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

                                   FORM 10-QSB

               [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 Exchange Act.

                            COMMISSION FILE NUMBER 0-27837

                            LAKSHMI ENTERPRISES, INC.
                     --------------------------------------
        (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

                    DELAWARE                             95-4738432
                    --------                             ----------
         (STATE OR OTHER JURISDICTION OF              (I.R.S. EMPLOYER
          INCORPORATION OR ORGANIZATION)             IDENTIFICATION NO.)

              4275 EXECUTIVE SQUARE SUITE 1100, LA JOLLA, CA 92037
        ----------------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (858) 558-8450
                                 --------------
                           (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  X    NO
                             ---      ---

     As of May 8, 2000, there were 2,000,000 shares of Common Stock,  $0.001 par
value, of the issuer outstanding.

            Transitional Small Business Disclosure Format (check one)

                         YES       NO  X
                             ---      ---

<PAGE>


                            LAKSHMI ENTERPRISES, INC.
                         (A DEVELOPMENT STAGE COMPANY)

                                      INDEX

         PART I. FINANCIAL INFORMATION                            PAGE NUMBER

           Item 1. Financial Statements

              BALANCE SHEET AS OF MARCH 31, 2000                       2

              STATEMENT OF OPERATIONS FOR THE THREE
              MONTHS ENDED MARCH 31, 2000 AND FOR THE
              PERIOD FROM MAY 9, 1997 (INCEPTION) TO
              MARCH 31, 2000                                           3

              STATEMENT OF CASH FLOWS FOR THE THREE
              MONTHS ENDED MARCH 31, 2000 AND FOR THE
              PERIOD FROM MAY 9, 1997 (INCEPTION) TO
              MARCH 31, 2000                                           4

              NOTES TO FINANCIAL STATEMENTS                            5-7


           Item 2. Management's Discussion and Analysis of
                    Financial Condition and Results of Operations     8

         PART II. OTHER INFORMATION

               Item 5. Other Information                              8

               Item 6. Exhibits and Reports filed on Form 8-K         9

                        Signatures                                   10

                                       1

<PAGE>


PART I    FINANCIAL INFORMATION

Item 1.   Financial Statements


                     LAKSHMI ENTERPRISES, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                           BALANCE SHEET


                                    ASSETS

                                                                   March 31,
                                           December 31,              2000
                                                1999              (Unaudited)
                                           ----------------      --------------

TOTAL ASSETS                             $           -         $         -
------------                               ================      ==============




             LIABILITIES AND STOCKHOLDERS' DEFICIENCY

LIABILITIES
  Loan payable to stockholder            $          7,539      $       15,689
                                           ----------------      --------------

STOCKHOLDERS' DEFICIENCY

  Preferred stock, $0.001 par value,
   8,000,000 shares authorized, none
   issued and outstanding                            -                   -
  Common stock, $0.001 par value,
   100,000,000 shares authorized,
   2,000,000 issued and outstanding                 2,000               2,000
  Additional paid-in capital                       18,010              18,010
  Accumulated deficit during
  development stage                               (27,549)            (35,699)
                                           ----------------      --------------

TOTAL STOCKHOLDERS' DEFICIENCY                     (7,539)            (15,689)
                                           ----------------      --------------

TOTAL LIABILITIES AND STOCKHOLDERS'
------------------------------------
  DEFICIENCY                             $           -         $         -
  ----------                               ================      ==============






          See accompanying notes to financial statements

                                       2

<PAGE>


                     LAKSHMI ENTERPRISES, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                      STATEMENT OF OPERATIONS
                            (UNAUDITED)


                                                 MAY 9, 1997
                                                 (INCEPTION)      FOR THE THREE
                                                TO MARCH 31,       MONTHS ENDED
                                                    2000          MARCH 31, 2000
                                                --------------    --------------

REVENUES                                      $         -       $          -
                                                --------------    --------------

EXPENSES

  Accounting fees                                      6,000              2,000
  Bank charges                                           161               -
  Consulting fees                                     13,888               -
  Legal fees                                          10,250              3,000
  Rent                                                 3,900              2,400
  Office supplies                                        750                750
  Stock transfer fee                                     750               -
                                                --------------    --------------

NET LOSS                                      $      (35,699)   $        (8,150)
--------
                                                ==============    ==============

  Net loss per share - basic and diluted      $        (0.03)   $        (0.004)
                                                ==============    ==============

  Weighted average number of shares
   outstanding during the period -
   basic and diluted                               1,352,195          2,000,000
                                                ==============    ==============











          See accompanying notes to financial statements

                                       3

<PAGE>


                     LAKSHMI ENTERPRISES, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                      STATEMENT OF CASH FLOWS
                            (UNAUDITED)




                                              MAY 9, 1997         FOR THE THREE
                                            (INCEPTION) TO        MONTHS ENDED
                                            MARCH 31, 2000       MARCH 31, 2000
                                           ------------------    ---------------

Cash flows from operating activities
  Net loss                               $          (35,699)   $         (8,150)
  Decrease in accounts receivable                        10                -
                                           ------------------    ---------------
  Net cash used in operating activities             (35,689)             (8,150)

Cash flows from financing activities
  Proceeds from issuance of common
  stock                                              20,000                -
  Loan proceeds from principal
  stockholder                                        15,689               8,150
                                           ------------------    ---------------

  Net cash provided by financing
  activities                                         35,689               8,150
                                           ------------------    ---------------

NET INCREASE IN CASH                                   -                   -

CASH AND CASH EQUIVALENTS - BEGINNING                  -                   -
                                           ------------------    ---------------

CASH AND CASH EQUIVALENTS - ENDING       $             -       $           -
                                           ==================    ===============














          See accompanying notes to financial statements

                                       4

<PAGE>


                     LAKSHMI ENTERPRISES, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO FINANCIAL STATEMENTS
                       AS OF MARCH 31, 2000


NOTE  1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           (A)Organization and Description of Business

              Lakshmi  Enterprises,  Inc. (a  development  stage  company)  (the
              "Company")  was  incorporated  in the State of  Delaware on May 9,
              1997 to serve as a vehicle to effect a merger, exchange of capital
              stock, asset acquisition or other business  combination.  At March
              31, 2000,  the Company had not yet commenced  any formal  business
              operations,  and all  activity  to date  relates to the  Company's
              formation and fund raising,

              The Company's  ability to commence  operations is contingent  upon
              its ability to identify a  prospective  target  business and raise
              the  additional  capital it will  require  through the issuance of
              equity   securities,   debt  securities,   bank  borrowings  or  a
              combination thereof.

           (B) Basis of Presentation

              The accompanying unaudited financial statements have been prepared
              in accordance with generally accepted accounting  principles,  and
              the  rules  and   regulations   of  the  Securities  and  Exchange
              Commission for interim financial information. Accordingly, they do
              not  include all the  information  necessary  for a  comprehensive
              presentation of financial position and results of operations.

              It is management's opinion,  however that all material adjustments
              (consisting of normal recurring  adjustments) have been made which
              are necessary for a fair financial  statements  presentation.  The
              results for the interim period are not  necessarily  indicative of
              the results to be expected for the year.

              In addition,  the accompanying financial statements do not include
              the  statement  of  operations  or cash flows for the three months
              ended March 31, 1999 since the  Company was  inactive  during this
              period.

              For further  information,  refer to the financial  statements  and
              footnotes  included  in the  Company's  Form  10-SB/A for the year
              ended December 31, 1999.

                                       5

<PAGE>


                     LAKSHMI ENTERPRISES, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO FINANCIAL STATEMENTS
                       AS OF MARCH 31, 2000


NOTE  1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           (C) Use of Estimates

              In preparing  financial  statements in conformity  with  generally
              accepted  accounting  principles,  management  is required to make
              estimates  and  assumptions  that affect the  reported  amounts of
              assets and liabilities and the disclosure of contingent assets and
              liabilities  at the date of the financial  statements and revenues
              and expenses  during the reported  period.  Actual  results  could
              differ from those estimates.

           (D) Cash and Cash Equivalents

              For purposes of the cash flow  statements,  the Company  considers
              all highly liquid  investments  with original  maturities of three
              months or less at time of purchase to be cash equivalents.

           (E) Income Taxes

              The  Company   accounts  for  income  taxes  under  the  Financial
              Accounting  Standards  Board  Statement  of  Financial  Accounting
              Standards  No.  109.  "Accounting  for Income  Taxes"  ("Statement
              No.109").  Under  Statement  No.  109,  deferred  tax  assets  and
              liabilities  are  recognized  for  the  future  tax   consequences
              attributable  to  differences   between  the  financial  statement
              carrying  amounts of  existing  assets and  liabilities  and their
              respective  tax basis.  Deferred  tax assets and  liabilities  are
              measured  using  enacted  tax rates  expected  to apply to taxable
              income  in the  years in which  those  temporary  differences  are
              expected to be  recovered  or settled.  Under  Statement  109, the
              effect on deferred tax assets and  liabilities  of a change in tax
              rates is  recognized  in income in the period  that  includes  the
              enactment date. There was no current income tax expense due to the
              Company's   operating   losses.   The   deferred   tax   asset  of
              approximately $6,900 arising from the Company's net operating loss
              carryforward  at  March  31,  2000  has  been  fully  offset  by a
              valuation allowance.

           (F) Earnings Per Share

              Net loss per common  share for the three  months  ended  March 31,
              2000 and for the period from May 9, 1997  (inception) to March 31,
              2000 is computed  based upon the weighted  average  common  shares
              outstanding as defined by Financial  Accounting  Standards No. 128
              "Earnings  Per  Share".  There  were no common  stock  equivalents
              outstanding at March 31, 2000.

                                       6

<PAGE>


                     LAKSHMI ENTERPRISES, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO FINANCIAL STATEMENTS
                       AS OF MARCH 31, 2000

NOTE  2  LOAN PAYABLE TO PRINCIPAL STOCKHOLDER

           The loan  payable to a  stockholder  is a  non-interest-bearing  loan
           payable to PageOne Business  Productions,  LLC. The amount is due and
           payable on demand.

NOTE  3  STOCKHOLDERS' EQUITY

           The Company was originally authorized to issue 2,000 shares of common
           stock at no par value.  The  Company  issued 500 and 1,500  shares to
           AppleTree Investment Company,  Ltd. and PageOne Business Productions,
           LLC, respectively.

           In  1994   management   filed  an   amendment   to  the  articles  of
           incorporation with the State of Delaware,  which increased the number
           of authorized common shares to 100,000,000, effected a 375 to 1 split
           of the 2000  previously  issued common  shares and created  8,000,000
           authorized  shares of preferred stock, of which the issuance,  rights
           and  other  terms  are to be  determined  by the  Company's  Board of
           Directors. In addition, the par value of the common stock was changed
           to $0.001 per share and the par value of the new preferred  stock was
           set at $0.001 per share.

           In February 2000, the Company's Board of Directors  approved a 2.6667
           to 1 split of the 750,000  previously  issued and outstanding  common
           shares.

           The financial  statements at March 31, 2000 give effect to the common
           stock splits, new authorized share amounts, and par values enumerated
           in the amended  certificate of  incorporation  and Board of Directors
           resolutions.

NOTE  4  GOING CONCERN

           As reflected in the accompanying  financial  statements,  the Company
           had a net loss of $35,699,  a working  capital  deficiency of $15,689
           and has not  generated  any  revenues  since  it does not yet have an
           operating business. The ability of the Company to continue as a going
           concern is dependent  on the  Company's  ability to raise  additional
           capital and implement its business plan. The financial  statements do
           not include any adjustments that might be necessary if the Company is
           unable to continue as a going concern.

           The  Company  intends  to  serve as a  vehicle  to  effect a  merger,
           exchange  of capital  stock,  asset  acquisition,  or other  business
           combination.  Management  believes that actions presently being taken
           provide  the  opportunity  for the  Company  to  continue  as a going
           concern.

                                       7

<PAGE>

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

RESULTS OF OPERATIONS

     The following  discussion  and analysis below should be read in conjunction
with the financial statements,  including the notes thereto, appearing elsewhere
in this report.  For the period since  inception (May 9, 1997) through March 31,
2000,  during the  Company's  development  stage,  the  Company  has a zero cash
balance, and has generated a net loss of ($35,699).

FINANCIAL CONDITION AND LIQUIDITY

     The Company has a working capital  deficiency of $15,689 and has an ongoing
need to finance its  activities.  To date,  the  Company  has funded  these cash
requirements  by  offering  and selling  its Common  Stock,  in addition to cash
advances from a current  stockholder,  and has issued 2,000,000 shares of Common
Stock for net proceeds of $20,000.  Operating  costs for the current period were
funded by a loan from a stockholder.


PART II   OTHER INFORMATION

Item 5. Other Information

          Change in Control of Registrant.

           In March 2000,  Appletree  Investment Company,  Ltd., sold 119,100 of
its  500,000  shares  of  the  Company's  Common  Stock,  and  PageOne  Business
Productions, LLC, sold 1,455,900 of its 1,500,000 shares of the Company's Common
Stock.  The total 1,575,000  shares sold, which amount reflects a 2.66666667 for
one forward stock split  effected in February  2000,  represented  78.75% of the
issued and  outstanding  shares of the  Company's  Common  Stock.  The 1,575,000
shares were sold to the following  parties  (collectively  referred to herein as
the "Control  Group"),  with the number of shares  purchased and the  percentage
ownership  of the  outstanding  shares of Common  Stock of the  Company for each
party set forth opposite their names:

Name                          Number of Shares         Percentage
----                          ----------------         ----------
Seong Ik Jang                       740,000                37%

Jeong S. Park                       300,000                15%

SK Global America, Inc.             230,000                11.5%

British Columbia Capital            305,000                15.25%
Management, Inc.
                               -----------             ----------
Total                            1,575,000                 78.75%

                                       8
<PAGE>


           A total of $230,000 was paid for the Control Group Common  Stock,  of
which $184,000 was paid from the personal funds of Seong Ik Jang and $46,000 was
paid from the personal funds of Jeong S. Park.

           Although  there is no written  agreement  amongst  the members of the
Control  Group,  such  members may be deemed to be  affiliates  and members of a
group.

           It is expected that the current officers and directors of the Company
will resign and the Control  Group will elect new directors who will appoint new
officers of the Company.



Item 6. Exhibits and Reports filed on Form 8-K

       (a)      Exhibits

       Exhibit No.     Description
       ----------      -----------
           27          Financial Data Schedule


       (b)      Reports on Form 8-K

                    None.




                                        9

<PAGE>


                                   SIGNATURES
                                   ----------

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

                                        LAKSHMI ENTERPRISES, INC.
                                        -------------------------
                                        Registrant


 May 18, 2000                      By:      /s/ Timothy Hipsher
 ------------                           --------------------------------
                                             Director





                                       10
<PAGE>


                                  EXHIBIT INDEX


Exhibit No.                Description
----------                 -----------
    27                     Financial Data Schedule