification No.)



100 South Orange Ave., Ste. 300,Orlando, FL              32801
---------------------------------------------------------------
(Address of principal executive offices)             (Zip Code)



Issuer's telephone number,(   407     )     481       -          8900
                           -----------  -------------   -------------


 Former Name, former address and former fiscal year if changed since last report

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.  Yes X   No
                                                                       ---   ---

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

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


Applicable on to corporate issuers

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

         Transitional Small Business Disclosure Format
         (Check One)
         Yes      No


<PAGE>

            INNOVATIVE HOLDINGS & TECHNOLOGIES, INC. AND SUBSIDIARIES

                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                            WITH ACCOUNTANTS' REPORT

                            FOR THE NINE MONTHS ENDED
                               SEPTEMBER 30, 2000


<PAGE>

                                TABLE OF CONTENTS

                                                                           Page

Accountants' Review  Report..............................................     1

Condensed Consolidated Financial Statements

  Balance Sheets.........................................................     2

  Statements of Operations...............................................     3

  Statements of Cash Flows...............................................     4

Notes to Condensed Consolidated
  Financial Statements...................................................  5 - 7



<PAGE>

                             DIROCCO & DOMBROW, P.A.
                       3601 W. COMMERCIAL BLVD, SUITE #39
                            FT. LAUDERDALE, FL 33309
                                 (954) 731-8181

          REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
          ------------------------------------------------------------

Board of Directors
Innovative Holdings & Technologies, Inc. and Subsidiaries
Orlando, Florida

We have  reviewed the  accompanying  condensed  consolidated  balance  sheets of
Innovative  Holdings & Technologies,  Inc. and  Subsidiaries as of September 30,
2000 and the related  condensed  consolidated  statements of operations  for the
three months and nine months ended  September 30, 2000 and 1999,  and cash flows
for the  nine  months  ended  September  30,  2000  and  1999,  included  in the
accompanying  Securities and Exchange  Commission Form 10-Q for the period ended
September 30, 2000. These condensed  consolidated  financial  statements are the
responsibility of the Company's management.

We  conducted  our  reviews in  accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material  modification that should
be made to the accompanying condensed consolidated financial statements for them
to be in conformity with generally accepted accounting principles.

The accompanying  condensed consolidated financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in Note
4 to the condensed consolidated financial statements,  the Company's significant
operating  losses  raise  substantial  doubt  about its ability to continue as a
going concern.  Management's plans regarding those matters also are described in
Note 4. The  condensed  consolidated  financial  statements  do not  include any
adjustments that might result from the outcome of this uncertainty.

We have  previously  audited,  in accordance  with generally  accepted  auditing
standards,  the  balance  sheets  as  of  December  31,  1999  and  the  related
consolidated  statements of operations,  stockholders' equity and cash flows for
the year then ended (not presented herein).  In our report dated March 16, 2000,
we  expressed  an  unqualified  opinion on those  financial  statements.  In our
opinion,  the  information  set forth in the  accompanying  balance  sheet as of
September 30, 2000, is fairly stated in all material respects in relation to the
balance sheet from which it has been derived.

October 30, 2000

                                      -1-

<PAGE>

<TABLE>

<CAPTION>

           INNOVATIVE HOLDINGS AND TECHNOLOGIES, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS



                                     ASSETS

                                                                 September 30,   December 31,
                                                                      2000           1999
                                                                  -----------    -----------
                                                                                   (Audited)
<S>                                                               <C>            <C>
Current assets
  Cash                                                            $      --      $     2,011
  Prepaid expenses                                                      3,681          3,681
  Other receivables                                                     2,657           --
  Note receivable                                                      12,358         10,250
                                                                  -----------    -----------
     Total current assets                                              18,696         15,942

Property and equipment                                                 20,053         23,121
License Agreement                                                     320,000           --
Other assets                                                            3,473          4,263
                                                                  -----------    -----------
     Total assets                                                 $   362,222    $    43,326
                                                                  ===========    ===========

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities
  Accounts payable and accrued
    expenses                                                      $    24,161    $    25,826
  Withholding taxes payable                                           163,803        163,250
  Notes payable                                                       381,700         25,000
  Due to affiliate                                                    255,600         43,751
                                                                  -----------    -----------
     Total current liabilities                                        825,264        257,827
                                                                  -----------    -----------

Stockholders' equity (deficit)
  Preferred stock, $.001 par value,
   50,000,000 shares authorized,
   no shares issued and
   outstanding, respectively                                             --             --

  Common stock, $.0001 par value,
   450,000,000 shares authorized,
   27,124,884 and 23,124,884 issued
   and outstanding, respectively                                        2,713          2,313

  Additional paid-in capital                                        3,280,219      3,080,619
  Stock subscriptions receivable                                     (534,000)      (334,000)
  Deficit                                                          (3,211,974)    (2,963,433)
                                                                  -----------    -----------
     Total stockholders' equity (deficit)                            (463,042)      (214,501)
                                                                  -----------    -----------
     Total liabilities and stockholders' equity (deficit)         $   362,222    $    43,326
                                                                  ===========    ===========

</TABLE>

See accompanying summary of notes to unaudited condensed  consolidated financial
statements.

                                       -2-

<PAGE>

<TABLE>

<CAPTION>

            INNOVATIVE HOLDINGS & TECHNOLOGIES, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS





                                 Three Months Ended September 30,    Nine Months Ended September 30,
                                 --------------------------------    -------------------------------
                                      2000                1999            2000               1999
                                 ------------        ------------    ------------       ------------
<S>                              <C>                 <C>             <C>                <C>
Expenses
  General and administrative     $     67,212        $    112,088    $    242,209       $    287,509
  Research and development               --                15,965            --               29,954
  Interest expense                       --                 4,048           6,641              4,048
                                 ------------        ------------    ------------       ------------
     Total expenses                    67,212             132,101         248,850            321,511
                                 ------------        ------------    ------------       ------------

Operating loss                        (67,212)           (132,101)       (248,850)          (321,511)

Other Income                             --                  --               309              1,748
                                 ------------        ------------    ------------       ------------

Net loss                         $    (67,212)       $   (132,101)   $   (248,541)      $   (319,763)
                                 ============        ============    ============       ============


Basic loss per share             $     (0.003)       $     (0.007)   $     (0.011)      $     (0.018)
                                 ============        ============    ============       ============

Weighted Average Common Shares     23,536,194          17,834,051      23,536,194         17,834,051
                                 ============        ============    ============       ============

</TABLE>



See accompanying summary of notes to unaudited condensed  consolidated financial
statements.

                                       -3-

<PAGE>

<TABLE>

<CAPTION>

            INNOVATIVE HOLDINGS & TECHNOLOGIES, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                        Nine Months Ended September 30,
                                                          2000                 1999
                                                        ---------            ---------
<S>                                                     <C>                  <C>
Cash flows from operating activities:
Net loss                                                $(248,541)           $(319,763)
Adjustments to reconcile net
      loss to net cash used by
      operating activities:
       Depreciation                                         3,068                 --
      (Increase) decrease in:
          Prepaid insurance                                  --                (25,000)
          Notes receivable                                 (2,108)              (3,250)
          Other receivable                                 (2,657)                --
          Other assets                                        790               (3,472)
      Increase (decrease) in:
          Accounts payable and accrued expenses            (1,665)              (7,447)
          Withholding taxes payable                           553             (163,250)
                                                        ---------            ---------
             Net cash used by operating activities       (250,560)            (522,182)
                                                        ---------            ---------


Cash flows from investing activities:
  Purchase of license agreement                           (60,000)                --
  Purchase of property and equipment                         --                (19,617)
                                                        ---------            ---------
            Net cash used by investing activities         (60,000)             (19,617)
                                                        ---------            ---------


Cash flows from financing activities:
   Proceeds from  notes payable                            96,700               16,700
   Proceeds from affiliate                                211,849                 --
   Repayment of note                                         --                (15,000)
   Proceeds from issuance of stock                           --               (616,000)
                                                        ---------            ---------
            Net cash provided by financing activities     308,549              617,700
                                                        ---------            ---------


Increase (Decrease)  in cash                               (2,011)              75,901
Cash at beginning of period                                 2,011                4,303
                                                        ---------            ---------

Cash at end of period                                   $    --              $  80,204
                                                        =========            =========



</TABLE>


See accompanying summary of notes to unaudited condensed  consolidated financial
statements.

                                       -4-

<PAGE>

            INNOVATIVE HOLDINGS & TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1. Presentation of Interim Information

In the opinion of the management of Innovative Holdings & Technologies, Inc. and
Subsidiaries,   Inc.  (the  Company),   the  accompanying   unaudited  condensed
consolidated  financial  statements  include all normal  adjustments  considered
necessary to present fairly the financial position as of September 30, 2000, and
the results of its operations and cash flows for the nine months ended September
30, 2000 and 1999. Interim results are not necessarily indicative of results for
a full year.

The  condensed  consolidated  financial  statements  and notes are  presented as
permitted by Form 10-Q, and do not contain certain  information  included in the
Company's audited consolidated financial statements and notes for the year ended
December 31, 1999.

2. Financial Statements

The  condensed  consolidated  financial  statements  include the accounts of the
Company and its  subsidiaries.  All significant  intercompany  transactions  and
balances have been eliminated.

3. Supplemental Disclosures of Cash Flow Information

                                 Nine months ended September 30,
                                 -------------------------------
                                       2000           1999
                                      ------         ------
Operating Activities:

  Interest paid                       $    -         $4,048
                                      ======         ======
4.  Going Concern

As shown in the  accompanying  financial  statements,  the Company  incurred net
losses of $248,541 for the nine months ended  September 30, 2000.  The Company's
current  liabilities  exceeded its current  assets by $806,568 at September  30,
2000.  The ability of the Company to continue as a going concern is dependent on
the development and marketing of products to be offered by its subsidiaries. The
Company will offer  additional  shares of its common stock to raise  capital and
obtain financing on an as needed basis.



                                       -5-

<PAGE>

            INNOVATIVE HOLDINGS & TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


5.  Stock Options

On January March 10, 1998, the Company entered into a stock option  agreement in
which the Company grants the option to shareholders  and consultants to purchase
up to 21,000,000 shares of common stock for an exercise price of $0.05 per share
at any time through March 9, 2003.

The  following  is a summary of stock  option plan  activity for the nine months
ended September 30, 2000.

  Number of options outstanding on April 1, 2000                     21,000,000

  Number of options exercised by shareholder in 2000                 (4,000,000)
                                                                     ----------

  Number of options outstanding on September 30, 2000                17,000,000
                                                                     ==========

  Number of options exercisable at September 30, 2000                17,000,000
                                                                     ==========

  Weighted average exercise price per share
    outstanding and exercisable                                      $     0.05
                                                                     ==========

  Weighted average remaining contractual life of
      options outstanding and exercisable                                  2.9
                                                                     ==========

  No options were forfeited or expired in 2000 and 1999.

The  calculation  of the fair values of the  options,  under the  minimum  value
method, assumes that no corporate dividends will be issued prior to the exercise
of the options, and that the options will be exercised  immediately prior to the
exercise  expiration  date. The risk free interest rate used in the  calculation
was based on the zero coupon government issue rate of approximately 6 percent.

At September 30, 2000, the Company has a stock based compensation plan, which is
described above. The Company applies APB Opinion 25 and related  Interpretations
in accounting  for its plan. No  compensation  cost has been  recognized for its
stock  option  plan.  Had  compensation  cost  for  the  Company's   stock-based
compensation  plan been  determined  based on the fair market value at the grant
date for awards under those plans  consistent  with the method of FASB Statement
123, the  Company's  net income and earnings per share at September 30, 2000 and
December  31,  1999 and 1998  would have been  reduced to the pro forma  amounts
indicated below:

                                       -6-

<PAGE>

            INNOVATIVE HOLDINGS & TECHNOLOGIES, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

5.  Stock Options, (Continued)

                                                             December 31,
                                    September 30,      -----------------------
                                        2000             1999          1998
                                    -------------        ----          ----

                     As reported      $(248,541)       $(612,732)    $(465,545)
     Net loss        Pro forma        $(308,541)       $(672,732)    $(525,545)

     Basic loss      As reported      $(  0.011)       $(  0.033)    $(  0.024)
      per share      Pro forma        $(  0.013)       $(  0.038)    $(  0.028)


6.  Related Party Transactions

On May 26, 2000 a Nevada Corporation,  US Tech Materials  Corporation,  Inc. was
formed. This is a subsidiary of Innovative Holdings & Technologies, Inc.

US Tech Materials  Corporation,  Inc. purchased a license agreement from Ashland
Patents and Technology,  relating to polyether amide resins,  subject to certain
terms and agreements for $320,000.

On  September  30,  2000,  certain  terms of the  agreement  were not met by the
contract dates,  resulting in two amendments  extending the deadline to meet the
terms of the  contract  to November 13, 2000.  This deadline  has passed and the
terms of the contract  have not been met.  Discussions  between  Innovative  and
Ashland Patents and Technology are continuing.




                                       -7-

<PAGE>

INNOVATIVE HOLDINGS & TECHNOLOGIES, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The  following  discussion  and  analysis  should  be read in  conjunction  with
"Selected  Condensed  Consolidated  Financial Data" and the Company's  Condensed
Consolidated  Financial  Statements and Notes thereto included elsewhere in this
document.

Overview

Since its inception in 1987,  the Company's  purpose is to conduct  offerings of
its securities to raise capital to acquire businesses in various industries. For
the period from January 9, 1987  (inception)  to September 30, 1990, the Company
incurred a total net loss of $181,638.  During this period,  the Company devoted
substantially  all of  its  efforts  to  establish  and  organize  a  television
cablecast  facility.  However,  by the end of 1990 the operations of the Company
ceased.

From  December  1990  through  October  1997,  the  Company  did not operate any
businesses and was inactive.

In  November  1997,  the  Company  changed  its name to  Innovative  Holdings  &
Technologies,  Inc.  The Company  considers  its role to be an incubator of high
technology companies and began its search for suitable business acquisitions. In
the second  quarter of 1998,  the Company  signed an agreement to acquire BioCam
Company,  Inc.  (BioCam),  a developer of telemetry  technology in the amount of
$1,000,000.  This was paid for by issuance of  convertible  preferred  stock and
restricted  common stock.  The Company began supporting the operations of BioCam
financially and funded approximately  $350,000, in 1998. By the end of 1998, the
principals  of BioCam  rescinded  on their  agreement  with the  Company and the
relationship was terminated.

On January 8, 1999, the Company  incorporated  Xtreme  Telemetry  Systems,  Inc.
(Xtreme) and is its soles stockholder. Xtreme is continuing the development of a
product on the cutting edge of communications  technology.  Xtreme is finalizing
the  development  of a real time  telemetric  monitoring  device,  which will be
marketed initially in the sports and entertainment  industries.  The device will
monitor performance and transmit the data by broadcast or over the internet.  In
September,  1999,  the Company  secured the services of  specialists in computer
software  development.  The alpha-beta  testing of the software commenced in the
fourth quarter,  1999. The products under development were completed in January,
2000.

Results of operations

The following table sets forth,  for the periods  indicated,  certain items from
the Company's Consolidated  Statements of Operations,  expressed as a percentage
of total expenses.

                                      -8-

<PAGE>

INNOVATIVE HOLDINGS & TECHNOLOGIES, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS, (Continued)

Results of Operations, continued

                                         The nine months ended September 30,
                                         -----------------------------------
                                              2000                   1999
                                         --------------       --------------
Revenues                                        0.0%                 0.0%
                                         --------------       --------------

Expenses:
  General and Administrative                   97.3%                89.4%
  Research and Development                        -                  9.3%
  Interest Expense                              2.7%                 1.3%
                                         --------------       --------------
         Total Expenses                         100%                 100%
                                         --------------       --------------
Net Loss                                        100%                 100%
                                         ==============       ==============

Revenues
--------

The Company had no revenues  for the nine months  ended  September  30, 2000 and
1999.

General and Administrative
--------------------------

General and  administrative  expenses  have  decreased  from $287,509 in 1999 to
$242,209 in 2000. The decrease in these expenses resulted from  consolidation of
operating activities and stream lining of expenditures.

Research and Development
------------------------

Research and development  expenses decreased from $29,954 in 1999 to $0 in 2000.
Research and development expenses are not recurring expenses.

Interest Expense
----------------

Interest  expense is due from  personal  loans made to the company.  The amounts
from 1999 to 2000 have not varied considerably.

                                      -9-

<PAGE>


INNOVATIVE HOLDINGS & TECHNOLOGIES, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS, (Continued)

Liquidity and Capital Resources

The Company requires capital principally for the financing of operations and the
development and marketing of its subsidiaries products. To date, the company has
financed its operations  primarily through the sale its of equity securities and
by obtaining  financing.  During the nine month period ended September 30, 1999,
the Company generated $616,000 from the issuance of its stock.

The Company had negative  working  capital as of September  30, 2000 of $806,568
compared to $241,885 as of December 31, 1999.

As stated in the  Company's  Consolidated  Financial  Statements,  the Company's
ability to continue as a going  concern is dependent  upon issuance of stock and
obtaining debt  financing.  The Company is pursuing equity  financing  through a
private  placement dated July 17, 2000. There can be no assurance the additional
financing  will be  attained or that the  operations  will be  profitable.  Such
inability  would  have a  material  adverse  effect on the  Company's  business,
operating results and financial condition.

The  Company  currently  has no  specific  commitments  with  regard to  capital
expenditures with the exceptions of purchasing  computer  equipment and sensors.
The Company's future capital requirements will, depend on its ability to acquire
complementary business ventures, products or technologies.

The  Company  believes  that its  current  cash  balances  will not  provide the
liquidity necessary to satisfy the Company's working capital needs.

Inflation

Inflation  has not had a  significant  impact on the Company since its inception
nor is it expected to have a significant impact in the foreseeable future.

Recent Accounting Pronouncements

In March 1998, the American  Institute of Certified  Public  Accountants  issued
Statement of Position 98-1 "Accounting for Costs of Computer Software  Developed
or Obtained for Internal  Use." SOP 98-1 is effective for  financial  statements
for years  beginning  after December 15, 1998.  SOP 98-1 provides  guidance over
accounting  for  computer  software  developed  or obtained  for  internal  use,
including  the  requirement  to  capitalize  and amortize  specific  costs.  The
adoption of this standard did not have a material  effect on its  capitalization
policy.

                                      -10-