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

                                   FORM 10-QSB

(Mark One)
|X| QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934

                  For the quarterly period ended December 31, 2000

|_| TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                  For the transition period from               to
                                                    ----------    --------------

                  Commission file number 000-26169

                         Neo Modern Entertainment Corp.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            California                                  95-4627285
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

          442 N. La Cienega Blvd., Suite 206, West Hollywood, CA, 90048
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (310) 652-7556
--------------------------------------------------------------------------------
                           (Issuer's telephone number)

--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

The number of shares outstanding of the issuer's common stock, par value $.001
per share, as of February 13, 2001 was 11,235,435.

Transitional Small Business Disclosure Format (Check one): Yes |_| No |X|
<PAGE>

                         NEO MODERN ENTERTAINMENT CORP.

PART I. FINANCIAL INFORMATION                                           Page No.

Item 1. Financial Statement:                                            3

        Balance Sheet as of December 31, 2000 (Unaudited)               F-1

        Statement of Operations for the Six Months Ended                F-2
        December 31, 2000 and 1999 (Unaudited)

        Statement of Stockholders' Equity (Unaudited)                   F-3

        Statement of Cash Flows for the Six Months Ended                F-4
        December 31, 2000 and 1999 (Unaudited)

        Notes to Financial Statements                                   F-5-7


Item 2. Management's Discussion and Analysis Financial                  4
          Condition or Plan of Operation

PART II. OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders             5

Item 6. Exhibits and Reports on Form 8-K                                5

SIGNATURES                                                              6


                                        2
<PAGE>

                   NOTE CONCERNING FORWARD-LOOKING STATEMENTS

      Certain statements contained in this Quarterly Report on Form 10-QSB that
are not statements of historical fact constitute forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). These statements involve risks and uncertainties
that may cause actual results to differ materially from those in such
statements.

                         PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements.

      The accompanying interim unaudited financial statements have been prepared
in accordance with the instructions to Form 10-QSB and 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 of normal recurring adjustments) considered necessary for a fair
presentation have been included, and the disclosures are adequate to make the
information presented not misleading. Operating results for the six months ended
December 31, 2000, are not necessarily indicative of the results that may be
expected for the year ended June 30, 2001. These statements should be read in
conjunction with the financial statements and notes thereto included in the
Annual Report on Form 10-KSB (filed with the Securities and Exchange Commission)
for the year ended June 30, 2000.


                                        3
<PAGE>

                         NEO MODERN ENTERTAINMENT CORP.
                                  BALANCE SHEET
                                  DECEMBER 31,

                                                                        2000
                                                                      ---------
                           ASSETS

Current assets:
    Cash                                                              $      --

       Total Current Assets                                                  --
                                                                      ---------
Other assets:
    Completed film less accumulated amortization of $365,622
    less $90,000 Note to Deluxe (Note 7)                                 19,626
    Organization costs less accumulated amortization of $2,900              900
    Projects in process (Note 7)                                        342,046
                                                                      ---------
       Total assets                                                   $ 362,572
                                                                      =========

            LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

    Trade payables (Note 14)                                          $  47,500

Long term liabilities (Note 10, 14)                                     189,259
                                                                      ---------
       Total Liabilities                                                236,759
                                                                      ---------

Stockholders' equity:
    Common stock $.001 par value; shares authorized
      100,000,000 reserved for stock options
      12,276,206, issued and outstanding 11,235,435                      11,235
    Preferred stock $.001 par value; authorized 20,000,000
      shares; none issued and outstanding,
    Paid-in capital                                                     220,422
    Retained earnings (deficit)                                        (105,844)
                                                                      ---------
       Total stockholders' equity                                       125,813
                                                                      ---------
       Total liabilities and stockholders' equity                     $ 362,572
                                                                      =========

              See accompanying notes to the financial statements.


                                      F-1
<PAGE>

                         NEO MODERN ENTERTAINMENT CORP.
                             STATEMENT OF OPERATIONS
                        FOR THE PERIOD ENDED DECEMBER 31,

                                                      2000              1999
                                                  -----------       -----------

Net sales (Notes 4, 10, 14)                           $83,973           $15,000
                                                  -----------       -----------

Costs and expenses:
    Amortization                                                         15,000
    Administrative and general                         29,677            11,332
    Interest expense                                      323            15,362
                                                  -----------       -----------

       Total costs and expenses                        30,000            41,694
                                                  -----------       -----------

Loss before income taxes                               53,973           (26,694)

Income tax (benefit) (Note 10)                             --                --
                                                  -----------       -----------

       Net income (loss)                              $53,973          $(26,694)
                                                  ===========       ===========



Income (Loss) per share:
    Basic                                               0.005            (0.004)
                                                                    -----------

Number of shares used in the per
   share calculation:
    Basic and diluted                              11,235,435         7,244,967
                                                                    -----------

              See accompanying notes to the financial statements.


                                      F-2
<PAGE>

                         NEO MODERN ENTERTAINMENT CORP.
                        STATEMENT OF STOCKHOLDERS' EQUITY
      FOR THE YEAR ENDED JUNE 30 PERIOD ENDED SEPTEMBER 30 AND DECEMBER 31,

<TABLE>
<CAPTION>
                                            Restricted Common Stock         Common Stock         Convertible Preferred
                                            -----------------------   -----------------------   -----------------------
                                              Number                    Number                    Number
                                             of Shares     Amount      of Shares     Amount      of Shares     Amount
                                            ----------   ----------   ----------   ----------   ----------   ----------
<S>                                          <C>             <C>         <C>             <C>                 <C>
Balance, June 30, 1999                       4,218,780       $4,219      953,445         $953           --   $       --

Issuance of restricted shares for cash          20,000           20

Issuance of restriced shares for services      207,234          207

Filmart Stock options excercised             5,160,936        5,161

Stock issuance cost

Net loss for the year ended
  June 30, 2000
                                            ----------   ----------   ----------   ----------   ----------   ----------

Balance June 30, 2000                        9,606,950        9,607      953,445          953           --           --
                                            ----------   ----------   ----------   ----------   ----------   ----------

Issuance of restriced shares for services       24,000           24

Filmart Stock options excercised               651,040          651

Stock issuance cost

Net loss for the period ended
  June 30, 2000
                                            ----------   ----------   ----------   ----------   ----------   ----------

Balance September 30, 2000                  10,281,990      $10,282      953,445         $953           --   $       --
                                            ----------   ----------   ----------   ----------   ----------   ----------

Issuance of restricted shares for cash

Issuance of restriced shares for services

Filmart Stock options excercised

Stock issuance cost

Net loss for the period ended
  December 31, 2000
                                            ----------   ----------   ----------   ----------   ----------   ----------

Balance December 31, 2000                   10,281,990       10,282      953,445          953           --           --
                                            ==========   ==========   ==========   ==========   ==========   ==========

<CAPTION>
                                              Paid-In      Retained   Stockholders'
                                              Capital      Earnings       Equity
                                            ----------    ----------    ----------
<S>                                           <C>          <C>             <C>
Balance, June 30, 1999                        $261,603     $(204,670)      $62,105

Issuance of restricted shares for cash           9,980                      10,000

Issuance of restriced shares for services         (207)                         --

Filmart Stock options excercised                (5,161)                         --

Stock issuance cost                            (51,636)                    (51,636)

Net loss for the year ended
  June 30, 2000                                               55,500        55,500
                                            ----------    ----------    ----------

Balance June 30, 2000                          214,579      (149,170)       75,969
                                            ----------    ----------    ----------

Issuance of restriced shares for services          (24)                         --

Filmart Stock options excercised                 5,967                       6,618

Stock issuance cost                               (100)                       (100)

Net loss for the period ended
  June 30, 2000                                              (10,647)      (10,647)
                                            ----------    ----------    ----------

Balance September 30, 2000                    $220,422     $(159,817)      $71,840
                                            ----------    ----------    ----------

Issuance of restricted shares for cash                                          --

Issuance of restriced shares for services                                       --

Filmart Stock options excercised                                                --

Stock issuance cost                                                             --

Net loss for the period ended
  December 31, 2000                                           53,973        53,973
                                            ----------    ----------    ----------

Balance December 31, 2000                      220,422      (105,844)      125,813
                                            ==========    ==========    ==========
</TABLE>

              See accompanying notes to the financial statements.


                                      F-3
<PAGE>

                         NEO MODERN ENTERTAINMENT CORP.
                             STATEMENT OF CASH FLOWS
                        FOR THE PERIOD ENDED DECEMBER 31,

                                                             2000        1999
                                                           --------    --------

Cash flows from operating activities:
  Net income (loss)                                        $ 53,973    $(26,694)
  Ammortization of Film Cost & Organization Expense              --      15,400
  Adjustments to reconcile net income to net cash
    provided by (used in) operating activities:
      Changes in assets and liabilities:                                 (7,500)
        Trade payables                                      (27,647)     26,195
                                                           --------    --------

          Net cash (used in) operating activities            26,326       7,401
                                                           --------    --------

Cash flows from investing activities:
  Film costs                                                     --      (1,538)
  Stock Issuance Cost                                            --      (9,428)
  Proceeds from issuance of stock                                --       4,106
                                                           --------    --------

          Net cash provided by (used in) investing
          activities                                             --      (6,860)
                                                           --------    --------

Cash flows from financing activities:
  Borrowing (repayment) of long-term debt                   (26,326)
                                                           --------
          Net cash provided by (used in) financing
          activities                                        (26,326)

Net increase (decrease) in cash and cash equivalents             --         541

Cash and cash equivalents at beginning of year                              169
                                                           --------    --------

Cash and cash equivalents at end of year                   $     --        $710
                                                           ========    ========

Supplemental disclosure of cash flow information:

  Interest paid                                            $     --
                                                           ========    ========

  Income taxes paid                                        $     --    $     --
                                                           ========    ========

              See accompanying notes to the financial statements.


                                      F-4
<PAGE>

                         NEO MODERN ENTERTAINMENT, CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements

Note 1 Organization

The company was incorporated on March 19, 1997, under laws of the state of
California. The Company is engaged in the development, production and
distribution of motion pictures.

Note 2 Method of Accounting

Assets, liabilities, revenues and expenses are recorded under the accrual method
of accounting for both financial statements and income tax purposes.

Note 3 Accounting Estimates

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

Note 4 Film Library and Projects under Development

Film Library and projects in progress are stated at the lower of amortized cost
or market. Upon completion, cost are amortized on an individual production basis
in the proportion of current gross revenues divided by the Management's estimate
of total gross revenues with such estimates being reviewed at least quarterly
pursuant to FASB 53.

Note 5 Income Taxes

Income taxes are accounted for in accordance with Statement of Financial
Accounting Standards SFAS) No. 109 "Accounting for Income Taxes". The Statement
employs an asset and liability method of accounting for income taxes. Under the
asset and liability method, deferred income taxes are recognized for tax
consequences of "temporary differences" by applying enacted statutory tax rates
applicable to future years to differences between the financial statement
carrying amounts and the tax bases of existing assets and liabilities. Under
SFAS No. 109, the effect on deferred income taxes of a change in tax rates is
recognized income in the period that includes the enactment date.

Note 6 Development Stage Company

Since the inception, the Company has been primarily involved in raising capital,
commencing production schedules for various projects under progress, and
acquiring services in the field of legal, financial, and entertainment to
promote the company and develop it's future infrastructure.

The Company has devoted substantially all of its efforts toward establishing the
entity, by developing various projects and operating the day to day activities.
The Company has not generated any significant revenues since its inception. Upon
development, release and distribution of motion pictures, more steady revenue
can be expected. Theses financial statements comply with the reporting
requirements under SFAS No. 7 for Development Stage Companies.


                                      F-5
<PAGE>

                         NEO MODERN ENTERTAINMENT, CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements

Note 7 Film Library and Projects in Progress

On May 1, 1997 the Company acquired the rights, interests, and titles to certain
feature motion pictures and projects in progress from Filmart, Inc., Rafael
Zelinsky and related companies subject to the related liabilities. The Company
incurred additional costs for Projects in Progress, which were capitalized
pursuant to FASB 53. As of December 30, 2000 the cost for the completed film
"Fun" amounted to $465,248, accumulated amortization was $365,622 for 2000 less
amounts payable from proceeds to Deluxe of $90,000 for 2000, leaving a net
balance of $19,626.

The cost of the film in progress "Bohemia" is $342,046 with an estimated cost to
complete of $200,000 ($100,000 for the completion of principal photography and
$100,000 for post production).

Note 8 Organization Cost

Organization cost is amortized ratably over a 60 months period.

Note 9 Accounts Payable

Account payable includes project development costs, which consists of expenses
incurred but not paid. The accounts payable includes liabilities and obligation
acquired as part of the agreement with Filmart, Inc., as explained in Note 7, in
addition to the Company's current payable.

Note 10 Long Term Payable

Long term debt consist of the following as of December 31, 2000:

                                                2000
                                                ----
Rafael Zelinsky & Filmart Inc.
 including interest @ prime plus one            189,529
                                                -------

Total Long Term Liabilities                     189,529
                                                =======

The acquiring entity settled other long-term payables. (Note 14)

Note 11 Capital Stock

Due to limited cash resources, the Company engaged various individuals or
entities to provide legal, financial, creative, script writing and
administrative services by issuing common stock.

Note 12 Compensation

On October 31, 1999 the Board of Directors ratified an employment contract to
the President/CEO for a term of seven years starting from March 21, 1997 calling
for the issuance of 18,088,182 in stock options at par value exercisable
5,811,976 shares by September 30, 2000 (which were exercised). The contract also
calls for compensation starting March 21, 1997, of $2,000 per month increasing
by 25% each year for seven years to be paid plus 10% simple interest when funds
are available in excess of operating needs as approved by the Board of
Directors. No salary has been paid to date. In addition the other 2 members of
Board of Directors received 8000 shares per month until September 30, 2000. Due
to the memorandum of


                                      F-6
<PAGE>

                         NEO MODERN ENTERTAINMENT, CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements

understanding (See Note 14) all future compensation (past September 30, 2000)
and stock options were terminated as of October 01, 2000.

Note 13 Commitment & Contingencies

Compensation owed to the President/CEO due as of September 30, 2000 is $135,471
including interest.

Note 14 Memorandum of Understanding

On October 17, 2000 Neo Modern Entertainment, Corp. and a privately held entity
in the early stages of e-commerce on the internet (Chinawe.Com Inc.) entered
into a memorandum of understanding whereby the later would merge into Neo Modern
Entertainment Corp. Although Neo Modern Entertainment Corp. would be the
surviving corporation, the number of shares to be issued to the shareholders of
the other company would result in control passing and accordingly, this would be
regarded as a "reverse acquisition" of Neo Modern by the other entity. The
acquiring entity shall pay to Neo Modern a sum of which is estimated to be
sufficient to satisfy amounts due to outside creditors.

In addition the acquiring entity advanced a $30,000 non-refundable payment
towards the settlement of a portion of the existing third party debt, the
privately held entity has already settled a partial amount of the long-term
payables.


                                      F-7
<PAGE>

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

      Plan of Operation:

      We have had a limited operational history over our last four years with no
appreciable revenues and may be regarded as a development stage company. We have
completed partial principal photography on our first low-budget feature film
tentatively entitled "Bohemia", and our plan calls for finishing the film if and
when we have raised sufficient capital for "Bohemia" as well as one or more of
the micro-budget films. The modest revenues received by us so far have been from
the exploitation of our film library and are utilized towards operating costs
and to pay down a portion of the debt against the film library.

      We are currently in negotiations for a possible merger with and into
Chinawe.com Inc., ("Chinawe"), a Delaware corporation. If a merger occurs, each
outstanding share of Chinawe common stock will be converted into 2,876.4565
shares of our common stock, resulting in a total of approximately 40,000,000 of
our shares being outstanding. Our presently outstanding shares will remain
outstanding with no change, except for those holders who elect to demand their
appraisal rights. We plan to complete a merger by the end of February or by
early March. If the merger is successful, it is expected that the number of our
employees, and our business will materially change.

      Liquidity & Capital Resources:

      We have historically raised capital to fund our operations by the sale of
our common stock. For the immediately foreseeable future, we will be required to
sell common stock or other equity securities to raise capital to fund our
operations. There can be no assurance that such capital investment will be
available on terms that will be acceptable to us. Furthermore, the sale of such
capital will further dilute the interest of current stockholders. Other capital
may also be raised through loans, deferments of goods and services, pre-sales of
rights and/or co-financing with other entities.

      Year 2000 Issues:

      We have reviewed and tested our internal software programs and computer
systems. We have determined that there are no significant Year 2000 issues
within our programs and systems. We are not aware of any material problems with
our vendors or suppliers. We do not anticipate incurring material expenses or
experiencing any material operational disruptions as a consequence of Year 2000
issues.


                                        4
<PAGE>

                           PART II - OTHER INFORMATION

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

      Our directors and certain of our affiliates, in their capacity as
shareholders of our Company, have consented in favor of the merger of our
Company and Chinawe. Our directors and our affiliates own an aggregate of
8,882,190 shares of our common stock or 79% of our outstanding shares. Since the
requisite number of votes have been obtained to complete the merger, no general
vote to security holders has been sought; however, we will provide an
information statement describing the proposed transaction to our security
holders imminently.

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

      (a)   Exhibits.

            Exhibit Number:

            (2)   Agreement and Plan of Merger dated October 17, 2000 *

            (11)  Calculation of Earnings Per Share

      (b)   Reports on Form 8-K.

            - No reports on Form 8-K were filed during the quarter ended
            December 31, 2000.

----------
      * Filed as appendix A-1 to our Company's Schedule 14C Information
      Statement as filed with the Securities and Exchange Commission on February
      12, 2001 and is hereby incorporated by reference herein.


                                        5
<PAGE>

                                   SIGNATURES

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


Date: February 13, 2001                  Neo Modern Entertainment Corp.
                                         ---------------------------------------
                                                  (Registrant)


                                         By:/s/Rafal Zielinski
                                            ------------------------------------
                                            Rafal Zielinski, President
                                            (principal executive officer and
                                            financial and accounting officer)


                                        6