UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(Mark One)

[x] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15 (d) OF THE
    SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended - June 30, 2000

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT

               For the transition period from     to

                             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            (IRS Employer Identification No.)
incorporation or organization)

                     110 E. 55th Street, New York, NY 10022
                    (Address of principal executive offices)

                                 (212) 906-8155
                           (Issuer's telephone number)

              4275 Executive Square Suite 1100, La Jolla, CA 92037
                                (Former address)

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

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity,  as of December  21,  2000:  12,000,000  shares $ .001 par value  common
stock.

       Transitional Small Business Disclosure Format (check one) Yes No X


<PAGE>


                            LAKSHMI ENTERPRISES, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                TABLE OF CONTENTS

                                                                  PAGE
PART I.         Financial Information


    Item 1.     Financial Statements

                Unaudited Balance Sheet
                at June 30, 2000                                      3

                Unaudited Statements of
                Operations for the three months
                ended June 30, 2000 and 1999                          4

                Unaudited Statements of
                Operations for the six months
                ended June 30, 2000 and 1999                          5

                Unaudited Statement of
                Changes in Stockholders Deficiency                    6

                Unaudited Statements of Cash
                Flows for the six months ended
                June 30, 2000                                         7

                Notes to Financial Statements                         8

   Item 2.      Management's Discussion and Analysis
                or Plan of Operation                                  10

PART II.        Other Information                                     12

   Item 5.      Other Information                                     12

   Item 6.       Exhibits and Reports on Form 8-K                     12

Signatures                                                            13


                                       2
<PAGE>


PART I   FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
                            LAKSHMI ENTERPRISES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS
                                   (UNAUDITED)


                                     ASSETS

                                                              June 30, 2000    December 31,
                                                               (Unaudited)        1999
                                                             --------------   --------------
<S>                                                        <C>               <C>
TOTAL ASSETS                                               $            -    $           -
------------                                                 ==============   ==============



                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY

LIABILITIES
   Loan payable to stockholder                             $       19,189    $       7,539
                                                             --------------   --------------

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, 12,000,000 and 2,000,000
    issued and outstanding                                         12,000            2,000
   Additional paid-in capital                                      18,010           18,010
   Accumulated deficit during development stage                   (39,199)         (27,549)
                                                             --------------   --------------
                                                                  ( 9,189)          (7,539)
   Less stock subscriptions receivable                            (10,000)            -
                                                             --------------   --------------

TOTAL STOCKHOLDERS' DEFICIENCY                                    (19,189)          (7,539)
                                                             --------------   --------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY             $         -       $           -
----------------------------------------------               ==============   ==============
</TABLE>


                See accompanying notes to financial statements.

                                       3

<PAGE>
<TABLE>
<CAPTION>
                            LAKSHMI ENTERPRISES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                              For the Three      For the Three
                                               Months Ended       Months Ended
                                              June 30, 2000      June 30, 1999
                                          -----------------    ---------------
<S>                                     <C>                   <C>
REVENUES                                $            -        $           -
                                          -----------------    ---------------

EXPENSES

   Accounting fees                                  3,500              2,500
   Bank charges                                      -                    38
   Consulting fees                                   -                 8,700
   Legal fees                                        -                 7,250
   Office supplies                                   -                  -
   Rents                                             -                 1,500
   Stock transfer fee                                -                  -
                                          -----------------    ---------------

TOTAL OPERATING EXPENSES                            3,500             19,988
                                          -----------------    ---------------

NET INCOME (LOSS)                       $          (3,500)    $      (19,988)
-----------------                         =================    ===============

Net loss per common share
  - basic and diluted                   $            -        $         (.01)
                                          =================    ===============

Weighted average number of common
   shares outstanding -
   basic and diluted                           12,000,000          2,000,000
                                          =================    ===============
</TABLE>



                 See accompanying notes and accountant's report.

                                       4

<PAGE>

<TABLE>
<CAPTION>
                                             LAKSHMI ENTERPRISES, INC.
                                           (A DEVELOPMENT STAGE COMPANY)
                                             STATEMENTS OF OPERATIONS (Continued)
                                                    (UNAUDITED)

                                                                                  For the Period
                                               For the Six       For the Six      From May 9, 1997
                                              Months Ended      Months Ended      (Inception) to
                                             June 30, 2000     June 30, 1999      June 30, 2000
                                           ---------------     -------------      ----------------
<S>                                      <C>                  <C>                 <C>
REVENUES                                 $          -         $            -      $           -
                                           ---------------     -------------      ----------------

EXPENSES

   Accounting fees                                 5,500               2,500              9,500
   Bank charges                                        -                  38                161
   Consulting fees                                     -               8,700             13,888
   Legal fees                                      3,000               7,250             10,250
   Office supplies                                 2,400                   -                750
   Rents                                             750               1,500              3,900
   Stock transfer fee                                  -                   -                750
                                           ---------------     ---------------    ---------------

TOTAL OPERATING EXPENSES                          11,650              19,988             39,199
                                           ---------------     ---------------    ---------------

NET INCOME (LOSS)                        $       (11,650)     $      (19,988)     $     (39,199)
-----------------                          ===============     ===============    ===============

Net loss per common share
  - basic and diluted                    $             -         $      (.01)     $        (.02)
                                           ===============     ===============    ===============

Weighted average number of common
   shares outstanding -
   basic and diluted                           8,022,099           1,477,778          2,381,720
                                           ===============     ===============    ===============
</TABLE>



                 See accompanying notes and accountant's report.

                                       5

<PAGE>
<TABLE>
<CAPTION>

                                             LAKSHMI ENTERPRISES, INC.
                                           (A DEVELOPMENT STAGE COMPANY)
                                  STATEMENT OF CHANGES IN STOCKHOLDERS DEFICIENCY
                                                    (UNAUDITED)

                                                                               ACCUMULATED
                                                                ADDITIONAL   DEFICIT DURING       LESS
                                          COMMON STOCK           PAID-IN      DEVELOPMENT      SUBSCRIPTIONS
                                      SHARES        AMOUNT       CAPITAL        STAGE           RECEIVABLE            TOTAL
                                   ----------     ---------    -----------   --------------    -------------       -----------
<S>                                <C>            <C>          <C>           <C>               <C>                 <C>
Common stock issued for cash        1,000,000     $   1,000    $    (990)    $         -       $           -       $        10
                                   ----------     ---------    -----------   --------------    -------------       -----------

Balance, December 31, 1997          1,000,000         1,000         (990)              -                   -                10
                                   ----------     ---------    -----------   --------------    -------------       -----------

Balance, December 31, 1998          1,000,000         1,000         (990)              -                   -                10

Common stock issued for cash        1,000,000         1,000       19,000               -                   -            20,000

Net loss for the year ended
 December 31, 1999                          -             -            -         (27,549)                  -           (27,549)
                                   ----------     ---------    -----------   --------------    -------------       -----------
Balance, December 31, 1999          2,000,000         2,000       18,010         (27,549)                  -            (7,539)

Common stock issued for
   subscription receivable          10,000,00        10,000         -                   -            (10,000)                -

Net loss for the six months ended
  June 30, 2000                                                                   (11,650)                  -           (11,650)
                                   ----------     ---------    -----------   --------------    -------------       -----------
 BALANCE,
 ---------
  JUNE 30, 2000                    12,000,000     $  12,000    $  18,010     $   (39,199)      $     (10,000)      $   (19,189)
  ------------------               ==========     =========    ===========   ==============    =============       ===========
</TABLE>




                 See accompanying notes and accountant's report.

                                                         6

<PAGE>

<TABLE>
<CAPTION>
                                             LAKSHMI ENTERPRISES, INC.
                                           (A DEVELOPMENT STAGE COMPANY)
                                             STATEMENTS OF CASH FLOWS
                                                    (UNAUDITED)

                                                                                              For the
                                                                                            Period From
                                                                                            May 9, 1997
                                                For the Six Months   For the Six Months    (Inception) to
                                                Ended June 30, 2000  Ended June 30, 1999    June 30, 2000
                                                -------------------  -------------------   --------------
<S>                                             <C>                  <C>                   <C>
Cash flows from operating activities
   Net loss                                     $          (11,650)  $          (19,988)   $      (39,199)
                                                -------------------  -------------------   --------------
   Net cash used in operating activities                   (11,650)             (19,988)          (39,199)
                                                -------------------  -------------------   --------------

Cash flows from financing activities
   Proceeds from issuance of common stock                        -               20,000            20,010
   Loan proceeds from principal stockholder                 11,650                    -            19,189
                                                -------------------  -------------------   --------------
   Net cash provided by financing activities                11,650               20,000            39,199
                                                -------------------  -------------------   --------------

NET INCREASE IN CASH                                             -                   12                 -

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

CASH AND CASH EQUIVALENTS - ENDING              $                -   $               12    $            -
                                                ==================   ===================   ===============
</TABLE>


SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
----------------------------------------------------------------------
During the six months  ended June 30,  2000,  the Company  issued  shares of its
restricted  common  stock in  exchange  for  subscriptions  receivable  totaling
$10,000.




                See accompanying notes and accountant's report.


                                       7

<PAGE>


                            LAKSHMI ENTERPRISES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                               AS OF JUNE 30, 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 June 30, 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.

          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.

          (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.

                                       8

<PAGE>

                            LAKSHMI ENTERPRISES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000

NOTE  1   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

          (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  $13,300 arising from
          the  Company's net operating  loss  carryforward  at June 30, 2000 has
          been fully offset by a valuation allowance.

          (F)  Earnings Per Share

          Net loss per common  share for the six and three months ended June 30,
          2000 and for the period from May 9, 1997  (inception) to June 30, 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 June 30,
          2000.

NOTE  2  LOAN PAYABLE TO PRINCIPAL STOCKHOLDER

          The loan  payable  to a  stockholder  is a  non-interest-bearing  loan
          payable to Jeong S. Park. The amount is due and payable on demand.

                                       9

<PAGE>

                            LAKSHMI ENTERPRISES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000

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.

          In March 2000, the Company approved and subsequently issued 10,000,000
          shares of restricted  common stock to two individuals in consideration
          for a planned assignment to the Company of a patented internet service
          technology.   Since  the  assignment  of  this  patent  has  not  been
          completed,  the  value  of this  issued  stock  has  been  shown  as a
          subscription  receivable in the stockholders deficiency section of the
          balance sheet.

          The  financial  statements  at June 30, 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
          accumulated  net losses of $39,199,  a working  capital  deficiency of
          $19,189 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.

                                       10

<PAGE>


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

The information  contained in this Item 2, Management's  Discussion and Analysis
or Plan of Operation,  contains "forward looking  statements" within the meaning
of Section 27A of the  Securities  Act 1933, as amended,  and Section 21E of the
Securities  Exchange Act of 1934, as amended.  Investors are cautioned  that all
forward looking  statements  involve risks and  uncertainty,  including  without
limitation,  the  ability of the  Company to continue  its  expansion  strategy,
changes in costs of raw  materials,  labor,  and employee  benefits,  as well as
general  market  conditions,   competition  and  pricing.   Actual  results  may
materially  differ from those projected in the forward  looking  statements as a
result of certain  risks and  uncertainties  set forth in this report.  Although
management believes that the assumptions made and expectations  reflected in the
forward  looking  statements  are  reasonable,  there is no  assurance  that the
underlying  assumptions will, in fact, prove to be correct or that actual future
results will not be different from the expectations expressed in this report. In
light  of  the  significant   uncertainties  inherent  in  the  forward  looking
statements  included  herein,  the inclusion of such  information  should not be
regarded  as a  presentation  by  the  Company  or any  other  person  that  the
objectives and plans of the Company will be achieved.

As used  herein  the term  "Company"  refers to  Lakshmi  Enterprises,  Inc.,  a
Delaware  corporation  and  its  predecessors,   unless  the  context  indicates
otherwise.  The Company is currently a shell company whose purpose is to acquire
operations  through  an  acquisition  or  merger  or to begin  its own  start-up
business.

The Company is in the process of  attempting to identify and acquire a favorable
business  opportunity.  The  Company  has  reviewed  and  evaluated  a number of
business ventures for possible  acquisition or participation by the Company. The
Company has not entered into any  agreement,  nor does it have any commitment or
understanding to enter into or become engaged in a transaction as of the date of
this filing. The Company continues to investigate, review, and evaluate business
opportunities  as they  become  available  and will  seek to  acquire  or become
engaged  in  business  opportunities  at  such  time as  specific  opportunities
warrant.

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 June 30, 2000,
during the Company's development stage, the Company has a zero cash balance, and
has generated a net loss of ($39,199).

                                       11

<PAGE>

FINANCIAL CONDITION AND LIQUIDITY:

The Company has total  current  assets of $0 and total assets of $0. The Company
has a working capital  deficiency of $19, 189 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 current
stockholders.  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, the Company issued 8,000,000  shares of restricted  Common Stock,
$.001 par value,  to Seong Ik Jang and  2,000,000  shares of  restricted  Common
Stock, $.001 par value, to Jeong S. Park.

In June 2000,  Timothy Hipsher  resigned as the sole director and officer of the
Company,  and  Jeong S. Park has been  appointed  as the new sole  director  and
officer of the Company.


CORRECTIONS  TO THE FORM 10-QSB  FILED FOR THE THREE MONTHS ENDED MARCH 31, 2000
(the "Previous Filing")

In the Previous  Filing,  the Company  mistakenly  reported Seong Ik Jang as the
purchaser  of 740,000  shares of Common  Stock,  $.001 par value.  Only  190,000
shares of Common  Stock,  $.001 par value were issued to Seong Ik Jang,  and the
other 550,000 shares of Common Stock, $.001 par value, were issued to Kyoung Tae
Seo.  Furthermore,  Jeong S. Park was  mistakenly  reported as the  purchaser of
300,000 shares of Common Stock, $.001 par value, when in actuality,  it was Mira
Han, to whom the 300,000 shares of Common Stock, $.001 par value, were issued.


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

                                       12

<PAGE>



                                   SIGNATURES

         In accordance  with the  requirements  of the Security  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



December 21, 2000                             By:  /s/  Jeong S. Park
                                                 ------------------------------
                                                 Director




                                       13