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 ended March 31, 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:33-24108D
                                ---------


                                E-BIDD.COM, INC.
                                ----------------
        (Exact name of small business issuer as specified in its charter)





        Minnesota                                       41-0951123
       -----------                                      ----------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)





      555 West Hastings Street, Suite 800, Vancouver, B. C., Canada V6B4N5
      --------------------------------------------------------------------
               (Address of principal executive office) (Zip Code)


                                 (888) 777-0658
                             ----------------------
                           (Issuer's telephone number)


         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 XX           No
                                        --


         The number of outstanding  shares of the issuer's common stock,  $0.001
par value (the only class of voting stock), as of March 31, 2000 was 40,880,778.


<PAGE>




                                TABLE OF CONTENTS

                                     PART I

ITEM 1.  FINANCIAL STATEMENTS..................................................1

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.............2


                                     PART II

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.............................4

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K......................................4


SIGNATURES.....................................................................6

INDEX TO EXHIBITS..............................................................7











                 [THIS SPACE HAS BEEN INTENTIONALLY LEFT BLANK]


<PAGE>



                                     PART 1

ITEM 1.           FINANCIAL STATEMENTS

As used  herein,  the term  "Company"  refers to  E-bidd.com,  Inc., a Minnesota
corporation,  and its subsidiaries and predecessors unless otherwise  indicated.
Consolidated,  unaudited,  condensed  interim financial  statements  including a
balance  sheet for the  Company  as of the  quarter  ended  March  31,  2000 and
statements of operations, and statements of cash flows for the interim period up
to the date of such balance  sheet and the  comparable  period of the  preceding
year are attached hereto as Pages F-1 through F-9 and are incorporated herein by
this reference.






                      [THIS SPACE LEFT BLANK INTENTIONALLY]





                                        1


<PAGE>



E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
BALANCE SHEET (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2000 AND 1999

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


                                                              March 31

ASSETS                                                 2000               1999
                                                     ------               -----
CURRENT ASSETS

Cash                                            $     536,944        $         -
Pre-paids and deposits                                 55,999                  -
                                                ----------------      ----------
TOTAL CURRENT ASSETS                                  623,038                  -
                                                ---------------       ----------
FIXED ASSETS

Furniture and equipment                                12,283                  -
Accumulated amortization                                 (614)                 -
                                                ---------------       ----------
Net                                                    11,669                  -
                                                ---------------       ----------
OTHER ASSETS

Software license                                      290,000                  -
Accumulated amortization                              (19,333)                 -
                                                ---------------       ----------
Net                                                   270,667                  -
                                                ---------------       ----------
TOTAL ASSETS                                    $     905,347                  -
                                                ===============       ==========
CURRENT LIABILITIES

Accounts payable and accrued expenses           $      56,706        $   14,925
                                                ---------------       ----------
TOTAL CURRENT LIABILITIES                              56,706            14,925
                                                ----------------      ----------
STOCKHOLDERS EQUITY (DEFICIT)
(NOTE B)

Common Stock, par value $.001; 100,000,000            40,881                 31
shares authorized; issued and outstanding
40,880,778 and 30,788 at March 31, 2000 and
1999, respectively.
Subscriptions receivable                              30,095                   -
Additional paid in capital                         4,997,905          2,273,155
Deficit at inception date                           (746,875)          (746,875)
Accumulated deficit during development stage      (3,443,243)        (1,541,236)
                                                 -------------      ------------
TOTAL STOCKHOLDERS' EQUITY                           848,668            (14,925)
                                                 -----------        ------------
(DEFICIT)
TOTAL LIABILITIES AND                          $     905,374         $        -
                                                 ===========        ============
STOCKHOLDERS' EQUITY


                        See Notes to Financial Statements

                                       F-1


<PAGE>


<TABLE>

E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT (UNAUDITED)
THREE MONTHS ENDED MARCH 31, 2000 AND 1999, AND
THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE), TO MARCH 31, 2000

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

<CAPTION>

                                                                    Period from March 1,
                                                                    1994 (inception of the
                                                                    development stage)
                                   Three Months Ended March 31      through March 31, 2000
                                      2000              1999
                               --------------     ---------------  ------------------------
COSTS AND EXPENSES
<S>                             <C>                 <C>                <C>
Personnel Costs                  $           -      $        -         $    369,172
Occupancy Costs                          2,091               -               81,942
Professional Fees                       50,672               -              342,850
Computer Costs                               -               -              24, 214
Marketing                                    -               -                9,251
Travel                                   9,738               -               56,335
Consulting                             194,340               -              266,900
Interest and Bank Charges                  647               -                5,362
Office Supplies                          1,533               -                8,654
Communication                            1,116               -               65,244
Insurance                               14,859               -               36,617
Miscellaneous                                -               -                9,599
Transfer Fees                                -               -                7,750
Depreciation and Amortization            7,864               -               39,158
Bad Debt Expense                             -               -                5,400
Website/Internet Expense             1,401,168               -            1,472,514
                               ---------------     -----------     ----------------
TOTAL EXPENSES                       1,684,073               -            2,800,962
                               ===============     ===========     ================
</TABLE>




                            (CONTINUED ON NEXT PAGE)

                        See Notes to Financial Statements

                                       F-2


<PAGE>


<TABLE>

E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF OPERATIONS AND ACCUMULATED  DEFICIT  (UNAUDITED)  (Continued) THREE
MONTHS ENDED MARCH 31, 2000 AND 1999, AND THE PERIOD MARCH 1, 1994 (INCEPTION OF
THE DEVELOPMENT STAGE), TO MARCH 31, 2000

--------------------------------------------------------------------------------
<CAPTION>


                                                                     Period from March 1,
                                                                     1994 (inception of the
                                                                     development stage)
                                   Three Months Ended March 31       through March 31, 2000
                                     2000           1999
                               ---------------   --------------- ----------------------
<S>                           <C>                <C>               <C>
OTHER INCOME (LOSS)
Dissolution of Corp Reports                  -               -             (503,507)
Other                                        -               -             (138,774)
                               ---------------   --------------     -----------------
                                             -               -             (642,281)
NET EARNINGS (LOSS)                 (1,684,073)              -           (3,443,243)
ACCUMULATED DEFICIT:
Beginning                            2,506,045      (2,288,111)            (746,875)
                               ---------------   ---------------    ------------------
Ending                         $    (4,190,118)   $ (2,288,111)       $  (4,190,118)
                               ===============   ===============    ==================
BASIC/DILUTED LOSS PER         $         (0.13)   $          -
SHARE (Note A)
                               ===============   ===============
</TABLE>








                        See Notes to Financial Statements

                                       F-3


<PAGE>


<TABLE>

E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED)
PERIOD FROM MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE), TO MARCH 31, 2000

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

<CAPTION>

                                                                Existing deficit    Deficit acc-
                           Common Stock                          at inception of       umulated          Total
                           Number of             Additional Paid   development       during devel-    Stockholders'
                           Shares       Amount     in Capital        stage            opment stage      Equity
__________________________________________________________________________________________________________________________
BEGINNING
BALANCE
<S>                     <C>           <C>        <C>             <C>               <C>              <C>
at inception of
development,
March 1, 1994                  201    $     -    $   746,875      $    (746,875)    $         -      $       -

Shares issued                  720          1          1,799

Net loss for period
ending 12/31/94                                                                           (1,800)

BALANCES
                        ----------    -------    -----------       -------------    -------------    ----------
December 31,
1994                           921          1        748,674           (746,875)          (1,800)            -

Shares issued                                                                                   -

Net loss for period
ending 12/ 31/95

BALANCES
                        ----------    -------    -----------      --------------    -------------    ----------
December 31,
1995                           921          1        748,674           (746,875)          (1,800)            -

Shares issued                   90          -         28,500

Net loss for period                                                                      (50,165)
ending 12/31/96

BALANCES
                        ----------    -------    -----------      --------------    -------------    ----------
December   31,
1996                         1,011          1        777,174           (746,875)         (51,965)      (21,665)

Shares issued               14,492         15        258,536

Net loss for period                                                                     (174,022)
ending 12/13/97
</TABLE>


                                            (Continued onto next page)

                                          See Notes to Financial Statements

                                                           F-4


<PAGE>


<TABLE>

E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF STOCKHOLDERS' EQUITY  (UNAUDITED) (CONTINUED)
PERIOD FROM MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE), TO MARCH 31, 2000

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

<CAPTION>

                                                                   Existing deficit      Deficit acc-
                             Common Stock                          at inception of         umulated             Total
                       Number of                 Additional Paid      development        during devel-       Stockholders'
                        Shares         Amount      in Capital           stage            opment stage           Equity

BALANCES
                     -------------  ----------- ----------------    ----------------    -----------------    --------------
<S>                    <C>          <C>          <C>            <C>                <C>                  <C>
December 31,
1997                        15,503         16      1,035,710           (746,875)            (225,987)           62,864
Shares issued               15,275         15      1,237,445
Net loss for
period ending
12/31/98                                                                                  (1,315,249)
BALANCES

                     -------------  ---------   ------------    ----------------    -----------------    --------------
December 31,
1998                        30,778         31      2,273,155           (746,875)          (1,541,236)          (14,925)
Shares issued:                                             -
Net loss for
period ending
3/31/99                                                                                             -
BALANCES

                     -------------  ---------   ------------    ----------------    -----------------    --------------
March 31, 1999              30,778         31      2,273,155           (746,875)          (1,541,236)          (14,925)
Shares issued
Shares issued to
acquire license         10,000,000     10,000        290,000
Shares issued for

cash                     6,590,000      5,590        207,010
net loss for period
ending 12/31/99                                                                             (217,934)
BALANCES

                     -------------  ---------   ------------    ----------------    -----------------    --------------
December 31,           $16,620,778    $16,521     $2,770,165          $(746,875)         $(1,759,170)         $280,741
1999
</TABLE>

                                                  (Continued onto next page)

                                               See Notes to Financial Statements

                                                             F-5


<PAGE>



<TABLE>
E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF STOCKHOLDERS' EQUITY  (UNAUDITED) (CONTINUED)
PERIOD FROM MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE), TO MARCH 31, 2000
---------------------------------------------------------------------------------
<CAPTION>


                                                                  Existing deficit    Deficit acc-
                            Common Stock                         at inception of       umulated              Total
                        Number of                Additional Paid   development        during devel-       Stockholders'
                         Shares       Amount       in Capital        stage            opment stage          Equity
                     -------------  ----------- ---------------- ---------------    -----------------    --------------
<S>                     <C>         <C>           <C>            <C>                  <C>               <C>

Shares issued

Shares issued in
exchange for
extended business
model                   20,000,000     20,000      1,380,000
Shares issued in
exchange for
services                    60,000         60         11,940
Shares issued for
cash                     4,200,000     4,2000        835,800
Net loss for
period ending
3/31/00                                                                                   (1,684,073)
BALANCES
                     ------------- ----------   ------------    ----------------    -----------------    --------------
March 31, 2000          40,880,778  $  40,881    $ 4,997,905      $    (746,875)        $ (3,443,243)         $ 848,668
                     ============= ==========   ============    ================    =================    ==============
</TABLE>











                                       See Notes to Financial Statements

                                                    F-6


<PAGE>


<TABLE>

E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF CASH FLOWS (Unaudited)
THREE MONTHS ENDED MARCH 31, 2000 AND 1999, AND

THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE), TO MARCH 31, 2000

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


<CAPTION>

                                                                                        Period from March 1, 1994
                                                                                      (Inception of the development
                                                      Year Ended December 31,          stage) though March 31, 2000
                                                    2000                  1999
                                             -----------------     -----------------    ---------------------
<S>                                           <C>                 <C>                      <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:

Net earnings (loss)                              $ (1,684,073)      $       -                $   (3,443,243)

Adjustment to reconcile net earnings
(loss) to net cash used by operating
activities

Depreciation and amortization                            7,864              -                        39,158

Shares issued in exchange for extended
business model charged to
Website/Internet expenses                            1,400,000              -                     1,400,000

Shares issued in exchange for services
charged to Professional fees                            12,000              -                        12,000

Abandonment of furniture and office
equipment                                                    -              -                        30,809

Write-off goodwill                                           -              -                       464,831

CHANGES IN CURRENT ASSETS
AND CURRENT LIABILITIES:

(Increase) decrease in current assets:

Pre-paids and deposits                                (55,999)              -                       (55,999)
(Increase) decrease in current liabilities

Accounts payable and accrued expenses                   51,706              -                        56,706
                                             -----------------     ----------           ---------------------
NET CASH USED FOR OPERATING
ACTIVITIES                                           (298,597)              -                    (1,525,833)
                                             -----------------     ----------           ---------------------
</TABLE>

                                                (Continued on next page)

                                            See Notes to Financial Statements

                                                            F-7


<PAGE>


<TABLE>

E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
STATEMENT OF CASH FLOWS (Unaudited) (Continued)
THREE MONTHS ENDED MARCH 31, 2000 AND 1999, AND

THE PERIOD MARCH 1, 1994 (INCEPTION OF THE DEVELOPMENT STAGE), TO MARCH 31, 2000

--------------------------------------------------------------------------------
<CAPTION>


                                                                                       Period from March 1, 1994
                                                                                     (Inception of the development
                                                     Year Ended December 31             stage) though March 31 2000
                                                     ---------------------
                                                   2000                    1999
                                            ------------------       ----------------      -----------------
<S>                                        <C>                     <C>                   <C>
CASH FLOWS FROM INVESTING
ACTIVITIES:
Acquisition of furniture and equipment                (12,283)                      -               (62,303)
Acquisition of software license                              -                      -                      -
(Purchase) of goodwill                                                                             (464,831)
                                            ------------------       ----------------      -----------------
NET CASH (USED) FOR
INVESTING ACTIVITIES                                  (12,283)                      -              (527,134)
                                            ------------------       ----------------      -----------------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Sale of common stock                                   840,000                      -              2,589,911
Common stock subscriptions                              30,095                      -                      -
                                            ------------------       ----------------      -----------------
NET CASH PROVIDED BY
FINANCING ACTIVITIES                                   840,000                      -              2,589,911
                                            ------------------       ----------------      -----------------
NET INCREASE (DECREASE) IN
CASH                                                   529,120                      -                536,944
CASH, beginning of period                                7,824                      -                      -
                                            ------------------       ----------------      -----------------
CASH, end of period                             $      536,944           $          -         $      536,944
                                            ==================       ================      =================
</TABLE>
Supplemental Disclosure:
                                                                    2000
                                                                    ----

         Noncash investing and financing activities
                  Shares issued in exchange for extended
                      business model                           $ 1,400,000
                                                               ===========
                  Shares issued in exchange for services       $    12,000
                                                               ===========

     No  significant  amounts of  interest or taxes were paid during the periods
     shown above.

                                         See Notes to Financial Statements

                                                         F-8


<PAGE>



E-BIDD.COM, INC.
(FORMERLY IMAGE PHOTO SYSTEMS, INC.)
(A COMPANY IN THE DEVELOPMENT STAGE)
REPORT ON REVIEW OF FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 2000 AND 1999
--------------------------------------------------------------------------------


1.  Basis of Presentation

The accompanying unaudited financial statements have been prepared by management
in  accordance  with the  instructions  in Form  10-QSB and,  therefore,  do not
include all information and footnotes required by generally accepted  accounting
principals  and should,  therefore,  be read in  conjunction  with the Company's
Annual Report to  shareholders on Form 10-KSB for the fiscal year ended December
31, 1999. These statements do include all normal recurring adjustments which the
Company  believes  necessary  for a fair  presentation  of the  statements.  The
interim operations results are not necessarily indicative of the results for the
full year ended December 31, 2000.

2.  Common stock

On  January  18,  2000,  e-bidd  conducted  a  private  placement  comprised  of
twenty-two  non-U.S.  residents  and four  U.S.  residents,  in the  amounts  of
$500,000 and $352,000 for total gross proceeds of $852,000 to be used as general
working capital. These total gross proceeds bought 4,260,000 units at a price of
$.20 per unit.  Each unit  consists of one share  ("Share")  of common  stock of
e-bidd and one  warrant to  purchase an  additional  share of common  stock at a
price of $.30 for a period of one year from the date of  issuance  ("First  Hold
Period")  and at a price of $.50 for a  period  of one year  from the end of the
First Hold Period ("Second Hold Period").

On March 1, 2000, in a unanimous  board meeting vote,  with Mr.  Raymond  Dabney
abstaining,  the board approved the issuance of 20,000,000  restricted shares of
e-bidd's common stock valued at $1,400,000 to Raymond Dabney in exchange for the
Extended Business Model of e-bidd.com

3.  Additional footnotes included by reference

Except  as  indicated  in the Notes  above,  there  have been no other  material
changes in the information disclosed in the financial statements included in the
Company's  Annual  Report on Form 10-KSB for the year ended  December  31, 1999.
Therefore, those footnotes are included herein by this reference.

                                       F-9


<PAGE>



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

General

As used herein the terms "e-bidd" and "e-bidd.com" refers to e-bidd.com, Inc., a
Minnesota  corporation,  its subsidiaries and  predecessors,  unless the context
indicates otherwise.  Investors should be aware that a potential conflict exists
between e-bidd and another totally  separate and unrelated  company by a similar
name, www.Ebid.com, that also operates as an Internet auction site. E-bidd is in
the process of changing its name to resolve this  potential  conflict.  On April
24, 2000, e-bidd announced a proposed name change to XRAYMEDIA.COM.

E-bidd's principal  business,  at present, is a general media Internet supersite
portal currently under development. The website, XRAYMEDIA.COM,  when completed,
will be comprised of a main general media supersite  portal that will branch out
into  three  media  specific  portals:  Buy & Sell  Services;  Public  Relations
Services;  and Advertising Agency Services.  E-bidd intends to sell conventional
media  advertising  space,  online  advertising,   and  advertising  and  public
relations services via its Internet site.

E-bidd intends the general media  supersite to be geared towards the business of
selling  conventional media advertising space, online  advertising,  advertising
agency services and public relations services.  Clients will be able to access a
host of  services  via the  supersite,  including  the  purchase  of  radio  and
television  advertising  time in 10 major  U.S.  markets,  creative  advertising
services and public relations  services that cater to financial,  technology and
real estate clients.  Subsequent phases will be intended to usher in the ability
to  buy  media  online  in  a  larger  seclection  of  markets,   online  banner
advertising,  added  interactivity  functions,  and a range of other content and
media related  services for  registered  users.  Accordingly,  e-bidd intends on
hosting real-time  Internet-based auctions that provide media buyers and sellers
with an online exchange of advertising space at market driven prices.

A material risk that is apparent to e-bidd and its shareholders  is,  primarily,
that it has yet to produce a product. E-bidd launched its general media Internet
supersite on April 24, 2000. The launch of this supersite  constitutes Phase 1of
a  multi-phased  sequence  that is  intended  to see the  unfolding  of e-bidd's
extended  business  model.  The risk to  shareholders is that the launch of this
website  does not  operate  as  anticipated  and that the  software  that  these
websites feature may be perceived as having a limited life.

Plan of Operation

E-bidd's  plan of  operation  for the  remainder  of the year 2000  consists  of
assembling partners and technology that it hopes will enable it to engage in the
business of selling  conventional media advertising space,  online  advertising,
and   advertising  and  public   relations   services  via  its  Internet  site.
Additionally,  E-bidd launched its general media Internet supersite on April 24,
2000 and it  intends  to roll out the other  phases of the site  during the year
2000.

Results of Operations

Sales

E-bidd has not generated any revenues from operations for the periods covered by
this Form 10-QSB.

Losses

Net losses for the quarter ended March 31, 2000,  increased to $1,684,073 from $
0 for the quarter  ended March 31, 1999.  The  increase in losses was  primarily
attributable to website development.

E-bidd expects to continue to incur losses at least through fiscal year 2000 and
there can be no assurance that e-bidd will achieve or maintain  profitability or
that revenues will be generated or that growth can be sustained in the future.

                                        2


<PAGE>



Expenses

General  and  administrative  expenses  for the quarter  ended  March 31,  2000,
increased  to  $1,684,073  from $ 0 for the quarter  ended March 31,  1999.  The
substantial  increase in general and administrative  expenses were the result of
website development.

Depreciation and amortization  expenses for the quarter ended March 31, 2000 and
March 31, 1999 were $7,864 and $ 0, respectively.

Liquidity and Capital Resources

Cash flows  generated  by  operations  were a negative  $298,597 for the quarter
ended March 31, 2000, and $ 0 for the quarter ended March 31, 1999. The increase
in  negative  cash flows for the  quarter  ended  March 31,  2000 are  primarily
attributable to website development.

Cash flows  generated by investing  activities  were a negative  $12,283 for the
quarter ended March 31, 2000,  and $ 0 for the quarter ended March 31, 1999. The
increase  in  negative  cash  flows for the  quarter  ended  March 31,  2000 are
primarily attributable to the acquisition of furniture and equipment.

Cash flows  generated  from  financing  activities  was $840,000 for the quarter
ended  March 31, 2000 and $ 0 for the quarter  ended  March 31,  1999.  E-bidd's
financing  activities  primarily  consisted of the sale of the  e-bidd's  common
stock pursuant to private placements.

E-bidd has funded its cash needs over the  periods  covered by this Form  10-QSB
through the issuance of its common stock for cash. E-bidd  anticipates that this
is  sufficient  working  capital to cover its cash  needs  over the next  twelve
months.

On  January  18,  2000,  e-bidd  conducted  a  private  placement  comprised  of
twenty-two  non-U.S.  residents  and four  U.S.  residents,  in the  amounts  of
$500,000 and $352,000 for total gross proceeds of $852,000 to be used as general
working capital. These total gross proceeds bought 4,260,000 units at a price of
$.20 per unit.  Each unit  consists of one share  ("Share")  of common  stock of
e-bidd and one  warrant to  purchase an  additional  share of common  stock at a
price of $.30 for a period of one year from the date of  issuance  ("First  Hold
Period")  and at a price of $.50 for a  period  of one year  from the end of the
First Hold Period ("Second Hold Period").

Capital Expenditures

E-bidd made no significant  capital  expenditures  on property or equipment over
the periods  covered by this report.  The only planned  capital  expenditure  is
computer equipment. E-bidd has budgeted $125,000 for this expenditure.

As of March 2000,  e-bidd's  website was in its review stage and it was launched
on April 24,  2000.  E-bidd's  estimated  cash  requirements  are  approximately
$475,000  annually.  The majority of e-bidd's cash requirements will be used for
personnel costs and professional fees.

Income Tax Expense (Benefit)

E-bidd has net operating loss carry forwards of  approximately  $2,100,000 which
will expire in 2013 and 2014.

Impact of Inflation

E-bidd  believes that inflation has had a negligible  effect on operations  over
the past three years. E-bidd believes that it can offset inflationary  increases
in the cost of materials and labor by increasing  sales and improving  operating
efficiencies.

                                        3


<PAGE>



Year 2000 Compliance

As of the date of filing this Form 10-QSB,  e-bidd has not  experienced  any Y2K
computer problems.

                                     PART II

ITEM 2.           CHANGES IN SECURITIES AND USE OF PROCEEDS


On  January  18,  2000,  e-bidd  conducted  a  private  placement  comprised  of
twenty-two  non-U.S.  residents  and four  U.S.  residents,  in the  amounts  of
$500,000 and $352,000 for total gross proceeds of $852,000 to be used as general
working capital. These total gross proceeds bought 4,260,000 units at a price of
$.20 per unit.  Each unit  consists of one share  ("Share")  of common  stock of
e-bidd and one  warrant to  purchase an  additional  share of common  stock at a
price of $.30 for a period of one year from the date of  issuance  ("First  Hold
Period")  and at a price of $.50 for a  period  of one year  from the end of the
First  Hold  Period  ("Second  Hold  Period").  4,000,000  shares  were  sold to
twenty-two  different  investors in reliance upon Regulation S promulgated under
the  Securities  Act of 1933.  250,000  shares  were  issued to three  different
investors in reliance  upon Rule 506 of  Regulation D of the  Securities  Act of
1933.  Additionally,  10,000  shares  were issued to Chapin  Wilson  pursuant to
ss.4(2) of the Securities Act of 1933 in consideration of his services  rendered
to e-bidd.

On March 1,  2000,  in a  unanimous  vote of the  board of  directors,  with Mr.
Raymond  Dabney  abstaining,  the board  approved  the  issuance  of  20,000,000
restricted shares of e-bidd's common stock to Raymond Dabney in exchange for the
Extended  Business  Model of  e-bidd.com.  The shares  were  issued  pursuant to
ss.4(2) of the  Securities  Act of 1933 and valued at  $1,400,000.  The Extended
business  model is to  include a full  range of media  services  via a brand new
Internet media supersite  including  assembling the partners and technology that
would  enable  e-bidd to engage in the  business of selling  conventional  media
advertising  space,  online  advertising,  and  advertising  agency  and  public
relations  services via a new Internet website.  E-bidd made this offering based
on the following factors:  (1) the issuance was an isolated private  transaction
by  e-bidd  which  did not  involve  a public  offering;  (2) there was only one
offeree who was an officer  and/or  director of e-bidd;  (3) the offeree did not
resell  the  stock;  (4) there  were no  subsequent  or  contemporaneous  public
offerings  of the  stock;  (5)  the  stock  was not  broken  down  into  smaller
denominations;  and (6) the  negotiations  for the sale of the stock  took place
directly between the offeree and e-bidd.

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits Exhibits required to be attached by Item 601 of Regulation S-B
    are listed in the Index to Exhibits on page 7 of this Form 10-QSB,  and
    are incorporated herein by this reference.

(b) Reports on Form 8-K.   No reports were filed on Form 8-K during the quarter.
    -------------------





                      [THIS SPACE LEFT BLANK INTENTIONALLY]

                                        4


<PAGE>



                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 18th day of May 2000.

e-bidd.com, Inc.,

                                                        May 18, 2000
   /s/ Raymond Dabney
----------------------
Raymond Dabney

President, Chief Executive Officer and Director

                                                                               6


<PAGE>



                                INDEX TO EXHIBITS

INDEX TO EXHIBITS

Exhibit

No.       Page No.      Description

2(a)         *      Articles of Merger and Plan and of Merger,  Port Industries,
                    Inc.  March 1, 1994  (incorporated  herein by reference from
                    Exhibit  No.  2(a) to e-bidd's  Form  10-KSB/A  for the year
                    ended  December  31,  1999 and filed  with the SEC on May 8,
                    2000).

3(i)(a)      *      Articles  of   Incorporation   of  Port   Industries,   Inc.
                    (incorporated  herein by reference  from Exhibit No. 3(i)(a)
                    to e-bidd's  Form  10-KSB/A for the year ended  December 31,
                    1999 and filed with the SEC on May 8, 2000).

3(i)(b)      *      Articles of Amendment Of Articles Of  Incorporation  Of Port
                    Industries,  Inc. dated October 28, 1969  authorizing  total
                    number of shares to be 30,000 at $10.00 each.  (incorporated
                    herein by  reference  from  Exhibit No.  3(i)(b) to e-bidd's
                    Form 10-  KSB/A for the year  ended  December  31,  1999 and
                    filed with the SEC on May 8, 2000).

3(i)(c)      *      Articles of Amendment Of Articles Of  Incorporation  Of Port
                    Industries,  Inc. dated March 6, 1972 authorizing the number
                    of shares to be 1,000,000 at $.10 each. (incorporated herein
                    by reference  from Exhibit No.  3(i)(c) to e-bidd's Form 10-
                    KSB/A for the year ended  December  31,  1999 and filed with
                    the SEC on May 8, 2000).

3(i)(d)      *      Minnesota  Secretary  Of  State  Amendment  Of  Articles  Of
                    Incorporation  (Digital  Reporting Inc.  changes its name to
                    Cyberguides   International,   Inc.,  September  30,  1997).
                    (incorporated  herein by reference  from Exhibit No. 3(i)(d)
                    to e-bidd's  Form  10-KSB/A for the year ended  December 31,
                    1999 and filed with the SEC on May 8, 2000).

3(i)(e)      *      Minnesota  Secretary  Of  State  Amendment  Of  Articles  Of
                    Incorporation (Cyberguides International,  Inc., changes its
                    name to AJA Merchant Banking Corporation February 10, 1998).
                    (incorporated  herein by reference  from Exhibit No. 3(i)(e)
                    to e- bidd's Form  10-KSB/A for the year ended  December 31,
                    1999 and filed with the SEC on May 8, 2000).

3(i)(f)      *      Minnesota  Secretary  Of  State  Amendment  Of  Articles  Of
                    Incorporation (AJA Merchant Banking  Corporation changes its
                    name  to  Image  Photo  Systems,  Inc.  December  3,  1998).
                    (incorporated  herein by reference  from Exhibit No. 3(i)(f)
                    to e- bidd's Form  10-KSB/A for the year ended  December 31,
                    1999 and filed with the SEC on May 8, 2000).

3(i)(g)      *      Minnesota  Secretary  Of  State  Amendment  Of  Articles  Of
                    Incorporation (Image Photo systems, Inc. changes its name to
                    e-bidd.com,  Inc., September 16, 1999). (incorporated herein
                    by reference  from Exhibit No.  3(i)(g) to e-bidd's Form 10-
                    KSB/A for the year ended  December  31,  1999 and filed with
                    the SEC on May 8, 2000).

3(i)(h)      *      Articles  Of  Incorporation  Of Image  Photo  Systems,  Inc.
                    (incorporated  herein by reference  from Exhibit No. 3(i)(h)
                    to e-bidd's  Form  10-KSB/A for the year ended  December 31,
                    1999 and filed with the SEC on May 8, 2000).

                                        7


<PAGE>


INDEX TO EXHIBITS   (Continued)

Exhibit

No.       Page No.     Description


3(ii)(a)       *    By-Laws of Port  Industries,  Inc.  (incorporated  herein by
                    reference  from  Exhibit  No.   3(ii)(a)  to  e-bidd's  Form
                    10-KSB/A for the year ended December 31, 1999 and filed with
                    the SEC on May 8, 2000).

3(ii)(b)       *    By-laws of Image Photo Systems, Inc. (incorporated herein by
                    reference  from  Exhibit  No.   3(ii)(b)  to  e-bidd's  Form
                    10-KSB/A for the year ended December 31, 1999 and filed with
                    the SEC on May 8, 2000).

27                    Financial Data Schedule "CE"


















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