SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549
                               -------------------

                                   FORM 10-QSB

[X]      QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15 (D) OF THE  SECURITIES
         EXCHANGE ACT OF 1934

         For the quarterly period ended March 31, 2000

                                       or

[ ]      TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15 (D) OF THE  SECURITIES
         EXCHANGE ACT OF 1934 For the transition  period from  _________________
         to __________________

                         Commission file number 0-027957

                                  RBID.COM INC.
              -----------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


           Florida                                        33-0857311
------------------------------                        --------------------
State of Other Jurisdiction of                          (I.R.S. Employer
Incorporation or Organization)                         Identification No.)



2030 Main Street, Suite 150, Irvine, CA                   96214
----------------------------------------------          ----------
Address of Principal Executive Offices)                 (Zip Code)

                                 (949) 838-0111
                                 --------------
                 (Issuer's Telephone Number, Including Area Code)

24461 Ridge Route Drive, Laguna Hills, CA  92663

         (Former Name,  Former  Address and Former Fiscal Year, if Changed Since
Last Report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the  Securities  and Exchange Act of 1934
during the preceding 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 [ ]

At March 31, 2000 there were 12,631,363 shares of common stock outstanding.

<PAGE>

                                  RBID.COM INC.
                                   (UNAUDITED)

                                TABLE OF CONTENTS
                                -----------------

Part I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                  Balance Sheet at March 31, 2000 (Unaudited)

                  Statements of Operations  for the three months ended March 31,
                  2000 and 1999 (Unaudited)

                  Statements  of Cash Flows for the three months ended March 31,
                  2000 and 1999 (Unaudited)

                  Notes to Financial Statements (unaudited)


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


Part II. OTHER INFORMATION

Item 1.  Legal Proceedings

                  The Company  has one lawsuit in dispute  regarding a marketing
                  contract. Management of the Company believes the legal dispute
                  can be settled without a material effect on future operations

Item 2.  Changes in Securities and Use of Proceeds

                  Not applicable

Item 3.  Defaults Upon Senior Securities

                  Not applicable

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

                  No matters were  submitted for a vote of  shareholders  during
                  the period covered by this report.

Item 5.  Other Information

                  Not applicable

Item 6.  Exhibits and Reports on Form 8-K

                  Not applicable

                                       2

<PAGE>

                                     ITEM 1

<TABLE>
<CAPTION>

                                 RBID.COM, INC.
                                  BALANCE SHEET
                                 March 31, 2000
                                   (Unaudited)


                                                                                           March 31,
                                                                                              2000
                                                                                           --------
                                     ASSETS
                                     ------

<S>                                                                                        <C>
     Current Assets

          Cash                                                                             $114,024
          Short-term deposit                                                                481,207
                                                                                           --------
               Total current assets                                                         595,231
                                                                                           --------

     Software less accumulated depreciation of $11,275                                      120,385
     Property and equipment less accumulated depreciation of $4,430                          40,136
     Deposits                                                                                35,643
                                                                                           --------
                                                                                            196,164
                                                                                           --------
               Total Assets                                                                $791,395
                                                                                           ========



             LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
             ----------------------------------------------

     Current Liabilities

          Accounts payable and accrued expenses                                            $750,492
          Notes payable, related parties                                                    116,324
          Escrow advance payable                                                               --
                                                                                           --------
               Total current liabilities                                                    866,986
                                                                                           --------

        Stockholders' Equity

             Common stock,  $0.001  par  value,  50,000,000  shares  authorized;
                  12,631,363  shares issued and outstanding as of March 31, 2000
                  and 8,378,500 shares issued and outstanding as of

                  December 31, 1999                                                          12,662
             Additional paid in capital                                                   3,433,696
             Accumulated deficit                                                         (3,521,779)
                                                                                           --------
                  Total stockholders' equity (deficit)                                      (75,421)
                                                                                           --------

                  Total Liabilities and Stockholders' Equity                               $795,395
                                                                                           ========
</TABLE>

                 See accompanying notes to financial statements.

                                      F-1
<PAGE>

<TABLE>
<CAPTION>

                                 RBID.COM, INC.
                            STATEMENTS OF OPERATIONS
                 For the Quarters Ended March 31, 2000 and 1999
                                   (Unaudited)


                                                                Three months    Three months
                                                                    ended          ended
                                                                  March 31,      March 31,
                                                                    2000           1999
                                                                -----------    -----------

<S>                                                             <C>            <C>
Revenue                                                         $ 1,154,374    $      --
                                                                -----------    -----------

Expenses:
        Selling, general and administrative                       1,845,509        390,000
        Depreciation and amortization                                 7,004           --
                                                                -----------    -----------
              Total operating expenses                            1,852,513        390,000
                                                                -----------    -----------

Net loss                                                           (698,139)      (390,000)
                                                                ===========    ===========

Per Share Information:
        Weighted average shares outstanding -
            basic and diluted                                     9,087,311      7,123,500
                                                                ===========    ===========

Net loss per common share - basic and diluted                        ($0.08)        ($0.05)
                                                                ===========    ===========
</TABLE>

                 See accompanying notes to financial statements.

                                      F-2
<PAGE>

<TABLE>
<CAPTION>

                                 RBID.COM, INC.
                            STATEMENTS OF CASH FLOWS
                 For the Quarters Ended March 31, 2000 and 1999
                                   (Unaudited)


                                                                       Three months      Three months
                                                                         ended              ended
                                                                       March 31,          March 31,
                                                                          2000              1999
                                                                      -------------    ----------------

<S>                                                                    <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES
           Net loss                                                    ($  698,139)      ($  390,000)
           Adjustments to reconcile net loss to net cash
              provided by (used in) operating activities:
                   Services contributed for common stock                      --             390,000
                   Depreciation and amortization                             7,004              --
           Changes in assets and liabilities:
                   Increase in credit card deposits                       (481,207)             --
                   Increase in deposits                                    (23,035)             --
                   Increase in accounts payable and
                        accrued expenses                                   323,749              --
                                                                       -----------       -----------
           Net cash used in operating activities                          (871,628)             --
                                                                       -----------       -----------

CASH FLOWS FROM INVESTING ACTIVITIES
           Purchase of software                                           (105,000)             --
           Purchase of property & equipment                                (14,414)             --
                                                                       -----------       -----------
           Net cash used in investing activities                          (119,414)             --
                                                                       -----------       -----------

CASH FLOWS FROM FINANCING ACTIVITIES
           Proceeds from notes payable                                        2000              --
           Net proceeds from issuance of common
              stock, net of issuance costs                               1,081,582              --
                                                                       -----------       -----------
           Net cash provided by financing activities                     1,083,582              --
                                                                       -----------       -----------


NET INCREASE IN CASH                                                   ($   92,540)             --
CASH, beginning of period                                                   21,484              --
                                                                       -----------       -----------

CASH, end of period                                                    $   114,024      $      --
                                                                       ===========       ===========

SUPPLEMENTAL CASH FLOW INFORMATION Cash paid during the year for:

                   Interest                                                   --                --
                   Income taxes                                               --                --


</TABLE>

                 See accompanying notes to financial statements.

                                      F-3
<PAGE>

ITEM 1

                                  RBID.COM INC.
                          NOTES TO FINANCIAL STATEMENTS

                      For The Quarter Ended March 31, 2000
                                   (Unaudited)

Note 1.   Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information.  Pursuant to the rules of the  Securities  and  Exchange
Commission they do not include all of the information and footnotes  required by
generally accepted accounting principles for complete financial  statements.  In
the opinion of management, all adjustments,  consisting only of normal recurring
accruals considered necessary for a fair presentation, have been included in the
accompanying  unaudited  financial  statements.  Operating results for the three
months ended March 31, 2000 are not  necessarily  indicative of the results that
may be  expected  for the full  year  ending  December  31,  2000.  For  further
information,  refer to the  financial  statements of the Company as of March 31,
2000 and the period  October 4, 1988  (Inception) to December 31, 1999 including
notes thereto included in the Company's Form 10-KSB.

Note 2.   Comprehensive Income

The  Company  follows  Statement  of  Financial  Accounting  Standards  No. 130,
"Reporting  Comprehensive  Income"  ("SFAS No. 130").  SFAS No. 130  establishes
standards for reporting and display of  comprehensive  income and its components
in the financial  statements.  There were no  differences  between  reported net
income and comprehensive income for the three months ended March 31, 2000.


Note 3.   Net Income (Loss) Per Share

The net income  (loss) per share is computed by dividing  the net income  (loss)
for the period by the  weighted  average of common  shares  outstanding  for the
period.  For the three  months  ended March 31, 2000 and 1999  potential  common
shares and the  computation of diluted  earnings per share are not considered as
their effect would be anti-dilutive.

Note 4.   Short-term deposits

Short-term deposits consist of cash deposit holdbacks from a credit card company
of $624,007 less  estimated  returns to supersite  tenants of $142,800 for a net
amount of $481,207.

                                      F-4
<PAGE>

                                 RBID.COM, INC.
                                   FORM 10-QSB

                      For the Quarter Ended March 31, 2000




ITEM 2.           MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF FINANCIAL  CONDITION
                  AND RESULTS OF OPERATIONS

Overview

The Company  began its first full quarter  ending March 31, 2000 as an operating
Company with  revenues from  customers  after  starting as a  development  stage
Company in October 1988.  Cash  requirements  for operations  have been provided
through the Company's internal private placement financing  activities and short
term investments by the new management group.

New  management  assumed  control of the Company in October  1999 and  finalized
control with a common stock  issuance  March 2000 and  purchased the majority of
the  founding   stockholders   common  stock  shares.  In  addition,   technical
difficulties  were  experienced  in redesign of the website during the March 31,
2000 quarter.  Management has addressed this problem with infusion of additional
capital.

The outside marketing  distributor resigned in April, 2000 and was replaced with
a new Company executive marketing director.

The Company moved in April 2000 to new corporate headquarters at the Wells Fargo
Building in Irvine, California.

Results of Operations

The quarter  ended March 31, 2000  generated  revenues of  $1,154,374  versus no
revenue for the prior year quarter.  Allowances for returned website of $142,800
were netted  against March first  quarter 2000  revenue.  March 31, 2000 quarter
expenditures totaled $1,852,513 compared to $390,000 in the prior year quarter.

A summary of expenses for the quarter ended March 31, 2000 is as follows:

    Advertising, marketing and video expenses                  267,890

    Commissions                                              1,072,106

    Consulting - website and other                             314,711

    Legal and professional                                      70,634

    Rent                                                        18,849

    Salaries and wages                                          49,088

    Depreciation                                                 7,004

    Other expenses                                              52,231
                                                            ----------

                           Total                            $1,852,513
                                                            ==========
                                       3
<PAGE>




Liquidity, Capital Resources  and Cash Flows

Cash and  equivalents  as of March 31, 2000 and December 31, 1999 were  $114,024
and $21,484  respectively.  Although the Company generated operating revenues of
$1,154,374 in the quarter  ended March 31, 2000  marketing  commissions  totaled
$1,072,106 in building a supersite base for the internet operations. The Company
at March 31,  2000 has cash  deposit  holdbacks  from a credit  card  company of
$624,007  less  estimated  returns of  $142,800 to  supersite  tenants for a net
amount of $481,207. The Company expects to recognize significant losses and will
continue to have a deficiency in stockholders  equity that will increase for the
foreseeable future. The internet industry is experiencing increasing competition
and rapid  technological  changes within a  restructuring  capital  market.  The
Company's  future results of operations will be affected by its ability to react
to the changes in the  competitive  environment and its ability to implement new
technologies.  However,  management  believes  that  competition,  technological
changes and its deficiency in stockholders' equity will not significantly affect
its ability to obtain financing.

The Company believes it will be able to meet its current and long-term liquidity
and  capital  requirements  through  its cash flows from  operating  activities,
short-term  investments by  management,  lines of credit,  private  placement of
common stock and other external  financing.  During the three months ended March
31, 2000,  proceeds  from the issuance of common stock totaled  $1,081,582.  The
Company used $871,628 in operating activities and invested $119,414 primarily in
software.

The Company expects to expend  approximately  $300,000 for website  enhancements
over the next twelve months and is developing  consulting  contracts for website
sales  volume  increases  which  management  estimates  will cost  approximately
$500,000 in this fiscal year.

                                       4
<PAGE>
                                    SIGNATURE
                                    ---------

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Company  has duly  caused  this  report to be  signed on its  behalf by the
undersigned hereunto duly authorized.

                                 Rbid.com, Inc.

Date:  August 14, 2000



By:  /s/ Fred Wallace
-----------------------------
         Fred Wallace, C.F.O.

                                       5