<PAGE>   1
                       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, 2001.

        [ ]   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 0-27418


                                 eLINEAR, INC.
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


            Delaware                                           76-0478045
---------------------------------                         ---------------------
(State or other jurisdiction                                  IRS Employer
of incorporation or organization)                         Identification Number



                              10055 Westmoor Drive
                             Westminister, CO 80021
                    ----------------------------------------
                    (Address of principal executive offices)


       Registrant's telephone number, including area code:   (303) 534-1408
                                                           ------------------


Securities registered pursuant to Section 12(b) of the Act:

                                                       Name of each exchange on
Title of each class                                         which registered
-------------------                                    ------------------------
      None                                                       None


Securities registered pursuant to Section 12(g) of the Act:

                              Title of Each Class
                          ----------------------------
                          $.001 Par Value Common Stock


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 Exchange Act of
1934 during the preceding 12 months (or for 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 April 6, 2001, the market value of the Registrant's $0.001 par value
common stock, excluding shares held by affiliates, was $1,312,500 based on a
closing bid price of $.075 per share on the OTC Bulletin Board. There were
17,500,000 shares of common stock outstanding as of March 31, 2001 and April 6,
2001.

<PAGE>   2

Part I.  Financial Information

Item 1.  Financial Statements

                                 elINEAR, INC.
                                AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS



                                                        March 31,
                                                          2001      December 31,
                                                       (Unaudited)      2000
                                                      ------------  ------------
Current assets:
  Cash and cash equivalents                           $   127,021   $   139,199
  Accounts receivable                                     152,849        85,682
  Unbilled receivables                                      4,415        51,572
  Other current assets                                     24,957        24,957
                                                      -----------   -----------

      Total current assets                                309,242       301,410

Property and equipment, net                                36,547        40,233
Assets held for sale                                       32,493        32,493
Other assets                                                3,l22         3,122
                                                      -----------   -----------

      Total assets                                    $   381,404   $   377,258
                                                      ===========   ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable                                    $    10,345   $    45,993
  Accrued expenses                                         34,500        33,593
  Deferred income                                           1,942        13,510
                                                      -----------   -----------

      Total current liabilities                            46,787        93,096
                                                      -----------   -----------

Commitments                                                    --            --

Stockholders' equity:
  Preferred stock; $.001 par value; 500,000 shares
    authorized; 0 shares outstanding                           --            --
  Common stock; $.001 par value; 20,000,000 shares
    authorized; 17,500,000 outstanding                     17,500        17,500
  Additional paid in capital                            1,143,410     1,136,615
  Accumulated deficit                                    (826,293)     (869,953)
                                                      -----------   -----------

      Total stockholders' equity                          334,617       284,162
                                                      -----------   -----------

      Total liabilities and stockholders' equity      $   381,404   $   377,258
                                                      ===========   ===========




The accompanying notes are an integral part of these consolidated financial
statements.


<PAGE>   3


                                 eLINEAR, INC.
                                AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)

                                                  Three Months Ended March 31,
                                                     2001               2000
                                                 ------------      ------------
Consulting contract revenue                      $    306,055      $    354,559
Cost of consulting contract revenue                    82,824           136,930
                                                 ------------      ------------

Gross profit                                          223,231           217,629

Selling, general and administrative expenses          179,571           253,889
                                                 ------------      ------------

      Income (loss) from operations                    43,660           (36,260)

Other income (expense):
  Interest income                                          --             5,559
  Other income (expense)                                   --               172
                                                 ------------      ------------

      Income (loss) before income taxes                43,660           (30,529)
      Income taxes                                         --                --
                                                 ------------      ------------

Net income (loss)                                $     43,660      $    (30,529)
                                                 ============      ============

Basic and diluted earnings (loss)
  per share                                                 0                 0
                                                 ============      ============

Weighted average shares outstanding:

  Basic                                            17,500,000        17,500,000

  Diluted                                          29,688,239        17,500,000




The accompanying notes are an integral part of these consolidated financial
statements.

<PAGE>   4


                                 eLINEAR, INC.
                                AND SUBSIDIARIES
                CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                                  (Unaudited)

                                            Additional
                       Common                 Paid In   Accumulated
                       Shares     Amount      Capital     Deficit      Total
                     ----------   -------   ----------   ---------    --------

Balance,
  January 1,2001     17,500,000   $17,500   $1,136,615   $(869,953)   $284,162

Issuance of stock
  Options                     0         0        6,795           0       6,795

Net income for the
  period                      0         0            0      43,660      43,660
                     ----------   -------   ----------   ---------    --------
Balance,
  March 31, 2001     17,500,000   $17,500   $1,143,410   $(826,293)   $334,617
                     ----------   -------   ----------   ---------    --------




The accompanying notes are an integral part of these consolidated financial
statements.


<PAGE>   5


                                 eLINEAR, INC.
                                AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)

                                                          Three months ended
                                                               March 31,
                                                           2001         2000
                                                        ---------     --------


CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                                     $  43,660      (30,529)
  Adjustments to reconcile net income (loss) to net
    cash used in operating activities:
      Expenses funded from issuance of options              6,795           --
      Depreciation                                          3,686        5,489
      Changes in operating assets and liabilities:

        Accounts receivable                               (67,167)     (67,115)
        Unbilled receivables                               47,157           --
        Advances to employees                                  --        1,500
        Accounts payable                                  (35,648)     (27,517)
        Accrued expenses                                      907       46,703
        Deferred income                                   (11,568)      (9,250)
                                                        ---------     --------

  Total adjustments                                       (55,838)     (50,190)
                                                        ---------     --------
          Net cash used in operating
            activities                                    (12,178)     (80,719)
                                                        ---------     --------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                           --      (86,614)
                                                        ---------     --------

          Net cash used in investing activities                --      (86,614)
                                                        ---------     --------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Payment on due to stockholders                               --     (171,000)
                                                        ---------     --------

          Net cash used in financing activities                --     (171,000)
                                                        ---------     --------

Net decrease in cash and cash equivalents                 (12,178)    (338,333)
Cash and cash equivalents at beginning of
  period                                                  139,199      939,493
                                                        ---------     --------

Cash and cash equivalents at end of period              $ 127,021      601,160
                                                        =========     ========




The accompanying notes are an integral part of these consolidated financial
statements



<PAGE>   6


                                 eLINEAR, INC.
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000
                                  (Unaudited)

1.       The financial statements and notes thereto should be read in
conjunction with the financial statements and notes for the year ended December
31, 2000.

2.       In the opinion of management, all adjustments (consisting only of
normal recurring accruals) necessary for a fair presentation of the results of
operations for the period presented have been included. The results of
operations for the three months ended March 31, 2001 and 2000 are not
necessarily indicative of the results for a full year.

3.       Background of company and basis of presentation

         eLinear, Inc. (the "Company" or "eLinear") since December 1999 has
operated an Internet consulting business. The Company acquired its Internet
consulting business as a result of its merger with Imagenuity, Inc.
("Imagenuity") in late 1999. Immediately prior to acquiring the business of
Imagenuity, the Company, which at the time was named Kinetiks.com, Inc., did
not engage in any business activities except for negotiating and compromising
debt and searching for merger candidates. While Kinetiks.com, Inc. was the
survivor in the merger, from an accounting standpoint the transaction was
accounted for as though it was a recapitalization of Imagenuity and a sale of
shares by Imagenuity in exchange for the net assets of Kinetiks.com, Inc. On
July 31, 2000, the Company changed its name to eLinear, Inc.

4.       Operations and Liquidity

         Commencing in early 2000, the Company embarked on a rapid business
expansion program, the success of which depended upon attracting investment
capital in amounts sufficient to fund overhead costs associated with the
expansion. The Company was not successful in raising any investment capital and
has incurred net losses in 2000 of approximately $870,000 as a result of
significant excess overhead costs relative to the Company's revenue levels.
Accordingly, during the last half of 2000 and first quarter of 2001, the
Company closed its Florida operations, reduced its occupancy costs in Denver
and Houston and significantly reduced its labor force and other overhead costs.
As a result, the Company returned to modest profitability during the quarter
ended March 31, 2001.

         During 2000, the Company was dependent on one customer for
approximately 53% of its revenues, but no contracts with this customer have been
consummated in 2001. Management has since diversified its customer base and
revenues from these new customers in the first quarter of 2001 approximated 76%
of the revenues derived from the former major customer during the last quarter
of 2000.

         The Company cannot expand beyond its current limited level of
operations in Denver and Houston without additional capitalization. The Company
intends to seek new capital as soon as the external market conditions permit
and as soon as the Company's revenue and profit performance warrant
consideration by debt and/or equity providers. There can, however, be no
assurance that such sources of capital will be available to the Company or, if
available, that they will be upon terms and conditions acceptable to the
Company. Accordingly, the Company intends to continue to attempt to diversify
and expand its customer base with its current limited resources and maintain
overhead costs at low levels. While management believes these efforts should
result in modest positive operating cash flows in 2001, there can be no
assurance to that effect.

5.       Income taxes:

         The consolidated statement of operations for the three months ended
March 31, 2001 does not reflect income tax expense because such income taxes are
offset by the net operating loss carryover from the year ended December 31,
2000.

<PAGE>   7


6.       Major customer information:

         During the three months ended March 31, 2001, the Company generated
revenues from three customers that represented 26%, 17% and 16% of total
revenues, respectively. During the three months ended March 31, 2000, the
Company generated revenues from two customers that comprised 51% and 40% of
total revenues, respectively.

7.       Litigation

         A former employee of Imagenuity filed a lawsuit against Imagenuity
alleging breach of his employment agreement and filed suit against the Company
alleging breach of its fiduciary obligation to deliver the proportionate number
of shares that the former employee claims is due to him pursuant to the merger
with the Company. The lawsuit demands judgment against Imagenuity and the
Company that would require Imagenuity and the Company to deliver to the former
employee 20% of the issued and outstanding shares of stock of Imagenuity or its
equivalent in shares of the Company. The Company has filed an action against
the former employee requesting a declaratory judgment that the former
employee's interest in Imagenuity was terminated effective October 4, 1999.
Management believes that the former employee's action is without merit and
plans to vigorously defend itself. Management believes that should it be
unsuccessful in defending itself, an unfavorable outcome would not have a
material impact on the financial statements taken as a whole.

         On September 12, 2000, eLinear terminated its Chief Financial Officer,
Paul Thomas. eLinear considered the termination to be "for cause." Because the
termination was considered to be "for cause," eLinear concluded that no
severance payments were due and payable under Mr. Thomas' employment agreement
with the company. Pursuant to the employment agreement, Mr. Thomas would have
been entitled to receive a severance payment equal to one year's salary (i.e.,
$75,000.00) if the termination was not "for cause." Mr. Thomas filed a lawsuit
on February 28, 2001 seeking his one-year severance payment and attorney's
fees. The Company believes that Mr. Thomas' claims have no merit, but at this
stage it is impossible to predict the amount or range of potential loss.

         The Company is involved in other routine litigation incident to its
business. See Legal Proceedings. In management's opinion, none of these
proceedings will have a material adverse effect on the Company's financial
position or results of operations.


<PAGE>   8



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

Forward-Looking Statements

In addition to historical information, this Quarterly Report contains
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995, and is thus prospective. The forward-looking
statements contained herein are subject to certain risks and uncertainties that
could cause actual results to differ materially from those reflected in the
forward-looking statements. Factors that might cause such a difference include,
but are not limited to, competitive pressures, changing economic pressures,
those discussed in the Section entitled "Management's Discussion and Analysis
or Plan of Operation," and other factors, some of which will be outside the
control of the Company. Readers are cautioned not to place undue reliance on
these forward-looking statements, which reflect events or circumstances that
arise after the date hereof. The Company undertakes no obligation to publicly
revise these forward-looking statements to reflect events or circumstances that
arise after the date hereof. Readers should refer to and carefully review the
information in future documents the Company files with the Securities and
Exchange Commission.

Overview

eLinear, Inc. (the "Company" or "eLinear") since December 1999 has operated an
Internet consulting business. The Company acquired its Internet consulting
business as a result of its merger with Imagenuity, Inc. ("Imagenuity") in late
1999. Immediately prior to acquiring the business of Imagenuity, the Company,
which at the time was named Kinetiks.com, Inc., did not engage in any business
activities except for negotiating and compromising debt and searching for
merger candidates. While Kinetiks.com, Inc. was the survivor in the merger,
from an accounting standpoint the transaction was accounted for as though it
was a recapitalization of Imagenuity and a sale of shares by Imagenuity in
exchange for the net assets of Kinetiks.com, Inc. On July 31, 2000, the Company
changed its name to eLinear, Inc.

The Company believed that prospects for Internet technology companies were
favorable for the first quarter of 2000. Accordingly, during the first six
months of fiscal 2000, the Company's business model was based on the assumption
that there would be affordable access to equity and capital to sustain an
accelerated growth and expansion model.

However, by the second quarter of 2000 much uncertainty for Internet companies
had developed. By the fourth quarter of 2000 the financial market had fully
established traditional economy requirements for Internet companies: positive
cash flow, profits and sustainable debt levels. As a result, the Company
believes that most smaller Internet companies such as eLinear are now required
to operate within traditional financial guidelines. Thus, the Company believes
that its ability to attract investment capital will depend, in part, on the
Company's ability to develop and maintain positive cash flows and positive
profit levels before and after taxes. There can be no assurances that the
Company will be successful in this regard. During the 1st quarter 2001, there
was further industry-wide deterioration of the business prospects for Internet
technology companies including companies of all sizes and locations.

Restructuring Activities

Accordingly, management believes that the Company's earlier rapid expansion
model is no longer realistic as it cannot be sustained based on currently
available working capital and current revenue streams. Furthermore, the Company
believes that its ability to continue operations is still dependent upon
internally generated cash flows. Consequently, the Company has been required to
undertake rapid and deep financial and organizational restructuring.

As a result, beginning in the third quarter 2000, eLinear began to downsize its
operations. In September 2000, the Tampa office was closed. By October 2000,
the Fort Lauderdale office startup was abandoned. By December 2000, the Houston
office lease was terminated with the staff maintaining networked home offices
("virtual offices"). In February of 2001, the Denver office space was put on
the market with a



<PAGE>   9

listing agreement signed during March 2001. The Denver office had been used to
service the IBM account with as many as eleven employees working on that
engagement during the fiscal year. By mid-January 2001, all work assignments
for IBM were successfully completed. Following the success of the Houston
virtual office model, all of the Company's operations will now be operated on a
virtual office basis. In addition, the Company intends to place for sale excess
furniture, fixtures and computers not required for 2001 operations. However,
the Company cannot assure that it will be able to sell these assets or that it
will receive a fair price in the current market environment.

In addition, from a peak of 31 employees in July 2000, the Company reduced its
staff to 15 employees by December 31, 2000. By March 2001, the staff was
reduced to six full time employees. Furthermore, in order to simplify payroll
management and accounting, all six employees of eLinear became co-employees of
Administaff Companies, Inc. as of March 5, 2001. Administaff is a professional
employer organization, serving as an offsite, full service human resource
department. Through an employment agreement, Administaff establishes a
co-employment relationship with all employees, thereby turning a two-party
employment relationship into a three-party employment relationship. This allows
Administaff to provide a full range of services, and also transfer or share
many employer liabilities. It also enables temporary and project based
employees to be placed on and off the payroll on a project-by-project basis.

This reduction in employees included certain senior management members. In
order to accommodate the senior management employees affected by the
restructuring, the Company entered into a series of settlement agreements with
senior management to avoid litigation. The separation agreements relating to
the departure of the senior officers required the use of Company stock options,
founder stock and the limited transfer of certain furniture, fixtures and
computers. In connection with the Company's closure of its Florida operations
in or about August 2000, the Company's Chief Operating Officer's employment was
terminated. In connection with these transactions, the Company reacquired
933,000 of the Company's fully vested common stock options from the former COO
in consideration for the transfer to a company controlled by the former COO of
all the assets associated with the Company's Florida operations and the rights
to use its proprietary WebCAS software. The charges to earnings relating to
such transaction resulted in significant losses for the fiscal year 2000. In
addition, one senior officer was terminated for what management believes to be
cause. See Legal Proceedings.

Despite its costs reduction efforts, eLinear is still faced with the
accounting, legal and reporting requirements of a public company. The first
objective of the company during the first quarter was to sustain its
operational and marketing functions, while simultaneously developing a new
customer base to replace the revenues previously produced by its largest
client, IBM. Management believes the challenge for the second quarter will be
to grow its new customer base and attract additional customers to expand the
revenue levels.

Market Opportunities and Market Diversification

IBM was the dominant customer for fiscal 2000 representing 53% of the gross
revenues for the year 2000. All expected work with IBM was completed by
mid-January 2001. After the major corporate restructuring was completed during
the third quarter of 2000, substantially all marketing and sales efforts were
devoted to new business development in Denver and Houston. Because of declining
IBM revenue and increasing revenue with several new clients, by December 31,
2000, IBM represented only 33% of sales for the fourth quarter. Since the first
quarter of 2001, substantially all business development and business operations
have been devoted to replacing the IBM revenue stream. This new business has
resulted in five new customers totaling $97,307 in revenue for the first
quarter of 2001, representing 76% of the revenue produced by IBM in the 4th
quarter 2000.

Because of the relative size and weakening of the technology market in Denver,
the Company has concentrated on developing Denver Internet consulting
contracts. Houston, being a much larger, less impacted market than Denver, has
yielded various software development projects as well as various Internet
consulting contracts. eLinear's WebCAS content management product has been
favorably received by the Houston market driven by a product
demonstration-based sales and marketing model.


<PAGE>   10


However, no expansion beyond Denver and Houston can be undertaken without
additional capitalization. The Company intends to seek new capital as soon as
the external market conditions permit and as soon as the Company's revenue and
profit performance warrant consideration by debt and/or equity providers. There
can, however, be no assurance that such sources of capital will be available to
the Company or, if available, that they will be available upon terms and
conditions acceptable to the Company.

As a result of the internal consulting operations in Denver, eLinear has been
or is in the process of being licensed and/or certified to sell a number of
Website development and content management software products and operating
systems, in addition to its own WebCAS. The Company can make no assurances that
such licenses will be secured or that it will be successful in selling any of
the products or systems.

The Management Team

eLinear now consists of six full time employees - corporate officers and two
key employees. As a team, their time is allocated according to the following
schedule:

         Technology development and product licensing            7%
         Marketing, Sales and Business Development              33%
         Software Development and Product Servicing             33%
         Project Management                                     10%
         Internet Consulting                                    10%
         Corporate Operations                                    7%
                                                               ---

                                                               100%

The goal of the new management team is to at least equal the one major customer
revenue stream of 2000 by attracting and maintaining a variety of new customers
with diversified requirements. The Company has been successful by attracting 5
new customers with revenues totaling $97,307 in the first quarter of 2001.

The Company intends to hire new employees on a project-by-project basis. The
Company intends, where applicable, to contract out certain work, such as high
skill level technical programming. Hourly and temporary employees will be
utilized wherever possible in a weakened technology labor market. The Company
can make no assurances that it will be successful with this objective or assure
that resources will be available where or when required. At this time, the
Company cannot pay market rates to qualified proven performers for compensation
and benefits. Nor does the Company have the means to rely on cash performance
bonuses even where justified.

Risk Factors

As set forth above, the Company's new business model calls for internal growth
based on the expansion and diversification of its customer base, coupled with a
reduction in overhead expenses. While the Company has been successful in
reducing certain overhead costs, there can be no assurances that the Company
will be able to expand and diversify its client base on a continuing basis. The
Company cannot further expand to any new markets based on currently available
capital. No assurance can be made that the Company will be able to attract
either equity or debt financing in the future or that, if available, it will be
able to secure such financing upon terms and conditions acceptable to the
Company. In addition, the Company is operating under a new business model. The
likelihood of success of this business model should be considered in light of
the problems, expenses and delays that are frequently encountered by companies
in the early stages of their businesses and the competitive and economic
environment in which the Company will operate. Furthermore, the Company is
subject to certain litigation and ongoing public company compliance expenses.
See Legal Matters.

Results of Operations

Quarter ended March 31, 2001 compared to Quarter ended March 31, 2000


<PAGE>   11

Total revenue for three months ended March 31, 2001 decreased $48,504 or 13.7 %
to $306,055 from $354,559 in the first quarter of 2000. This decrease reflects
the loss of eLinear's major client. New clients were added during the first
quarter of 2001.

Cost of consulting contract revenue decreased $54,106 or 39.5% from $136,930 to
$82,824 for these respective periods. This decrease primarily resulted from the
decrease in the total number of employees employed by the Company and the
corresponding increase in the time the remaining employees dedicated to
consulting contract revenue. Selling, general and administrative expenses
decreased $74,318 or 29.3% from $253,889 to $179,571 for 2001. Expenses for
2001 included costs of developing new clients, outsourcing development, and the
legal expenses discussed herein. By March 31, 2001, headcount was reduced to 6
compared to a high of 31 during the year 2000.

Total income from operations increased $79,920 or 220.0% to $43,660 from
$(36,260)in this first quarter of 2000. Income from operations as a percentage
of revenue increased to 14.3% in the first quarter of 2001 from (10.2)% in the
first quarter of 2000. This increase in profit margin is primarily due to
decreased expenses associated with reduction of staff and the discontinuation
of the active pursuit of mergers and acquisitions.

Management believes that inflation has not had a material impact on the
Company's results of operations.

Liquidity and Capital Resources

The Company has derived essentially the majority of its revenues from a single
client. The loss of this client has had an adverse material impact on the
financial condition of the Company. The Company is implementing strategies to
diversify its client base, both geographically and by industry, to minimize the
risks associated with the concentration of revenues with one client. Revenues
from new customers in the first quarter of 2001 were approximately 76% of the
revenues derived from the Company's former major customer in the last quarter
of 2000. There can be no assurances that the Company will be able to continue
to diversify its customer base. Revenues and earnings may also fluctuate based
on the number and size of projects undertaken at the Company during any period
of time.

Cash and cash equivalents as of March 31, 2001 were $127,021, compared to
$601,160 as of March 31, 2000.

For the three months ended March 31, 2001, cash used by operations was $12,178.
For the three months ended March 31, 2000, cash used by operations was $80,719.

Net cash used in investing activities was $0 and $86,614 for the three months
ended March 31, 2001 and 2000, respectively. The primary use of cash in
investing activities during the three months to March 31, 2000 was for the
purchase of property and equipment.

Net cash used in financing activities was $0 and $171,000 for the three months
ended March 31, 2001 and 2000, respectively. During the first three months of
2000, cash used in financing activities was related to the payment due a
shareholder associated with the reverse merger completed in December 1999.


Part II. Other Information

Item 1.  Legal Proceedings

         From time to time, the Company may become involved in litigation
arising in the ordinary course of its business. The Company is not presently
subject to any material legal proceedings outside of the ordinary course of
business except as set forth below:

         1.       On December 16, 1999, eLinear and Imagenuity were served with
a complaint captioned Chris Sweeney v. Kinetiks.com, Inc. and Imagenuity, Inc.,
Circuit Court, Duval County, Florida, Civil Case Number 1999-7252-CA. The
Complaint alleged a breach of an alleged oral modification of a written
employment agreement between the Plaintiff, Chris Sweeney, and Imagenuity and
alleged breaches by eLinear and



<PAGE>   12

Imagenuity of fiduciary obligations which the Plaintiff claims were owed to
him. Plaintiff is seeking as damages twenty percent of eLinear's common stock
received by the sole shareholder of Imagenuity in connection with the merger of
Imagenuity with and into the Subsidiary. After the filing of the Complaint,
eLinear's subsidiary, Elinear Corporation, was added as a Defendant. In
addition, the Defendants filed motions to dismiss the litigation based upon
lack of personal jurisdiction over eLinear and improper venue, which motions
were denied. The Companies are currently appealing the trial court's denial of
this motion to dismiss for lack of venue before the First District Court of
Appeal for the State of Florida, Appeal No. ID00-5015. Management intends to
vigorously contest the case. While the Company believes the case to have no
merit, at this stage it is impossible to predict the amount or range of
potential loss.

         2.       In December of 1999, eLinear counter-sued Chris Sweeney in a
lawsuit captioned Elinear Corporation v. Chris Sweeney, United States District
Court, District of Colorado, Case Number 99-WM-2434. The Complaint sought a
determination of the rights of the parties with respect to the termination of
Chris Sweeney's employment agreement with Imagenuity. This lawsuit was
indefinitely stayed pending resolution of the Florida litigation discussed
above.

         3.       In December of 2000, eLinear filed a civil complaint in the
Circuit Court of the Thirteenth Judicial Circuit in Hillsborough County,
Florida Case No.: 2000-23452-CC-J, to collect the final payment due from
ClearedForLanding.com, Inc. ("CFL"), relating to Web site development services.
eLinear is seeking to recover $10,000.00 from CFL. Thereafter, CFL filed a
civil complaint in the United States District Court for the Southern District 4
6 of California, Case No. 01-CV-00184 against eLinear and two of eLinear's
officers based upon alleged delays in getting CFL's Web site constructed and
alleged deficiencies in the Web site product eLinear delivered. CFL's Complaint
alleges breach of contract, fraud, conspiracy, interference with prospective
economic advantage, gross negligence, negligence and conversion, and will
attempt to recover various types of damages, including lost profits, which are
allegedly far in excess of the amount eLinear is attempting to collect.
Management of eLinear believes that many of the "delays" were in fact caused by
CFL to put off or avoid responsibility for final payment in accordance with the
Web site development services agreement. Furthermore, eLinear's management is
of the opinion that the components of the project which were delivered (certain
components were not delivered because of CFL's failure to tender the final
payment) met or exceeded the requirements of the agreement. Accordingly,
eLinear's management intends to vigorously pursue collection of the final
payment, consolidate the Federal claims with the ongoing collections case in
Florida and contest any counterclaim raised by CFL. Given the complexities and
technical nature of the claims and the uncertain ability of CFL to finance any
litigation, it is not possible at this time to determine whether CFL's
counterclaims have any merit and it is currently impossible to predict the
amount or range of any potential loss or recovery.

         4.       On September 12, 2000, eLinear terminated its Chief Financial
Officer, Paul Thomas. eLinear considered the termination to be "for cause."
Because the termination was considered to be "for cause," eLinear concluded
that no severance payments were due and payable under Mr. Thomas' employment
agreement with the company. Pursuant to the employment agreement, Mr. Thomas
would have been entitled to receive a severance payment equal to one year's
salary (i.e., $75,000.00) if the termination was not "for cause." Mr. Thomas
filed a lawsuit on February 28, 2001 seeking his one-year severance payment and
attorney's fees. The Company believes that Mr. Thomas' claims have no merit,
but at this stage it is impossible to predict the amount or range of potential
loss.

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

On March 29, 2001, the Board of Directors of eLinear and a majority of its
stockholders approved a proposal to amend (the "Amendment") the Company's
Certificate of Incorporation to effect a 1-for-20 reverse stock split of the
Company's shares of common stock and preferred stock. The Amendment is expected
to become effective on or about May 4, 2001.

<PAGE>   13

Item 6.  Exhibits and Reports on Form 8-K

         (a)      Exhibits:

                  (2)      Agreement and Plan of Merger, dated October 11,
         1999, between the Company, eLinear Corporation and Imagenuity, Inc. --
         incorporated herein by reference from the Company's Current Report on
         Form 8-K filed with the Commission on October 25, 1999

                  (3)(i)   Amended and Restated Certificate of Incorporation of
         Kinetiks.com, Inc. - incorporated herein by reference from the
         Company's Form 10-QSB for the period ending June 30, 2000. (3)(ii)
         By-laws of the Company -- incorporated herein by reference from the
         Company's Form 10-KSB for the period ending December 31, 1995

                  (10)(i)  Employment Agreement between the Company and Jon
         Ludwig dated December, 1999 -- incorporated herein by reference from
         the Company's Form 10-KSB/A filed with the Commission on May 1, 2000

                  (10)(ii) Asset Purchase Agreement dated August 21, 2000 among
         eLinear, Inc., eLinear Corporation, Innobbar, LLC, Jay Vickers and
         John Kaercher - incorporated herein by reference from the Company's
         Form 10-Q filed with the Commission on October 24, 2000.

                  (10)(iii) Form of Indemnification Agreement for all officers
         and directors -incorporated herein by reference from the Company's
         Form 10-Q filed with the Commission on October 24, 2000.

         (b)      Reports on Form 8-K:

         The Company filed a Form 8-K with the Commission on April 3, 2001 in
which it reported under Item 5 that on March 29, 2001, the Board of Directors
and a majority of its stockholders approved a proposal to amend (the
"Amendment") the Company's Certificate of Incorporation to effect a 1-for-20
reverse stock split of the Company's shares of common stock and preferred
stock. The Amendment is expected to become effective on or about May 4, 2001.


                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Quarterly Report to
be signed on its behalf by the undersigned, thereunto duly authorized.


                                 eLinear, Inc.



Date: April 10, 2001                      By: /s/ Jon V. Ludwig
                                             ----------------------------------
                                                  Jon V. Ludwig, President,
                                                  Chief Executive Officer,
                                                  Chief Technical Officer and
                                                  Chairman of the Board



                                          By: /s/ William Ivins
                                             ----------------------------------
                                                  William Ivins, Executive
                                                  Vice President, Treasurer
                                                  and Assistant