UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                AMENDMENT NO. 1
                                       TO
                                   FORM 10-QSB



  [ X ]  QUARTERLY  REPORT UNDER SECTION 13 0R 15(D) OF THE SECURITIES  EXCHANGE
ACT OF 1934

For the quarterly period ended              June 30, 2000
                               --------------------------

   [ ]   TRANSITION REPORT UNDER SECTION 13 0R 15(D) OF THE SECURITIES  EXCHANGE
ACT OF 1934

For the transition period from              to
                               -----------      -----------
Commission file number

                                 eSportbike.com, Inc.
--------------------------------------------------------------------------------
                    (Name of Small Business Issuer in its charter)


Incorporated in the State of Nevada                      77-0454856
-----------------------------------         ------------------------------------
  (State or other jurisdiction of           (I.R.S. Employer Identification No.)
  incorporation or organization)

2nd Floor, 1661 Duranleau Street, Vancouver, British Columbia          V6H 3S3
-------------------------------------------------------------       ------------
               (Address of principal executive offices)               (Zip Code)

Issuer's telephone number  (604) 687-6627
                           --------------


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

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

             Class                         Outstanding at August 14, 2000
             -----                         ------------------------------

  Common Stock - $0.001 par value                     16,400,000

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



<PAGE>





                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

         See unaudited  financial  statements for the period ended June 30, 2000
attached to this Form 10-QSB.

                                NOTICE TO READER

I have  compiled the balance sheet of  ESPORTBIKE.COM,  INC. as at June 30, 2000
and the statement of operations and deficit for the six-month  period then ended
from  information  provided  by  management.  I have not  audited,  reviewed  or
otherwise  attempted to verify the accuracy or completeness of such information.
Readers are cautioned that these  statements  may not be  appropriate  for their
purposes.

The balance  sheet as at March 31, 2000,  and the  statement of  operations  and
deficit  for the  three-month  period  then ended  were  compiled  by  different
accountants.

                                                         /s/ JAMES STAFFORD C.A.
Vancouver, Canada                                           CHARTERED ACCOUNTANT

August 17, 2000



<PAGE>

<TABLE>
<CAPTION>


ESPORTBIKE.COM, INC.
(A DEVELOPMENT STAGE COMPANY)
Balance Sheet
(Expressed in U.S. dollars)
====================================================================================================================================
                                                                                                       June 30,           March 31,
                                                                                                         2000                2000
====================================================================================================================================
<S>                                                                                                    <C>                <C>
ASSETS

CURRENT ASSETS
    Cash                                                                                               $  13,101          $      --
    Accounts receivable                                                                                      981                 --
    Prepaid expense                                                                                        5,340                 --
                                                                                                       ---------          ---------

                                                                                                          19,422                 --

CAPITAL ASSETS                                                                                             7,721            120,721
                                                                                                       ---------          ---------

                                                                                                       $  27,143          $ 120,721
====================================================================================================================================

LIABILITIES AND SHAREHOLDERS' CAPITAL

CURRENT LIABILITIES
    Accounts payable and accrued liabilities                                                           $   5,568          $ 120,188

DUE TO SHAREHOLDER                                                                                       125,167                 --
                                                                                                       ---------          ---------

                                                                                                         130,735            120,188
                                                                                                       ---------          ---------

SHAREHOLDERS' EQUITY
    Capital stock
       Authorized
          100,000,000 common shares with a par value of $.001 per share
       Issued
          16,400,000 common shares with a par value of $.001 per share                                    16,400             16,400
       Additional paid-in capital                                                                          3,812              3,812
    Deficit                                                                                             (123,804)           (19,679)
                                                                                                       ---------          ---------

                                                                                                        (103,592)               533
                                                                                                       ---------          ---------

                                                                                                       $  27,143          $ 120,721
====================================================================================================================================

</TABLE>


APPROVED BY THE BOARD:

 /S/ ROBERT EYRE MCLAUCHLAN     Director   /S/ KENT DOUGLAS COURTICE   Director
------------------------------             --------------------------


     These financial statements do not contain certain disclosures required
                  by generally accepted accounting principles.


<PAGE>

<TABLE>
<CAPTION>


ESPORTBIKE.COM, INC.
(A DEVELOPMENT STAGE COMPANY)
Statement of Operations and Deficit
(Expressed in U.S. dollars)

====================================================================================================================================
                                                                  For the six-month           For the three-month
                                                                    Period ended                 Period ended
                                                                   June 30, 2000                March 31, 2000
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                   <C>                          <C>
REVENUE
    Advertising                                                       $     981                    $      --
    Interest income                                                         483                           --
                                                                      ---------                    ---------

                                                                          1,464                           --
                                                                      ---------                    ---------

EXPENSES
    Accounting and legal                                                  2,704                           --
    Advertising and promotion                                            62,325                           --
    Bank charges and interest                                               282                           --
    Consulting fees                                                       8,111                           --
    Insurance                                                             1,014                           --
    Office and miscellaneous                                              3,494                       14,578
    Salaries and wages                                                   21,156                           --
    Travel                                                                6,503                           --
                                                                      ---------                    ---------

                                                                        105,589                       14,578
                                                                      ---------                    ---------

NET LOSS FOR THE PERIOD                                                (104,125)                     (14,578)

DEFICIT, BEGINNING OF PERIOD                                            (19,679)                      (5,101)
                                                                      ---------                    ---------

DEFICIT, END OF PERIOD                                                $(123,804)                   $ (19,679)
====================================================================================================================================

</TABLE>


     These financial statements do not contain certain disclosures required
                   by generally accepted accounting principle

<PAGE>


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

General

         Launched     in     November      1998     as     Sportbike      Online
http://www.sportbikeonline.com,  eSprotbike  has enjoyed  over 1 million  unique
visitors  to date.  The site is  currently  exhibiting  15%  growth  per  month.
eSportbike     plans    to    re-launch     the    site    as     eSportbike.com
http://www.esportbike.comin  the  first  quarter  of 2000.  We  expect  to enjoy
significant  growth after the re-launch as we execute on our plan to be the webs
largest  community and e-commerce  destination for the sport bike and motorcycle
enthusiast.

         eSportbike  was not in full  operations  during 1999 and 1998 and thus,
the revenues  generated are not  representative  of those that will be generated
once eSportbike  becomes fully  operational.  Revenues are not yet sufficient to
support  eSportbike's  operating  expenses  and are not  expected  to reach such
levels until the first or second quarter of 2001. Since eSportbike's  formation,
it has funded its operations and capital expenditures  primarily through private
placements  of debt and equity  securities  eSportbike  expects  that it will be
required to seek additional  financing in the future.  There can be no assurance
that such financing will be available at all or available on terms acceptable to
eSportbike.

Plan of Operation

         eSportbike  was  organized  for the  purpose of  creating  a  corporate
vehicle to seek,  investigate and, if such  investigation  warrants,  acquire an
interest in one or more  business  opportunities  presented  to it by persons or
firms who or which  desire  to seek  perceived  advantages  of a  publicly  held
corporation.

         eSportbike   may   incur   significant   post-merger   or   acquisition
registration costs in the event management wishes to register a portion of their
shares for subsequent  sale.  eSportbike will also incur  significant  legal and
accounting  costs in  connection  with the  acquisition  including  the costs of
preparing post-effective  amendments,  Forms 8-K, agreements and related reports
and documents.

         eSportbike will not have  sufficient  funds (unless it is able to raise
funds  in  a  private  placement)  to  undertake  any  significant  development,
marketing and manufacturing of the products acquired. Accordingly, following the
acquisition, eSportbike will, in all likelihood, be required to either seek debt
or equity financing or obtain funding from third parties,  in exchange for which
eSportbike  may be required to give up a substantial  portion of its interest in
the acquired product.  There is no assurance that eSportbike will be able either
to obtain  additional  financing or interest third parties in providing  funding
for  the  further  development,  marketing  and  manufacturing  of any  products
acquired.

         The e-commerce  industry is an intensely  competitive  one, where brand
recognition,  quality  of  site  content,  merchandise  selection,  convenience,
prices,  and service  are  critical  factors.  eSportbike  has many  established
competitors,  ranging  from  similar  local  single  unit  operations  to  large
multi-national operations.  Some of these competitors have substantially greater
financial resources and may be established or indeed become established in areas
where eSportbike  operates.  The industry may be affected by changes in customer
tastes,  economic, and demographic trends. Factors such as inflation,  increased
supplies costs and the  availability of suitable  employees may adversely affect
the entertainment  industry in general and eSportbike in particular.  In view of
eSportbike's limited financial resources and management availability, eSportbike
will  continue  to  be  at  a  significant  competitive  disadvantage  vis-a-vis
eSportbike's competitors.


<PAGE>



Results of Operations

         From  April  7,  1997  to  July  9,  1999  eSportbike  was an  inactive
corporation.  From July 9, 1999  eSportbike was a development  stage company and
had not begun principal operations. Accordingly,  comparisons with prior periods
are not meaningful.

Liquidity and Capital Resources

         eSportbike  has met its  capital  requirements  through the sale of its
Common Stock .

         Since  eSportbike's   re-activation  in  July  9,  1999,   eSportbike's
principal  capital  requirements  have been the  funding of the  development  of
eSportbike.

         After the completion of its expansion plans,  eSportbike expects future
development and expansion will be financed through cash flow from operations and
other  forms  of  financing  such as the  sale of  additional  equity  and  debt
securities,  capital leases and other credit facilities. There are no assurances
that such  financing  will be  available  on terms  acceptable  or  favorable to
eSportbike.

Government Regulations

         eSportbike is subject to all pertinent  Federal,  State, and Local laws
governing its business.  eSportbike is subject to licensing and  regulation by a
number of authorities in its Province (State) or municipality. These may include
health, safety, and fire regulations.  eSportbike's  operations are also subject
to  Federal  and State  minimum  wage laws  governing  such  matters  as working
conditions and overtime.

Competition

         eSportbike faces competition from a wide variety of sport bike specific
web sites, many of which have  substantially  greater  financial,  marketing and
technological resources than eSportbike.

         The  marketplace  for  Sport  Bike  specific  web sites is still in its
infancy.  Many of the web sites are not commercial,  and the biggest  commercial
sites are almost all strictly  relying on advertisers and not e-commerce  sales.
Several  sites  compete in this  market,  but no one has  emerged as an industry
leader.  We have  identified  competition  in  terms  of  specific  content  and
e-commerce applications that are relevant to our industry.

Employees

         At June 30, 2000, eSportbike had 2 full-time employees.

                           Part II - Other Information

Item 1.  Legal Proceedings.

         eSportbike is not a party to any pending legal proceedings,  and to the
best of eSportbike's  knowledge,  none of eSportbike's assets are the subject of
any pending legal proceedings.

Item 2.  Changes in Securities.

         During the second  quarter of the fiscal year  covered by this  report,
(i)  eSportbike  did not  modify  the  instruments  defining  the  rights of its
shareholders,  (ii) no rights of any  shareholders  were limited or qualified by
any  other  class  of  securities,   and  (iii)  eSportbike  did  not  sell  any
unregistered equity securities.

Item 3.  Defaults Upon Senior Securities.

         During the second quarter of the fiscal year covered by this report, no
material  default has occurred with respect to any  indebtedness  of eSportbike.
Also during this quarter,  no material arrearage in the payment of dividends has
occurred.

Item 4.  Submission of Matters to a Vote of Security Holders.

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

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

All  Exhibits  required  to be filed with the Form  10-QSB are  incorporated  by
reference to eSportbike's previously filed Form 10-SB and Form 10-KSB.

(b)      Reports on Form 8-K.

         There  were no  reports  on Form 8-K  filed by  eSportbike  during  the
quarter ended June 30, 2000.

<PAGE>


                                   SIGNATURES

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


                                            esportbike.com, inc.

                                            By:      "Robert Eyre McLauchaln"
                                               ---------------------------------
                                            Name:    Robert Eyre McLauchlan

                       Title: CEO, Secretary and Director

                                            Dated:   August 30, 2000

                                            By:      "Kent Douglas Courtice"
                                               ---------------------------------
                                            Name:    Kent Douglas Courtice
                                            Title:   President and Director
                                            Dated:   August 30, 2000