<PAGE>   1

===============================================================================




                    U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                        -------------------------------


                                  FORM 10-QSB



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

                  For the quarterly period ended June 30, 2000

                         Commission File No. 000-28243


                                parts.com, Inc.
                                ---------------
             (Exact Name of Registrant as specified in its Charter)


                   NEVADA                                88-0344869
                   ------                                ----------
        (State or Other Jurisdiction                   (IRS Employer
      of Incorporation or Organization)              Identification No.)


            121 EAST FIRST STREET
              SANFORD, FLORIDA                             32771
            ---------------------                        --------
    (Address of Principal Executive Offices)            (Zip Code)


                  Registrant's telephone number:(407) 302-1314

              Former name, former address and former fiscal year,
                       If changed since last report: N/A


Check whether the Registrant (1) has filed all reports to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months
(or for such a 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.

                       [X] YES                [ ] NO



As of July 17, 2000, there were 24,072,091 shares of common stock outstanding.



===============================================================================
<PAGE>   2

PART I.  FINANCIAL INFORMATION


Item 1.  Index to Financial Statements

PARTS.COM, INC. AND SUBSIDIARY
CONSOLIDATED FINANCIAL STATEMENTS                                          Page

Consolidated Balance Sheets at
      June 30, 2000 and December 31, 1999                                   3-4

Consolidated Statements of Operations for the Three and
      Six Months Ended June 30, 2000 and 1999                                 5

Consolidated Statement of Stockholders' Equity for
      the Six Months Ended June 30, 2000                                      6

Consolidated Statements of Cash Flows for the
      Six Months Ended June 30, 2000 and 1999                               7-8

Notes to Consolidated Financial Statements                                 9-13

Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations.                   14-16

Other Information and signatures                                             17




SPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATION

This report contains forward-looking statements within the meaning of the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
Reference is made in particular to the description of our plans and objectives
for future operations, assumptions underlying such plans and objectives, and
other forward-looking statements included in this report. Such statements may
be identified by the use of forward-looking terminology such as "may," "will,"
"expect," "believe," "estimate," "anticipate," "intend," "continue," or similar
terms, variations of such terms or the negative of such terms. Such statements
are based on management's current expectations and are subject to a number of
factors and uncertainties, which could cause actual results to differ
materially from those described in the forward-looking statements. Such
statements address future events and conditions concerning capital
expenditures, earnings, regulatory matters, markets for products and services
and liquidity and capital resources. Actual results in each case could differ
materially from those anticipated in such statements by reason of factors such
as future economic conditions, changes in consumer demand, legislative,
regulatory and competitive developments in markets in which we operate, and
other circumstances affecting anticipated revenues and costs. We expressly
disclaim any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to reflect any
change in our expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based. Additional
factors that could cause such results to differ materially from those described
in the forward-looking statements are set forth in connection with the
forward-looking statement.




                                       2
<PAGE>   3

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMERLY MIRACOM CORPORATION)
                          CONSOLIDATED BALANCE SHEETS


                                     ASSETS




                                                     June 30,      December 31,
                                                       2000            1999
                                                    ----------     ------------
                                                    (unaudited)

CURRENT ASSETS:

    Cash                                            $      535      $ 1,180,833
    Accounts receivable trade, net
       of allowance for doubtful accounts
       $63,885 and $53,885, respectively                34,776           50,597
    Inventory                                           54,589           54,589
    Prepaid expenses and other current
       assets                                          162,763           77,824
                                                    ----------      -----------

         Total Current Assets                          252,663        1,363,843
                                                    ----------      -----------
PROPERTY AND EQUIPMENT, net of
    accumulated depreciation of
    $198,482 and $126,284, respectively                931,408          823,221

DEFERRED LOAN COSTS, net of
    accumulated amortization of
    $17,740 and $10,137, respectively                  240,760          248,363

OTHER ASSETS, net of
    accumulated amortization of
    $630,912 and $235,526, respectively                592,536          415,400

PATENT, net of accumulated amortization
    of $891,250 and $249,550, respectively           5,525,750        6,167,450

EXCESS OF COST OVER FAIR VALUE
    OF NET ASSETS ACQUIRED,
    net of accumulated
    amortization of $613,579
    and $380,266, respectively                       1,719,199        1,952,490
                                                    ----------      -----------

    Total Assets                                    $9,262,316      $10,970,767
                                                    ==========      ===========





                             See Accompanying Notes




                                       3
<PAGE>   4

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMERLY MIRACOM CORPORATION)
                     CONSOLIDATED BALANCE SHEETS, CONTINUED


                      LIABILITIES AND STOCKHOLDERS' EQUITY



                                                  June 30,        December 31,
                                                    2000              1999
                                               ------------       ------------
                                                (unaudited)

CURRENT LIABILITIES:

    Accounts payable and accrued expenses      $    793,224       $    565,814
    Other current liabilities                       262,517            158,352
    Current portion of mortgages payable              1,428              1,428
    Current portion of capitalized leases                --             10,113
    Deferred revenue                                964,721            586,000
                                               ------------       ------------

         Total Current Liabilities                2,021,890          1,321,707

LONG TERM PORTION OF BANK NOTE AND
    MORTGAGES PAYABLE                               396,678            397,976
                                               ------------       ------------

         Total Liabilities                        2,418,568          1,719,683
                                               ------------       ------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:

    Preferred Stock, $.001 par value,
    10,000,000 shares authorized,
    no shares issued and outstanding                     --                 --

    Common Stock, $.001 par value,
    50,000,000 shares authorized,
    24,072,791 and 23,051,206 shares
    issued and outstanding, respectively             24,073             23,051

    Additional paid-in capital                   19,930,241         16,090,049

    Accumulated deficit                         (13,110,566)        (6,862,016)
                                               ------------       ------------

         Total Stockholders' Equity               6,843,748          9,251,084
                                               ------------       ------------
         Total Liabilities and
               Stockholders' Equity            $  9,262,316       $ 10,970,767
                                               ============       ============





                             See Accompanying Notes




                                       4
<PAGE>   5

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMERLY MIRACOM CORPORATION)
                     CONSOLIDATED STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>


                                     Three Months Ended                 Six Months Ended
                                           June 30                           June 30
                                -----------------------------     -----------------------------
                                         (unaudited)                       (unaudited)

                                    2000             1999             2000             1999
                                ------------     ------------     ------------     ------------

<S>                             <C>              <C>              <C>              <C>
NET SALES                       $    336,886     $    379,733     $    382,130     $    831,515

COST OF SALES                        188,856          284,087          469,397          619,631
                                ------------     ------------     ------------     ------------

         GROSS PROFIT (LOSS)         148,030           95,646          (87,267)         211,884
                                ------------     ------------     ------------     ------------
SELLING, GENERAL AND
    ADMINISTRATIVE EXPENSES        1,262,317          575,686        2,912,075        1,072,954

AMORTIZATION                         439,920          109,930          974,767          191,963

DEPRECIATION                          47,111           15,290           72,198           30,476

STOCK BASED COMPENSATION             343,318           25,185        2,179,979          278,185

INTEREST, NET                         14,802           18,637           22,264           22,469

ASSET IMPAIRMENT CHARGE                   --           74,000               --           74,000
                                ------------     ------------     ------------     ------------

         TOTAL EXPENSES            2,107,468          818,728        6,161,283        1,670,047
                                ------------     ------------     ------------     ------------

NET LOSS                          (1,959,338)    $   (723,082)    $ (6,248,550)    $ (1,458,163)
                                ============     ============     ============     ============
BASIC AND DILUTED NET LOSS
    PER COMMON SHARE            $       (.08)    $       (.06)    $       (.27)    $       (.12)
                                ============     ============     ============     ============
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING        23,858,126       12,604,115       23,480,713       12,089,020
                                ============     ============     ============     ============
</TABLE>





                             See Accompanying Notes




                                       5
<PAGE>   6

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMERLY MIRACOM CORPORATION)
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
               FOR THE SIX MONTHS ENDED JUNE 30, 2000 (unaudited)



<TABLE>
<CAPTION>

                                            Common Stock           Additional
                                      -----------------------        Paid In        Accumulated
                                        Shares        Amount         Capital          Deficit          Total
                                      ----------     --------     ------------     ------------     -----------
<S>                                   <C>            <C>          <C>              <C>              <C>

Balance - December 31, 1999           23,051,206     $ 23,051     $ 16,090,049     $ (6,862,016)    $ 9,251,084

Issuance of stock options to
   directors                                  --           --          206,326               --         206,326

Issuance of common stock for cash
   in private placements, net of
   $66,840 in offering costs             778,585          779        1,334,180               --       1,334,959

Issuance of common stock to
   directors                              60,000           60          719,040               --         719,100

Issuance of common stock for
   NASCAR sponsorship                     34,000           34          550,766               --         550,800

Termination of NASCAR sponsorship
   and cancellation of restricted
   shares                                (34,000)         (34)        (550,766)              --        (550,800)

Issuance of common stock for
   services                              183,000          183        1,580,646               --       1,580,829

Net loss for the period                       --           --               --       (6,248,550)     (6,248,550)
                                      ----------     --------     ------------     ------------     -----------

Balance - June 30, 2000               24,072,791     $ 24,073     $ 19,930,241     $(13,110,566)    $ 6,843,748
                                      ==========     ========     ============     ============     ===========

</TABLE>





                             See Accompanying Notes




                                       6
<PAGE>   7

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMERLY MIRACOM CORPORATION)
                     CONSOLIDATED STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>
                                                         Six Months Ended
                                                              June 30
                                                   -----------------------------
                                                      2000              1999
                                                   -----------       -----------
                                                   (unaudited)       (unaudited)
 <S>                                               <C>               <C>

 CASH FLOWS FROM OPERATING
  ACTIVITIES:

 Net loss                                          $(6,248,550)      $(1,458,163)
 Adjustments to reconcile net loss to net
   cash used in operating activities:
      Amortization                                     974,767           191,963
      Depreciation                                      72,198            30,476
      Stock based compensation                       2,179,979           278,185
      Asset impairment charge                               --            74,000

 Changes in operating assets and liabilities:
            Receivables                                 15,821           (71,181)
            Inventory                                       --           (29,105)
            Prepaid expenses and other
                current assets                         (41,439)          129,917
            Deferred revenue                           378,721          (197,500)
            Accounts payable and accrued
                expenses                               242,287           282,353
            Other current liabilities                  104,165           (60,167)
                                                   -----------       -----------
 Net cash used in
      operating activities                          (2,322,051)         (829,222)
                                                   -----------       -----------
CASH FLOWS FROM INVESTING
 ACTIVITIES:

 Payments for property and
      equipment                                       (180,385)         (423,739)
 Payments for other assets                              (1,410)          (21,601)
                                                   -----------       -----------
 Net cash used in
      investing activities                            (181,795)         (445,340)
                                                   -----------       -----------
CASH FLOWS FROM FINANCING
  ACTIVITIES:

   Borrowings under mortgages payable                       --           370,500
   Repayments of other liabilities                          --           (20,000)
   Proceeds from note payable                           23,600                --
   Repayment of note payable                           (23,600)               --
   Repayments of bank and other
        note payable                                    (1,298)          (22,956)
   Repayments of capitalized leases                    (10,113)          (11,971)
   Proceeds from issuance of
        common stock                                 1,334,959           918,524
                                                   -----------       -----------
   Net cash provided by financing
        activities                                   1,323,548         1,234,097
                                                   -----------       -----------

DECREASE IN CASH                                    (1,180,298)          (40,465)

CASH, AT BEGINNING OF PERIOD                         1,180,833            65,509
                                                   -----------       -----------

CASH, AT END OF PERIOD                             $       535       $    25,044
                                                   ===========       ===========

</TABLE>



                                       7
<PAGE>   8

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMERLY MIRACOM CORPORATION)
                CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED


                                                 Six Months Ended
                                                     June 30
                                          ------------------------------
                                             2000               1999
                                          -----------        -----------
                                          (unaudited)        (unaudited)
[S]                                       [C]                [C]

SUPPLEMENTAL DISCLOSURES OF
CASH FLOW INFORMATION:

Cash paid during the period for:
     Interest                               $29,712            $14,366
                                            =======            =======



SUPPLEMENTAL SCHEDULE OF NON
CASH INVESTING & FINANCING
ACTIVITIES:

Six Months Ended June 30, 2000:

Issuance of 60,000 shares of common stock in connection with the appointment of
   two independent directors, in the aggregate amount of $719,100.

Issuance of 130,500 shares of common stock in connection with employment
   contracts and employee bonuses, in the aggregate amount of $1,350,308.

Issuance of 42,500 shares of common stock in payment of $165,089 of consulting
   Fees.

Issuance of 10,000 shares for advertising costs valued at $65,250. At June 30,
   2000, $43,500 of such costs were recorded as a prepaid expense.



Six Months Ended June 30, 1999:

Issuance of 100,000 shares of common stock, valued at $331,870, in payment of
   deferred consulting fees.

Issuance of 600,000 shares of common stock in connection with the acquisition
   of LiveCode, Inc. valued at $1,521,800.

Issuance of 110,000 shares of common stock in payment of deferred loan costs in
   the amount of $258,500.

Issuance of 10,000 shares of common stock in partial payment of the purchase of
   an Internet Domain name in the amount of $30,370.

Issuance of 75,000 shares of common stock in payment of expenses in the amount
   of $75,185.

Excess of fair market value of options to purchase 550,000 shares of common
   stock over their aggregate option price, in the amount of $253,000.





                             See Accompanying Notes




                                       8
<PAGE>   9
                          PARTS.COM, INC. AND SUBSIDIARY
                          (FORMERLY MIRACOM CORPORATION)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

1.       ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES:

                  ORGANIZATION - parts.com, Inc. ("the Company") is a provider
         of Internet-based business and online buying solutions. The Company
         (formerly Miracom Corporation) was incorporated in Nevada on September
         13, 1995, under the name I.E.L.S., Inc., which had no revenue and
         insignificant expenses, assets and liabilities and whose common stock
         was traded on the OTC, Bulletin Board. Effective January 5, 2000, the
         Company changed its name from Miracom Corporation to parts.com, Inc.

                  ACQUISITIONS - Effective September 30, 1998, the Company
         acquired all of the assets and business operations and assumed all of
         the outstanding liabilities of MTV Pinnacle Advertising Group, Inc.
         ("MTV") and United Equity Partners, Inc. ("UEP") in exchange for the
         issuance of an aggregate of 732,000 shares of the Company's Common
         Stock. MTV was engaged in the business of providing full service
         advertising to commercial customers and UEP was engaged in the business
         of providing Internet hardware and software solutions. The purchase
         price was allocated to the assets acquired based upon their estimated
         fair values at the date of acquisition. The excess of the purchase
         price over the fair value of the net assets acquired was approximately
         $811,000 and is being amortized on a straight line basis over 5 years,
         beginning October 1, 1998. The purchase price of $329,400 was
         determined by valuing the 732,000 shares of the Company's Common Stock
         at $.45 per share, which represents a 10% discount from market on the
         date of the acquisition. Market price for the Company's Common Stock
         was determined based upon private sales to unrelated parties, since no
         active trading market existed at that time.

                  On May 28, 1999, the Company acquired all of the assets and
         business operations and assumed all of the outstanding liabilities of
         LiveCode, Inc. ("LiveCode") a closely held corporation in exchange for
         600,000 shares of the Company's Common Stock and a promissory note in
         the original principal amount of $20,000. LiveCode was engaged in the
         business of software development and from its inception through May 28,
         1999, its major source of operating revenues was from services
         performed under one contract for UEP. The purchase price of $1,521,800
         was determined by valuing the 600,000 shares of the Company's Common
         Stock at $2.50 per share, which represents a 10% discount from market,
         based upon the average of the high and low trading prices on the OTC
         Bulletin Board on May 28, 1999, plus the promissory note of $20,000.

                  Approximately $47,000 was distributed to the LiveCode
         stockholders as of the effective date of the acquisition. Subsequent to
         the acquisition, the operations of LiveCode were merged into the
         Company. The excess of the purchase price over the fair value of the
         net assets acquired was $1,521,800 and is being amortized on a straight
         line basis over 5 years beginning June 1, 1999.

                  On October 21, 1999, the Company acquired all of the
         outstanding Common Stock of FlexRadio, Inc. ("Flex") for 6,200,000
         shares of the Company's Common Stock. The majority stockholders of Flex
         were also stockholders, directors and officers of the Company. Under
         the terms of the purchase, the Company obtained the rights to Flex's
         provisional patent application (its sole asset) for a radio frequency
         detection and reporting service for providing real time research. From
         its inception through October 21, 1999, Flex had no significant
         operations. Flex will be able to improve current methods of monitoring
         consumers radio listening habits which to this date, utilizes paper,
         telephone and limited electronic surveys to quantify and tabulate data
         for the advertising industry. Flex intends to provide improved customer
         service by assisting clients in making advertising/media decisions
         which best fit their needs.




                                       9
<PAGE>   10

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMALLY MIRACOM CORPORATION)
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, (unaudited) Continued

                  The purchase price of Flex was based upon an independent
         valuation of the estimated fair value of Flex as of the date of
         acquisition. The 6,200,000 shares were valued at $1.035 per share,
         which represents a 10% discount from the market price per share based
         upon the average high and low trading prices on October 21, 1999 as
         reported on the OTC Electronic Bulletin Board. The total purchase price
         of $6,417,000 was allocated to Flex's provisional patent application
         which represented Flex's sole asset at the date of acquisition.

                  The above acquisitions were accounted for by the purchase
         method of accounting for business combinations. Accordingly, the
         accompanying consolidated statements of operations do not include any
         revenues, costs or expenses related to these acquisitions prior to
         their respective closing dates.

                  INTERIM RESULTS AND BASIS OF PRESENTATION - The unaudited
         financial statements as of June 30, 2000 and for the six month periods
         ended June 30, 2000 and 1999 have been prepared by us and are
         unaudited. In our opinion, the unaudited financial statements have been
         prepared on the same basis as the annual financial statements and
         reflect all adjustments, which include only normal recurring
         adjustments, necessary to present fairly the financial position as of
         June 30, 2000 and the results of our operations and cash flows for the
         six month periods ended June 30, 2000 and 1999. The financial data and
         other information disclosed in these notes to the interim financial
         statements related to these periods are unaudited. The results for the
         six month period ended June 30, 2000 are not necessarily indicative of
         the results to be expected for any subsequent quarter or the entire
         fiscal year ending December 31, 2000. The balance sheet at December 31,
         1999 has been derived from the audited financial statements at that
         date.

                  Certain information and footnote disclosures normally included
         in financial statements prepared in accordance with accounting
         principles generally accepted in the United States have been condensed
         or omitted pursuant to the Securities and Exchange Commission's rules
         and regulations. It is suggested that these unaudited financial
         statements be read in conjunction with our audited financial statements
         and notes thereto for the year ended December 31, 1999 as included in
         our report on Form 10-KSB as filed with the SEC on March 16, 2000.

                  PRINCIPLES OF CONSOLIDATION - The accompanying consolidated
         financial statements at June 30, 2000, include the accounts of the
         Company and its wholly-owned subsidiary Flex. All significant
         intercompany transactions and balances have been eliminated for the
         periods presented.

                  CONTINUED OPERATIONS - The accompanying consolidated financial
         statements have been prepared on a going concern basis, which
         contemplates the realization of assets and satisfaction of liabilities
         in the normal course of business. Since its inception, the Company has
         continued to suffer recurring losses from operations that to date,
         total $13,110,566. At June 30, 2000, the Company had a working capital
         deficit of $1,769,227. These factors among others may indicate the
         Company will be unable to continue as a going concern for a reasonable
         period of time. The accompanying consolidated financial statements do
         not include any adjustments relating to the outcome of this
         uncertainty.




                                       10
<PAGE>   11

                                 PARTS.COM, INC.
                         (FORMALLY MIRACOM CORPORATION)
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, (unaudited) Continued

                  LIQUIDITY AND PLAN OF OPERATIONS - As of June 30, 2000, the
         Company had cash of $535 and a working capital deficit of $1,769,227.

                  The Company's continuation as a going concern is dependent
         upon its ability to generate sufficient cash flow to meet its
         obligations on a timely basis. The Company's primary source of
         liquidity has been from the cash generated by its operations and
         through the private placement of equity and debt securities. The
         Company is presently developing its infrastructure and ramping up
         operations of its main business divisions in order to eventually
         achieve profitable operations. However, there can be no assurance that
         the Company will be successful in achieving profitability or acquiring
         additional capital or that such capital, if available, will be on terms
         and conditions favorable to the Company. Based upon its current
         business plan, the Company believes it will generate sufficient cash
         flow through operations and external sources of capital to continue to
         meet its obligations in a timely manner.

                  REVENUE AND EXPENSE RECOGNITION - Revenues are generally
         recognized when the service has been performed and related costs and
         expenses are recognized when incurred. Contracts for the development of
         software that extend over more than one reporting period are accounted
         for using the percentage-of-completion method of accounting. Revenue
         recognized at the financial statement date under these contracts is
         that portion of the total contract price that costs expanded to date
         bears to the total anticipated final cost, based on current estimates
         of cost to complete. Revisions in total costs and earnings estimates
         during the course of the contract are reflected in the accounting
         period in which the circumstances necessitating the revisions become
         known. At the time a loss on a contract becomes known the entire amount
         of the estimated loss is recognized in the financial statements. Costs
         attributable to contract disputes are carried in the accompanying
         balance sheet only when realization is probable. Amounts received on
         contracts in progress in excess of the revenue earned, based upon the
         percent of completion method, are recorded as deferred revenue and the
         related costs and expenses incurred are recorded as deferred costs.

                  Parts.com transaction fee revenues on wholesale and consumer
         sales are recognized at the time the transaction is completed. Because
         individual sellers, rather than the Company deliver the actual product
         to complete the sale, the Company will have no cost of goods sold,no
         procurement, carrying or shipping costs and no inventory. A substantial
         majority of end user accounts will be settled by directly charging
         credit card numbers provided by sellers. Provisions for estimated
         uncollectible accounts and authorized credits are recorded as
         percentages of revenues at the time of revenue recognition.

                  The Company charges annual territory fees to customers based
         upon each level of distribution and vehicle line that the customer
         purchases. Annual fees are amortized into income over a period of 12
         months commencing after March 31, 2000, and as the customer begins
         fulfilling parts orders for the web site. Unamortized fees are recorded
         as deferred revenue. Sales commissions associated with annual territory
         fees are recorded as prepaid expenses and are charged against income as




                                       11
<PAGE>   12

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMALLY MIRACOM CORPORATION)
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, (unaudited) Continued

         the related revenue is recognized. The Company's e-commerce web site
         became operational on January 23, 2000. During the six months ended
         June 30, 2000, the Company recognized minimal amounts of revenue from
         e-commerce transactions and recorded three months of territory fees.

                  Reallyknow.com revenues and all costs and expenses related to
         sales of Kiosks will be recognized at the time the products are
         delivered. In connection with the implementation of its current
         business plan for ReallyKnow.com which concentrates the Company's
         advertising activities in the e-commerce sector, the Company is no
         longer actively involved in the production of radio and television
         advertising. For the six months ended June 30, 2000 and the period
         ended June 30, 1999, the Company generated gross revenues of
         approximately $20,000 and $600,000, respectively, from the production
         of radio and television media.

2.       MERCHANT ACCOUNT:

                  The Company maintains a merchant account for the electronic
         processing of its transactions with a credit card processor. Pursuant
         to the terms of the account, the Company is required to maintain a
         compensating balance of $100,000 which may be used by the credit card
         processor, if needed. In June 2000, the credit card processing company
         returned the compensating balance to the Company in full.

3.       PREPAID EXPENSES AND OTHER CURRENT ASSETS:

                  In February 2000, the Company, in connection with M&M/Mars
         Incorporated entered into an agreement to be an associate sponsor of a
         NASCAR Winston Cup race car for the entire NASCAR season from February
         17, 2000 through November 19, 2000. The Company made an initial payment
         of $200,000 and was committed to make an additional payment of $200,000
         in May 2000. The Company also issued 34,000 shares of Common Stock,
         valued at $550,800, to Mars Incorporated. The costs were to have been
         amortized over the 2000 NASCAR season. On May 24, 2000, the Company
         terminated its relationship with M&M/Mars. As a result of the
         cancellation of the agreement, the Company cancelled the 34,000 share
         issuance; reduced Prepaid expenses and other current assets by
         $719,000; and reduced Stockholders' Equity by $550,800.

4.       STOCKHOLDERS' EQUITY:

                  The Company has adopted the disclosure-only provisions of SFAS
         No. 123. Accordingly, no compensation expense has been recognized for
         the issuance of stock options to employees, as all options had an
         exercise price at or above market price on the date of issuance. For
         the six months ended June 30, 2000, employees of the Company were
         issued options to purchase a total of 631,000 shares of the Company's
         Common Stock, at exercise prices ranging from $3.00 to $20.00 per share
         expiring March 2005 (unrecognized imputed charge of $5,021,629 or $0.21
         per share, computed using the Black Scholes Model.)




                                       12
<PAGE>   13

                         PARTS.COM, INC. AND SUBSIDIARY
                         (FORMALLY MIRACOM CORPORATION)
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, (unaudited) Continued

5.       RELATED PARTY TRANSACTIONS:

                  During the six months ended June 30, 2000, the Company issued
         a total of 80,000 shares of Common Stock to an officer and a key
         employee in payment of bonuses, at a per share price of $9.90 for an
         aggregate of $792,000.

                  In April 2000, the President loaned the Company $23,600,
         payable on demand and bearing interest at 8%. The Company repaid the
         loan with $41 in interest in April 2000.

                  The carrying value of land, building and improvements at June
         30, 1999, was reduced by $74,000, which amount represented the excess
         of the purchase price of the property over its appraised value at the
         date of purchase. This amount has been included in "asset impairment
         charge." The property was purchased from Stonestreet Investments, Inc.,
         which is owned by three directors, one key employee and a greater than
         5% shareholder of the Company.




















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<PAGE>   14

Item 2.

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

THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S
UNAUDITED FINANCIAL STATEMENTS AND THE NOTES THERETO INCLUDED IN THIS QUARTERLY
REPORT, AS WELL AS THE AUDITED FINANCIAL STATEMENTS AND NOTES THERETO INCLUDED
IN THE COMPANY'S ANNUAL REPORT ON FORM 10-KSB FOR THE YEAR ENDED DECEMBER 31,
1999 AS FILED WITH THE SEC ON MARCH 16, 2000.

Overview

As noted in the Company's Report of Independent Certified Public Accountants
included in the Company's Form 10-KSB for the year ended December 31, 1999, the
Company has experienced significant operating losses and an accumulated deficit
which raise doubt about the Company's ability to continue as a going concern.
The Company incurred additional net losses of $6,248,550 for the six months
ended June 30, 2000 and had an accumulated deficit of $13,110,566 at June 30,
2000. The Company is continuing its efforts to increase its sales volume and
attain a profitable level of operations. However, there is no assurance that the
Company's efforts will be successful. There are many events and factors in
connection with the development of, manufacture and sale of the Company's
products over which the Company has little or no control, including without
limitation, marketing difficulties, lack of market acceptance of our products,
superior competitive products based on future technological innovation and
continued growth of e-commerce businesses. There can be no assurance that future
operations will be profitable or will satisfy future cash flow requirements.

Results of Operations-Six Months Ending June 30, 2000

During the six months ended June 30 2000, total revenues amounted to $382,130
versus last year's revenue of $831,515. The company is in a state of transition
with its expansion focused on its parts.com e-commerce business-to-business
solutions and the further development of its online real-time data gathering
business, ReallyKnow.com. The Company has collected approximately $1.3 million
in annual territory fees from dealerships participating in its e-commerce
initiative. $964,721 of this amount has been recorded as deferred revenue at
June 30, 2000. The launch of the Company's web site occurred in late-January,
2000, and as a result, the Company processed a minimal amount of transactions
for the first six months of the year. As such, the Company began recognizing
these annual territory fees as income on a quarterly basis in April 2000. In
connection with the implementation of its current business plan for
ReallyKnow.com which concentrates the Company's advertising activities in the
e-commerce sector, the Company is no longer actively involved in the production
of radio and television advertising. For the six months ended June 30, 2000 and
the six months ended June 30, 1999, the Company generated gross revenues of
approximately $20,000 and $600,000, respectively, from the production of radio
and television media. Additionally, for the six months ended June 30, 1999, the
Company recognized $198,000 in software development revenue for services
related to a contract that was deferred at December 31, 1998.

The Company generated a gross profit of $211,884 for the six months ended June
30, 1999 compared to a gross loss of $87,267 for the six months ended June 30,
2000. The primary reason for the change from a positive profit margin to a
negative margin is due to the Company focusing its efforts and resources on
selling auto parts over its web site in 2000. Significant expenditures incurred
during the six months ended June 30, 2000 include web site hosting costs and
related telephone, internet and T-1 expenses, as well as technical support
salaries. The Company generated minimal transactions from its web site in the
first and second quarter of 2000 and recognized one quarter worth of related
territory fees. The balance of Territory fees collected through June 30, 2000
have been recorded as deferred revenue and will continue to be amortized as
income on a quarterly basis. The Company has recently seen a steady increase in
its web site transactions and believes that increased site traffic will result
in sales as its product becomes known and gains market acceptance; however there
can be no assurance that such market acceptance shall be attained.




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<PAGE>   15

Operating and other expenses increased $4,491,236 or 269% for the six months
ended June 30, 2000 compared to the same period last year as a result of several
factors. In the six months ended June 30, 2000, the Company spent $195,000 in
marketing and advertising costs in connection with the launch of the web site
parts.com, its e-commerce business-to-business exchange, at the National
Automobile Dealers Association convention in Orlando, Florida. Additionally, the
Company incurred $318,000 in expenses related to its marketing efforts through
NASCAR and its associate sponsorship with M&M's/Mars Incorporated. The Company
also increased its workforce from 18 full-time employees and 0 outside
consultants at June 30, 1999 to 42 full-time employees and 3 full-time
programmer/developer outside consultants at June 30, 2000. Finally, in the six
months ended June 30, 2000, the Company spent more than $150,000 in professional
fees (accounting and legal) directly attributable to becoming a "reporting"
entity with the SEC as a result of new guidelines established by the NASD.
Depreciation and amortization for the six months ended June 30, 2000 rose
$824,526 or 370% to $1,046,965 as a result of amortization of goodwill
associated with the Company's Livecode acquisition (May 1999) and the
acquisition of the FlexRadio patent (October 1999), not prevalent in the same
period in the prior year. Stock based compensation totaled $2,179,979 for the
six months ended June 30, 2000 as compared to $278,185 for the same period last
year reflecting a conservation of cash resources by management.

Liquidity and Sources of Capital

During the six months ended June 30, 2000, the Company's operating cash
requirement was $2,322,051 attributable to a net loss of $6,248,550 mitigated by
non-cash charges for depreciation and amortization ($1,046,965) and stock based
compensation ($2,179,979). The net remaining shortfall was primarily funded by
the net sale of common stock for $1,334,959 and $693,000 in territory fees
received during the six months ended June 30, 2000. Partially offsetting this
funding were capital expenditures of $180,385 and the payment on capitalized
leases of $10,113.

During the six months ended June 30, 1999, the Company's operating cash
requirement was $829,222 attributable to a net loss of $1,458,163 mitigated by
non-cash charges for depreciation and amortization ($222,439) and stock based
compensation ($278,185). The net remaining shortfall was primarily funded by the
net sale of common stock for $918,524. Partially offsetting this funding were
capital expenditures of $423,739 and the payment of capitalized leases and other
debt of $54,927. Stock based compensation valued at $278,185 was used to
conserve cash.

The ability of the Company to satisfy its obligations depends in part on its
ability to reach a profitable level of operations and secure both short and
long-term financing for the development and expansion of its main businesses.
The Company is currently in negotiations with financial institutions and other
private lenders to provide additional funding through equity or debt financing
to fund its current business plan. Without short or long-term financing, in
order to meet its current and future capital needs, the Company will depend on
cash receipts from annual territory fees, fee revenue generated from its
e-commerce web site and proceeds from the sale of additional shares of common
stock. There can be no assurance, however, that the Company will be successful
in obtaining any such additional financing through equity or debt financing.

Changes in securities and use of proceeds

Recent Sales of Unregistered of Securities. The Company issued the following
unregistered securities during the six months ended June 30, 2000:

On January 1, 2000, the Company issued 5,000 shares to Eugene Gramzow, an
accredited investor, in respect of consulting services. The investor was
provided information about the Company or had access to such information, and
the investor was provided opportunities to ask questions of management
concerning the information provided or made available. The investor confirmed in
writing his investment intent, and the certificates for the securities bear a
legend accordingly.

From January 3, 2000 through March 29, 2000, the Company issued a total of
27,500 shares of common stock to 13 employees, one of whom was an accredited
investor, pursuant to employment agreements. The securities were issued in
reliance on Section 4(2) of the Securities Act. The investors were provided
information about




                                       15
<PAGE>   16

the Company or had access to such information, and the investors were provided
opportunities to ask questions of management concerning the information provided
or made available. The investors confirmed in writing their investment intent,
and the certificates for the securities bear a legend accordingly.

On February 11, 2000, the Board of Directors approved the issuance of 34,000
shares of common stock to Mars Incorporated in connection with a NASCAR
promotion. The Company is relying on the exemption from registration provided
under Section 4(6) since Mars Incorporated is an accredited investor, no
advertising or public solicitation was conducted in connection with the
transaction, and the Company filed a notice with the SEC. On May 24, 2000, by
board resolution the Company cancelled the issuance and shares were returned to
treasury.

From February 15, 2000 through March 29, 2000, the Company issued to two
employees a total of 5,500 shares of common stock as bonuses. The securities
were issued in reliance on Section 4(2) of the Securities Act. The investors
were provided information about the Company or had access to such information,
and the investors were provided opportunities to ask questions of management
concerning the information provided or made available. The investors confirmed
in writing their investment intent, and the certificates for the securities bear
a legend accordingly.

From February 28, 2000 through March 22, 2000, the Company issued a total of
60,000 shares of common stock to two directors of the Company, both accredited
investors. The securities were issued in reliance on Section 4(2) of the
Securities Act. The investors were provided information about the Company or had
access to such information, and the investors were provided opportunities to ask
questions of management concerning the information provided or made available.
The investors confirmed in writing their investment intent, and the certificates
for the securities bear a legend accordingly.

On March 29, 2000, the Company issued to Ian Hart, an executive officer of the
Company and as such an accredited investor, and Jon Palazzo, an employee of the
Company, 50,000 shares of common stock and 30,000 shares of common stock,
respectively, as bonuses. The securities were issued in reliance on Section 4(2)
of the Securities Act. The investors were provided information about the Company
or had access to such information, and the investors were provided opportunities
to ask questions of management concerning the information provided or made
available. The investors confirmed in writing their investment intent, and the
certificates for the securities bear a legend accordingly.

From April 7, 2000 through June 7, 2000, the Company sold 778,585 shares of
common stock in private placements to 11 investors (9 of which were accredited)
for net proceeds of $1,334,959 (share prices ranging from $1 to $4). The
securities were issued in reliance on Section 4(2) of the Securities Act. The
investors were provided information about the Company or had access to such
information, and the investors were provided opportunities to ask questions of
management concerning the information provided or made available. The investors
confirmed in writing their investment intent, and the certificates for the
securities bear a legend accordingly.

On April 10, 2000, the Company issued 2,500 shares to Jeffrey Taylor for
consulting services. The securities were issued in reliance on Section 4(2) of
the Securities Act. The investor was provided information about the Company or
had access to such information, and the investors were provided opportunities to
ask questions of management concerning the information provided or made
available. The investor confirmed in writing their investment intent, and the
certificates for the securities bear a legend accordingly.

On April 13, 2000, the Company issued 10,000 shares to an accredited investor,
Mediawise Communications, for consulting services. The securities were issued in
reliance on Section 4(2) of the Securities Act. The investor was provided
information about the Company or had access to such information, and the
investors were provided opportunities to ask questions of management concerning
the information provided or made available. The investor confirmed in writing
their investment intent, and the certificates for the securities bear a legend
accordingly.




                                       16
<PAGE>   17

On April 24, 2000, the Company issued 10,000 shares to an accredited investor,
Richard Lobley, for consulting services. The securities were issued in reliance
on Section 4(2) of the Securities Act. The investor was provided information
about the Company or had access to such information, and the investors were
provided opportunities to ask questions of management concerning the information
provided or made available. The investor confirmed in writing their investment
intent, and the certificates for the securities bear a legend accordingly.

From April 24, 2000 through June 26, 2000, the Company issued a total of 17,500
shares of common stock to 3 employees pursuant to employment agreements. The
securities were issued in reliance on Section 4(2) of the Securities Act. The
investors were provided information about the Company or had access to such
information, and the investors were provided opportunities to ask questions of
management concerning the information provided or made available. The investors
confirmed in writing their investment intent, and the certificates for the
securities bear a legend accordingly.

On June 8, 2000, the Company issued 25,000 shares to an accredited investor,
Anthem Communications, for consulting services. The securities were issued in
reliance on Section 4(2) of the Securities Act. The investor was provided
information about the Company or had access to such information, and the
investors were provided opportunities to ask questions of management concerning
the information provided or made available. The investor confirmed in writing
their investment intent, and the certificates for the securities bear a legend
accordingly.


Item 6.  Exhibits and reports on Form 8-K

None.


                                   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.


                                    PARTS.COM, INC.



     July 18, 2000                  By: /s/ Shawn D. Lucas
                                        ----------------------------------------
                                            Shawn D. Lucas, President

                                        /s/ Ian J. Hart
                                        ----------------------------------------
                                            Ian J. Hart, Chief Financial Officer

















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