U.S. 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 June 30, 1999

[ ] 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 0-7349


                                 eNOTE.COM INC.
       (Exact name of small business issuer as specified in its charter)


       Delaware                                          59-345315
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                        Identification No.)

                              185 Allen Brook Lane
                            Williston, Vermont 05495
                                 (802) 288-9000
          (Address of principal executive offices, including zip code,
                   and telephone number, including area code)

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act of 1934  during the past 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing  requirements  for the past 90 days. Yes
No |X| .


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

         As of  October  31,  1999 the issuer  had  10,049,491  shares of Common
Stock, par value $0.01 per share, outstanding.

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


                                      -1-
<PAGE>

                                 eNOTE.COM INC.

                                   FORM 10-QSB

                                  June 30,1999


                                 C O N T E N T S


PART I. FINANCIAL INFORMATION                                               Page
                                                                            ----
Item 1. Financial Statements (Unaudited)

             Condensed Consolidated Balance Sheets at June 30, 1999 and
                    December 31, 1998                                          3

             Condensed Consolidated Statements of Operations for the
                    three and six months ended June 30, 1999 and 1998          4

             Condensed Consolidated Statements of Cash Flows for the
                    six months ended June 30, 1999 and 1998                    5

             Notes to Condensed Consolidated Financial Statements              6


Item 2. Management's Discussion and Analysis or Plan of Operation             12

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings                                                    15

Item 2.  Changes in Securities and Use of Proceeds                            15

Item 3.  Defaults Upon Senior Securities                                      15

Item 4.  Submission of Matters to a Vote of Security Holders                  15

Item 5.  Other Information                                                    15

Item 6.  Exhibits and Reports on Form 8-K                                     16

SIGNATURES                                                                    17


                                      -2-
<PAGE>

                              eNote.com Inc.
                   Condensed Consolidated Balance Sheet


<TABLE>
<CAPTION>
                                                         Dec. 31, 1998   June 30, 1999
                                                        ------------------------------
                                                                          (unaudited)
                    ASSETS
<S>                                                       <C>            <C>
Current Assets
  Cash and cash equivalents                               $        --    $ 3,658,070
  Inventories                                                      --          6,637
  Accounts receivable, net                                     18,158             --
  Other current assets                                             --        107,646
                                                        ------------------------------
Total current assets                                           18,158      3,772,352

Property and equipment, net                                    33,761        258,084
Intangible and other assets, net                                   --        159,613
                                                        ------------------------------
  Total assets                                            $    51,919    $ 4,190,049
                                                        ==============================


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
  Accounts payable                                        $    44,113    $   162,599
  Accrued expenses                                             68,368        101,719
  Notes Payable-stockholder                                   147,199         76,163
  Convertible Debentures                                      450,000         80,000
                                                        ------------------------------
  Total current liabilitie                                    709,680        420,481

                                                        ------------------------------
  Total liabilities                                       $   709,680    $   420,481
                                                        ------------------------------

Stockholders' Equity (deficit)
Common Stock, $0.01 par value per share, 25,000,000
  shares authorized, 10,049,491 shares issued
  and outstanding on 6/30/99; and 20,000,000 shares
  authorized and 589,481 shares issued and outstanding
  on 12/31/98                                                      --        100,495
Convertible Preferred Stock, $0.01 par value per share,
  5,000,000 shares authorized, issued and outstanding
  on 6/30/99; and 1,000,000 shares authorized and no
  shares issued or outstanding on 12/31/98                         --         50,000
Common stock warrants                                              --        740,000
Additional paid-in capital                                     56,378      5,969,505
Accumulated deficit                                          (714,139)    (3,090,432)
                                                        ------------------------------
Total stockholders' equity (deficit)                         (657,761)     3,769,568
                                                        ------------------------------

Total liabilities and stockholders' equity                $    51,919    $ 4,190,049
                                                        ==============================


The  accompanying  notes are an integral  part of these  condensed  consolidated
financial statements.
</TABLE>


                                      -3-
<PAGE>

                                  eNote.com Inc
                 Condensed Consolidated Statement of Operations
                                   (unaudited)

<TABLE>
<CAPTION>
                                             3 mos. Ended   3 mos. Ended   6 mos. Ended   6 mos. Ended
                                             June 30, 1998  June 30,1999   June 30, 1998  June 30,1999
                                             ----------------------------------------------------------
<S>                                          <C>            <C>            <C>            <C>
Net revenue                                  $    16,759    $        --    $   201,596             --
                                             ----------------------------------------------------------

Operating expenses:
  Sales and marketing                                 --         71,739             --         72,934
  Product development                                 --        153,869             --        210,533
  General and administrative                     133,298        249,288        295,489        421,262
                                             ----------------------------------------------------------
Total operating expenses                         133,298        474,896        295,489        704,729
                                             ----------------------------------------------------------

Loss from operations                            (116,540)      (474,896)       (93,893)      (704,729)
Interest and other income, net                        --         40,397             --         40,461
Interest expense                                    (303)       (58,325)          (481)       (58,325)
                                             ----------------------------------------------------------

Net loss                                        (116,843)      (492,824)       (94,374)      (722,593)
Preferred stock dividend                              --        740,000             --        740,000
                                             ----------------------------------------------------------
Net loss applicable to common shareholders   $  (116,843)   $(1,232,824)   $   (94,374)   $(1,462,593)
                                             ==========================================================

Net loss per share                           $     (0.20)   $     (0.12)   $     (0.16)   $     (0.27)
                                             ==========================================================
</TABLE>


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


                                      -4-
<PAGE>
                                  eNote.com Inc
                 Condensed Consolidated Statement of Cash Flows
                                   (unaudited)
<TABLE>
<CAPTION>
                                                          6 months Ended  6 months Ended
                                                          June 30, 1998    June 30,1999
                                                          ------------------------------
<S>                                                       <C>              <C>
Cash flows from operating activities:
  Net loss                                                 $   (94,374)   $  (722,593)
  Adjustments to reconcile net loss
  to net cash used in operations:
    Depreciation and amortization                                   --          6,368
    Changes in assets and liabilities:
       Accounts receivable                                    (117,926)        10,274
       Accounts payable                                         32,943        208,341
       Inventory                                                    --         (6,640)
       Other current assets                                         --        (99,760)
                                                          ------------------------------
Net cash used in operating activities                         (179,356)      (604,010)
                                                          ------------------------------

Cash flows from investing activities:
  Purchases of property and equipment                          (17,306)      (294,740)
  Investment in Solutionet                                          --       (250,000)
  Purchases of intangibles                                          --        (95,762)
                                                          ------------------------------
Net cash used in investing activities                          (17,306)      (640,502)
                                                          ------------------------------

Cash flows from financing activities:
  Proceeds from (repayment of) of convertible debentures       144,699       (121,036)
  Issuance of convertible debentures                                --         80,000
  Proceeds from issuance of convertible preferred stock
    and common stock warrants                                       --      5,000,000
                                                          ------------------------------
Net cash provided by financing activities                      144,699      4,958,964
                                                          ------------------------------

Increase/(decrease) in cash and cash equivalents               (51,963)     3,714,452
Cash and cash equivalents at beginning of the period            49,396        (56,382)
                                                          ------------------------------
Cash and cash equivalents at end of period                 $    (2,567)   $ 3,658,070
                                                          ==============================

Supplemental disclosure of noncash financing activities
  Conversion of convertible notes                                   --    $   400,000
  Stock issued to consultants                                       --      1,460,000
                                                          ------------------------------
  Total noncash financing activities                       $        --    $ 1,860,000
                                                          ==============================

Preferred stock dividend                                   $        --    $   740,000
                                                          ==============================
</TABLE>

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


                                      -5-
<PAGE>

                                 eNote.com Inc.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1--The Company and Summary of Significant Accounting Policies:

The Company

         eNote.com Inc., formerly Webcor  Electronics,  Inc. (the "Registrant"),
was  incorporated on December 3, 1971,  under the laws of the State of Delaware.
Except  where  the  context  indicates  otherwise,  as  used  in  the  financial
statements and in these notes,  "Company" means the Registrant together with any
wholly-owned  subsidiaries  of the  Registrant,  except with  respect to periods
prior to the Navis  Transaction  (as defined  below),  for which "Company" means
Navis (as defined  below).  Notwithstanding  that  elsewhere  in this  Quarterly
Report on Form 10-QSB "Company"  simply means the Registrant,  together with any
wholly-owned  subsidiaries  of the  Registrant,  regardless of the time relevant
period.

         On February 1, 1989,  the Registrant  filed a voluntary  petition under
Chapter 11 of the Bankruptcy  Act. The  Registrant's  bankruptcy  case was later
voluntarily converted into a case under Chapter 7 of the Bankruptcy Act, and, on
November 13,  1996,  the  Registrant's  bankruptcy  case was closed.  During the
bankruptcy,  the Registrant had no assets,  liabilities,  stockholders'  equity,
revenue  or  expenses,  and,  as a result of the  bankruptcy,  there was no cost
assigned  to the  common  stock  of the  Registrant  as of  December  31,  1998.
Additionally,  the Registrant did not file state and federal  regulatory and tax
filings.

         Acting in its capacity as a  stockholder  of the  Company,  and without
first receiving any consent,  approval or authorization of any officer, director
or other stockholder of the Company, Capston Network Company ("Capston") filed a
Certificate  for Renewal and Revival of Charter  with the  Secretary of State of
the State of  Delaware  on  December  26,  1996 (such  filing,  the  "Revival").
Thereafter,  Capston  filed a Form 10-K on behalf of the  Company for the fiscal
years ending March 31, 1989 to and including1996.  On or about February 7, 1997,
Capston  caused  the  Company  to send to its  shareholders  a Notice of Special
Meeting and Proxy Statement  describing a number of proposals relating to a plan
of  reorganization  (the "Plan")  proposed by Capston.  The 1997 Special Meeting
failed to achieve a quorum of stockholders, but a revised plan or reorganization
(the "Revised  Plan"),  set forth in a Proxy Statement filed April 27, 1998 (the
"1998  Proxy  Statement"),  was  approved  on  March  23,  1999,  after  several
adjournments of the 1998 Special Meeting.

         The 1998  Proxy  Statement  contemplated  Capston  pursuing  a business
combination  on behalf of the Company and  provided  that Sally Fonner and other
individuals  designated  by Capston  were to be issued  shares of the  Company's
common stock, par value $.01 per share (the "Common Stock"), as compensation for
services rendered in connection with the development of the Plan and the Revised
Plan  and  the  management  of the  Company  pending  completion  of a  business
combination.  The 1998 Proxy Statement  further  provided that the Company would
not be obligated to reimburse Capston for the out-of-pocket expenses incurred by
Capston in connection  with the filing in Delaware of the Company's  Certificate
for Renewal and Revival of Charter,  the preparation and filing of the Company's
reports under the  Securities  Exchange Act of 1934,  as amended (the  "Exchange
Act"),and the investigation of business  opportunities on behalf of the Company.
However,  the 1998  Proxy  Statement  anticipated  that the terms of a  business
combination  transaction  might provide for the


                                      -6-
<PAGE>

reimbursement  of such  expenses.  Because Sally Fonner was the sole director of
both the Registrant  and Capston at the time such expenses were incurred,  prior
Staff  Accounting   Bulletins  require  under  generally   accepted   accounting
principles the treatment of debiting Capston's unreimbursed expenses incurred on
behalf of the  Company as an increase in paid in  capital.  These  expenses  are
actual  cash  expenditures  and do not  reflect  any costs  associated  with the
operation of Capston nor any personnel time or cost.

         On April  5,  1999,  the  Company  acquired  Navis  Technologies,  Ltd.
("Navis") in a transaction  whereby the  stockholders  of Navis exchanged all of
their Navis stock for 8 million  shares of newly issued Common Stock,  and Navis
became a wholly-owned  subsidiary of the Company (the "Navis Transaction").  The
number of shares issued by the Company in the Navis  transaction  was determined
by arms-length  negotiation  between the parties.  Before the Navis Transaction,
the Company had no  material  assets,  liabilities  or business  operations.  No
relationship   existed  between  the  Company  and  Navis  prior  to  the  Navis
Transaction.  In  connection  with the Navis  Transaction,  the  Company  issued
540,000 shares of Common Stock to persons designated by Capston,  270,000 shares
of Common  Stock to legal  counsel for the parties and 650,000  shares of Common
Stock to certain financial  consultants as finders' fees. This issuance resulted
in a cost of $1,460,000.

         At approximately  the same time as the Navis  Transaction,  the Company
entered  into a  Purchase  and Sale  Agreement  with  Freidlander  International
Limited  ("Friedlander")  dated  April 6,  1999 (the  "Freidlander  Agreement"),
whereby the Company sold 5 million shares of convertible  preferred  stock,  par
value $.01 per share (the  "Preferred  Stock"),  of the  Company,  and  warrants
("Warrants")  to purchase 2 million shares of Common Stock to Friedlander for $5
million  in cash (the  "Friedlander  Transaction").  The  Preferred  Stock has a
liquidation  preference of $1 per share, or $5 million in the aggregate,  and is
convertible into Common Stock on a share-for-share basis. Since the Warrants are
exercisable  immediately,  a  dividend  of  $740,000  has been  recognized.  The
warrants  were  assigned  a value of $.37  per  share  based on a Black  Scholes
valuation.

         Since (i) at the time of the Navis  Transaction,  the Registrant had no
operations  since 1996,  (ii) the  management  of Navis would be the  succeeding
management  of  the  Registrant  after  the  Navis  Transaction  and  (iii)  the
stockholders of Navis would control approximately 80% of the voting stock in the
Registrant  after the Navis  Transaction  (and  approximately  53% following the
Friedlander  Transaction),  the Navis  Transaction  has been  accounted for as a
reverse merger and not as a business combination.  No goodwill has been recorded
in  connection  with the Navis  Transaction.  As a  result,  and since the Navis
Transaction and the Friedlander Transaction were substantially interrelated, the
costs  incurred in connection  with the Navis  Transaction  and the  Friedlander
Transaction have been accounted for as reductions of additional paid-in-capital.


Name Change, Reverse Split and Increase in Authorized Capital

         On March 31, 1999, the Company filed an amendment to its Certificate of
Incorporation that, as corrected,  (a) effected a one for 12 reverse stock split
of  the  Common  Stock  followed   immediately  by  a  stock   distribution   of
((12/6.75)-1)  shares  of  Common  Stock  for each one  share  of  Common  Stock
theretofore  outstanding,  and (b) increased its authorized  capital stock to 25
million  shares of Common  Stock and 5 million  shares of  preferred  stock.  On
September 3, 1999, the Company changed its name from "Webcor Electronics,  Inc."
to  "eNote.com   Inc."  in  connection  with  its  merger  with  a  newly-formed
wholly-owned subsidiary of the Company.


                                      -7-
<PAGE>

         As described in the Company's  Proxy Statement filed April 27, 1998, no
fractional  shares were issued in connection with the reverse split or the stock
distribution  and the Company did not pay cash in lieu of such shares.  Instead,
the number of shares issued to shareholders  entitled to fractional  shares were
"rounded up" to the next whole number.  In addition,  shareholders of record who
held at least 100 shares prior to the one for 12 reverse stock split were issued
no fewer  than 100  shares  after  the one for 12  reverse  stock  split.  These
procedures resulted in the issuance of approximately 41,978 additional shares of
Common  Stock by the Company for which the Company  received  payment of $419.79
from  Capston,   which  the  Board  of  Directors  has  determined  is  adequate
consideration for the issuance of such shares. As a result of the amendment, the
3,476,370  shares of Common Stock issued and  outstanding  immediately  prior to
such  amendment  were  consolidated  into 589,481  shares of Common  Stock.  The
post-consolidation  Common Stock is listed on the NASD Over The Counter Bulletin
Board under the symbol "ENOT."


Basis of presentation

         Certain  information  and  footnote  disclosures  normally  included in
financial  statements  prepared in accordance with generally accepted accounting
principles  have been condensed or omitted  pursuant to Article 10 of Regulation
S-X of the  Securities  and  Exchange  Commission.  The  accompanying  unaudited
condensed   consolidated   financial  statements  reflect,  in  the  opinion  of
management,  all  adjustments  necessary  to  achieve  a fair  statement  of the
Company's financial position and results for the interim periods presented.  All
such adjustments are of a normal and recurring nature. These condensed financial
statements should be read in conjunction with the financial statements and notes
thereto  included  in the  Company's  Annual  Report on Form 10-KSB for the year
ended March 31, 1999.


Principles of consolidation

         The condensed consolidated financial statements include the accounts of
the  Company and its  subsidiary.  All  significant  intercompany  balances  and
transactions have been eliminated in consolidation.


Change in year end

         The  Company  has  determined  to adopt the  fiscal  year of Navis and,
accordingly,  is changing its fiscal year end from March 31 to December 31. As a
result,  this Quarterly Report on Form 10-QSB reflects the Company's results for
the three and six months ended June 30, 1999 and 1998, and the Company will file
an Annual Report on Form 10-KSB for the year ending December 31, 1999.


Revenue recognition

         The Company is in the  development  stage of its product  TVEmail.  The
Company  expects to launch its product  late in the fourth  quarter of 1999 with
widespread  deployment  commencing in the first quarter of 2000. The Company had
no revenue in the quarter ended June 30, 1999.  Navis was engaged in the sale of
electronic  devices  from its  inception  until its  development  of the TVEmail
product.  As a result,  the Company is not considered to be a development  stage
enterprise.


                                      -8-
<PAGE>

Fair value of financial instruments

         The Company's financial instruments,  including cash, cash equivalents,
accounts receivable and accounts payable are carried at cost, which approximates
their fair value because of the short-term maturity of these instruments.


Property and equipment

         Property and equipment are stated at historical cost.  Depreciation and
amortization  are computed  using the  straight-line  method over the  estimated
useful  lives of the  assets,  generally  five years or less for  equipment  and
furniture, and the lease term for building improvements.


Reverse Merger

         As described above, at the time of the Navis Transaction the Registrant
had had no operations  since 1996, the management of Navis became the succeeding
management  of the  Registrant  after  the  Navis  Transaction  and  the  former
stockholders of Navis owned approximately 80% of the outstanding voting power of
the Registrant  immediately  following the Navis Transaction (and  approximately
53% following the  Friedlander  Transaction).  Accordingly,  the transaction has
been  accounted  for as a reverse  merger under  generally  accepted  accounting
principles.  As a result, Navis is considered to be the acquiring entity and the
Registrant  the  acquired  entity  for  accounting  purposes,  even  though  the
Registrant  is the  acquirer  for legal  purposes.  As a result of this  reverse
merger  accounting  treatment,  (i) the  historic  financial  statements  of the
Company for the periods prior to the date of purchase are no longer the historic
financial statements of the Registrant,  and therefore, are no longer presented;
(ii) the historical financial statements of the Company for periods prior to the
date of  purchase  are now  those of  Navis;  and  (iii)  all  reference  to the
financial statements of the "Company" apply to the historic financial statements
of Navis  prior  to,  and the  Company  subsequent  to,  the  date of the  Navis
Transaction.


Product Development Costs

         The  Company's  development  of TVEmail  includes  the  development  of
internal software as well as the purchase of software from third parties.  Costs
of purchased  third party  software are  capitalized.  All costs in the software
development  process  which are  classified  as  research  and  development  are
expensed as incurred.


Use of Estimates

         The  preparation of financial  statements in accordance  with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that affect the amounts  reported in the financial  statements  and
accompanying notes. Actual results could differ materially from these estimates.


Stock-Based Compensation

         During the first six months of 1999, the Company  adopted SFAS No. 123,
"Accounting  for  Stock-based  Compensation."  The  Company  has  established  a
stock-option  plan which has been approved by the Board of  Directors.  The plan
provides for the grant of (i) non-qualified stock options,  (ii) incentive stock
options, (iii) shares of restricted stock, (iv) shares of phantom stock, and


                                      -9-
<PAGE>

(v) stock bonuses (collectively  "Incentive Awards"). In addition, the Incentive
Stock Plan  permits the grant of cash  bonuses  payable  when a  participant  is
required to recognize  income for federal income tax purposes in connection with
the  vesting  of  shares  of  restricted  stock or the  grant of a stock  bonus.
Full-time employees of the Company and its subsidiaries,  including officers and
directors,  will be eligible to  participate  in the Incentive  Stock Plan.  The
Incentive Stock Plan is administered by a Compensation Committee of the Board of
Directors (the "Committee"),  which will consist of two or more directors,  each
of whom shall be a "disinterested  person" within the meaning of Rule 16b-3 (c )
(2) under  Section 16 of the Exchange Act. The Committee  will  determine  which
employees receive grants of Incentive  Awards,  the type of Incentive Awards and
bonuses  granted and the number of shares subject to each Incentive  Award.  The
Incentive Stock Plan does not prescribe any specific factors to be considered by
the Committee in determining who is to receive  Incentive  Awards and the amount
of such awards. The total number of shares available for grants cannot exceed 1%
of the total number of shares that were  outstanding  immediately  following the
Navis Transaction. The Company has not issued any grants under its stock plan.


Employee Benefit Plans

         On July 19, 1999 the Board of  Directors  approved the  Company's  401K
plan. The plan was established for the purpose of providing  retirement benefits
to eligible  employees in  accordance  with the plan and to enable  employees to
supplement their retirement by election to have the employer  contribute amounts
to the plan in lieu of payments to such  employee in cash.  The plan is intended
to satisfy the  provisions  of section  401(k) of the  Internal  Revenue Code of
1986,  as  amended.  At  this  time  the  plan  is  funded  solely  by  employee
contributions.



Note 2--Net Loss Per Common Share:

         As required,  the Company  adopted SFAS No. 128,  "Earnings per Share,"
for the year ended  December 31,  1997.  SFAS No. 128 changes the method used to
calculate  earnings per share and requires the restatement of all prior periods.
Under SFAS No.  128,  the  Company is  required  to  present  basic and  diluted
earnings per share if applicable.  Basic earnings per share is based on weighted
average number of shares  outstanding  during the period.  Diluted  earnings per
share  includes  the weighted  average  number of shares  outstanding  and gives
effect to  potentially  dilutive  common  shares such as options,  warrants  and
convertible debt and preferred stock outstanding.

         Net loss per common  share for the three and six months  ended June 30,
1998 and 1999 is based on the weighted  average number of shares of common stock
outstanding during the periods. Potentially dilutive securities include options,
warrants and convertible preferred stock; however, such securities have not been
included in the calculations of the net loss per common share as their effect is
antidilutive  where, as here,  there is a loss rather than earnings.  Therefore,
there is no  difference  between the basic and diluted net loss per common share
for any of the periods presented.

         Although,  pursuant to the reverse merger  accounting  treatment of the
Navis Transaction,  the Company's  historical financial statements are now those
of Navis rather than the Registrant,  the Company's  historical equity, and thus
the number of shares used in  calculating  net loss per common  share,  is still
that of the  Registrant  (as  adjusted  for the reverse  split and Common  Stock
distribution).  The Company's  net loss per common share has been  calculated in
accordance with generally accepted accounting  principals but is not necessarily
a reliable measure of the Company's results.


                                      -10-
<PAGE>

         The following table sets forth the computation of basic and diluted net
loss per share for the periods indicated:

<TABLE>
<CAPTION>
                                               three months      three months        six months ended   six months
                                               ended June 30,    ended June 30,      June 30, 1998      ended June 30,
                                               1998              1999                                   1999
<S>                                            <C>               <C>                 <C>                <C>
Numerator for basic net loss per share - Net
(loss) applicable to common shareholders       $(116,843)        $(1,232,824)        $(94,374)          $(1,462,593)
Denominator for basic net loss per share -
weighted average shares                        589,481           10,049,491          589,481            5,319,315
Basic and diluted net (loss) per share         $ (0.20)          $ (0.12)            $(0.16)            $(0.27)
</TABLE>

Note 3--Income Taxes:

         In connection with the Company's  acquisition of Navis,  Navis's status
as an S  Corporation  was  terminated,  and Navis became  subject to federal and
state income  taxes.  No deferred  tax benefit has been  provided for due to the
uncertainty of future earnings.

Note 4--Borrowings:

Notes Payable

         Notes payable consists of amounts payable to various  individuals and a
current shareholder (and president) of the Company, which are unsecured.

<TABLE>
<CAPTION>
                                                              December 31, 1998       June 30, 1999
                                                              -----------------       -------------
<S>                          <C>                              <C>                     <C>
Unsecured Stockholder loans, 12% interest                     $ 147,199               $ 76,163
Convertible   Debentures,   12%   interest,
$1/share conversion rate                                        450,000                     --
Convertible   Debentures,   12%   interest,
$3/share conversion rate                                             --                 80,000
                                                              ---------------------------------
Total                                                         $ 597,199               $156,163
</TABLE>


Note 5--Leasing Arrangements:

         The Company leases certain land, buildings and equipment.  These leases
are classified as operating leases that expire at various times between 2000 and
2003.  Certain of these  leases  contain  renewal  options  and have  escalation
clauses  tied to changes in the  Consumer  Price  Index.  Under the terms of the
leases, the Company is generally  responsible for the payment of property taxes,
insurance and maintenance costs related to the leased property.

         On May 31, 1999 the Company  entered into a 5-year lease on its current
corporate  offices with Airmouse  House  Partnership,  Ltd. The president of the
Company  is the  General  partner  in  Airmouse  House  and as such,  makes  the
partnership  a  related  party,  however,  the  terms of the  lease are not more
favorable than would be obtainable by the Company in an arms length  transaction
with an unaffiliated third party.


                                      -11-
<PAGE>

         The following is a schedule by year of minimum  future  rental  expense
(net of sublease income) on noncancellable operating leases as of June 30, 1999:

Year-ending December 31,
         2000                                     $84,142
         2001                                      88,529
         2002                                      97,365
         2003                                     100,000
         Thereafter                                16,667
                                                ---------
         Total minimum future rentals           $ 386,703


Note 6--Subsequent Events

         Subsequent to the close of the quarter, the Company acquired the assets
of WebATM from Gary Cronin,  an employee of the Company,  for $100,000 cash. See
the  Company's  Annual  Report on Form 10-KSB for the year ended March 31, 1999,
under the caption "Description of  Business--Acquisition of Assets." The Company
also entered into an  agreement  to purchase 55% of  Solutionet  for $250,000 in
cash, subject to certain closing  requirements.  See the Company's Annual Report
on Form 10-KSB for the year ended March 31, 1999, under the caption "Description
of  Business--Acquisition  of Assets." The closing  requirements have since been
fulfilled, and the Solutionet transaction closed on October 18, 1999.

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

Forward-Looking Statements

         When used in this report,  press  releases  and  elsewhere by eNote.com
Inc. (the "Company") and its management from time to time, the words "believes,"
"anticipates,"  "intends" and "expects" and similar  expressions are intended to
identify  forward-looking   statements  that  involve  a  number  of  risks  and
uncertainties.  Additionally,  statements  contained in this discussion that are
not historical are forward-looking  statements within the meaning of Section 27A
of the Securities Act of 1933, as amended,  and Section 21E of the Exchange Act,
including statements regarding expectations,  beliefs,  intentions or strategies
regarding the future. The Company intends that all forward-looking statements be
subject to the  safe-harbor  provisions  of the  Private  Securities  Litigation
Reform Act of 1995. These forward-looking statements reflect the Company's views
as of the date  they are made  with  respect  to  future  events  and  financial
performance, but are subject to many risks and uncertainties,  which could cause
the actual results of the Company to differ  materially  from any future results
expressed  or implied by such  forward-looking  statements.  Factors  that could
cause  actual  results  to  differ  materially  or  adversely  include,  without
limitation,  any inability or delay in the  development  or  manufacture  of the
Company's  TVEmail system,  including the in-home TVEmail terminals (the "Client
Hardware"),   the   Company's   proprietary   back-end   server   systems   (the
"ServerSystems")  and the graphical user interface ("GUI"), as well as the other
risks described in the Company's  Annual Report on Form 10-KSB under the caption
"Management's  Discussion and Analysis or Plan of Operation--Certain  Trends and
Uncertainties."  (a copy of which  description  is filed as an  exhibit  to this
Quarterly  Report on Form  10-QSB)  The  Company  does not  undertake  to update
forward-looking statements.


                                      -12-
<PAGE>

Plan of Operation

         As a result of the Company's case under the  Bankruptcy  Act, which was
closed on November 13, 1996,  (the  "Bankruptcy"),  as of December 31, 1998, the
Company had no assets, liabilities, or ongoing operations and had not engaged in
any business  activities  since  February  1990.  The Company had no  operations
during the year ended December 31, 1998 and no material assets or liabilities as
of December 31, 1998.

         In a transaction  consummated as of April 5, 1999, the Company acquired
all of the capital stock of Navis Technologies, Ltd. ("Navis") in exchange for 8
million shares of the Company's  common stock, par value $.01 per share ("Common
Stock"). In a transaction consummated as of April 6, 1999, the Company raised $5
million in gross proceeds through the sale to Friedlander  International Limited
("Friedlander")  of 5 million shares of convertible  preferred  stock, par value
$.01 per share  ("Preferred  Stock"),  and warrants  ("Warrants")  to purchase 2
million shares of Common Stock.

         The Company raised $5 million as of April 6, 1999, and otherwise has no
capital  resources.  The Company  intends to use this  capital to  finalize  its
development of the Client Hardware,  to install ServerSystems to run the TVEmail
network,  to complete the GUI, to perform  marketing  studies and to produce the
pilot  production  runs for  TVEmail.  The  Company  expects  to  complete  such
endeavors in the fourth  quarter of 1999 and  believes  that the $5 million will
satisfy its cash  requirements  to do so.  However,  in order for the Company to
begin mass  production of the Client Hardware or to initiate sales and marketing
efforts relating to the TVEmail service, the Company anticipates it will have to
raise substantial  additional funding through either debt or equity financing in
the fourth quarter of 1999. If the Company cannot raise such funds, its business
may be materially and adversely affected.

         The TVEmail system is comprised of two principal  elements:  the Client
Hardware;  and the  ServerSystems.  The Company has completed the initial design
and "proof of concept" phases on both the Client Hardware and the  ServerSystems
and is now performing value engineering on the Client Hardware. Beta versions of
the Client Hardware became  available for pilot  deployment in the third quarter
of 1999. The Company  commenced  initial pilot production in November 1999, and,
depending on the success of the Company's  field trials and  financing  efforts,
the Company may commence full scale commercial  deployment of the TVEmail system
as early as the fourth  quarter of 1999.  However,  such  schedule is subject to
many risks and uncertainties,  including those set forth in the Company's Annual
Report  on  Form  10-KSB  under  the  caption   "Management's   Discussion   and
Analysis--Certain  Trends and Uncertainties," and the Company's progress towards
commercial  deployment  of the  TVEmail  system  may be made at a  significantly
slower rate, through different avenues, or not at all.

         During the next twelve  months,  the Company  expects its  research and
development  efforts to be focused on the final  development  and  production of
version 1 of the TVEmail device and further research and development for version
2 of the TVEmail device.  The Company spent  approximately  $211,000 on research
and  development  in the  first  six  months  of 1999  and  expects  to spend an
aggregate of approximately  $1.3 million on research and development in the next
twelve months,  however, there can be no assurance that unanticipated  technical
obstacles,  lack of funds,  changes in strategy or other  factors will not cause
actual research and development expenses to differ materially from the Company's
expectations.


                                      -13-
<PAGE>

         The Company purchased approximately $133,000 of computer equipment, lab
equipment  and  development  tools in the first six  months of 1999 and plans to
purchase approximately $400,000 to $500,000 in computer equipment, lab equipment
and development  tools over the next twelve months.  These capital outlays could
be substantially  greater,  if the Company decides to handle certain  functions,
such as  manufacturing,  marketing  or customer  service  in-house as opposed to
contracting them out.

         As of  October  31,  1999,  the  Company  had  21  full-time  employees
(including its executive officers) and two part-time employees.  Within the next
twelve months, the Company expects to hire approximately 20 additional employees
in engineering,  product  development and customer service.  The number of hires
may increase  substantially if the Company decides to handle certain  functions,
such as manufacturing,  marketing or customer service in-house.  The Company has
not yet  decided  whether  it will  seek to  establish  the  internal  resources
necessary for any of such  functions,  and the necessity for such  functions can
only be assessed once the TVEmail system is ready for mass production, if ever.

         While the  Company  currently  plans to begin its sales of its  TVEmail
device and its internet  service in the fourth quarter of 1999,  there can be no
assurance that  difficulties in research and development,  network  development,
manufacturing  or financing,  or other factors will not delay the launch date or
prevent such launch altogether.

Management's Discussion and Analysis

         For the  three and six  months  ended  June 30,  1998,  Navis  received
revenues totaling approximately $17,000 and $202,000, respectively, for sales on
certain chips,  advanced remote control units and wireless  keyboards,  and from
contract engineering and consulting work in the field of network computer ("NC")
input devices and wireless communications. During the three and six months ended
June 30,  1999,  the Navis  received no  revenues,  as it had  discontinued  its
NC-related sales and contract  engineering and consulting work in order to focus
exclusively on developing TVEmail.

         The  Company's  expenses  increased  from  approximately   133,000  and
295,000,  respectively,  for the three and six  months  ended  June 30,  1998 to
approximately  475,000 and 705,000,  respectively,  for the analogous periods in
1999,  due to the  initiation  of  development  efforts  relating to the TVEmail
systems, which increases were partially offset by the Company's  discontinuation
of NC-related sales, contract engineering and consulting.

         The Company  has had no revenues in 1999 and there can be no  assurance
that the Company will have significant  revenues, if any, in the near future, or
ever. As of June 30, 1999,  the Company had  approximately  $3.7 million in cash
and cash  equivalents.  If the Company continues to use its cash reserves at its
current rate of approximately  $200,000 per month without  obtaining  financing,
the Company will run out of money around March of 2000.  Insufficient  funds may
require  the  Company:  to delay,  scale  back or  eliminate  some or all of its
research  and  product  development   programs;  to  license  third  parties  to
commercialize  products or technologies that the Company would otherwise seek to
develop  itself;  to sell itself to a third party;  to cease  operations;  or to
declare  bankruptcy.  There can be no assurance that the Company will not engage
in additional or alternate  development or other  activities  that may cause the
company to use up its cash at a faster rate than currently planned,  or that the
Company  will be able to  obtain  adequate  financing  when  needed  or on terms
acceptable to the Company.


                                      -14-
<PAGE>

                            Part II Other Information


         Item 1.  Legal Proceedings

         Not applicable.


         Item 2.  Changes in Securities and Use of Proceeds

         On May 3, 1999,  Navis sold $50,000 and $30,000  principal  amount of 1
Year 12% Convertible Debentures (the "New 12% Debentures") to Robert Corvino and
Lance  Murdock,  respectively,  for  face  value.  The  New 12%  Debentures  are
convertible,  at any time prior to  maturity,  into Common Stock at a conversion
price of $3.00 per share. On April 5, 1999, the Company issued an aggregate of 8
million  shares  of  Common  Stock to the  former  security  holders  of  Navis,
including to the holders of certain  notes and  debentures  that were  converted
into Common Stock in accordance  with their terms,  in connection with the Navis
Transaction.  On April 6, 1999, the Company issued 5 million shares of Preferred
Stock and Warrants to purchase an aggregate of 2 million  shares of Common Stock
to  Friedlander  for an aggregate  of $5 million.  The  Preferred  Stock and the
Warrant  are  convertible  into and  exerciseable  for  shares of Common  Stock,
respectively,  at a price of $1.00 per  share.  The New 12%  Debentures,  Common
Stock,  Preferred  Stock and Warrants  were issued in  transactions  exempt from
registration pursuant to Section 4(2) of the Securities Act of 1933, as amended.



         Item 3.  Defaults Upon Senior Securities

         Not applicable



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

         Not applicable.




         Item 5.  Other Information

         Not applicable.


                                      -15-
<PAGE>

         Item 6.  Exhibits and Reports on form 8-K



(a)      Exhibits:

                                  EXHIBIT TABLE

         Exhibit                                          Description
           No.

      4.1   Certificate of Powers,  Designations,  Preferences and Rights of the
            Convertible  Preferred  Stock,  par  value  $.01 per  share,  of the
            Company.*
      4.2   Common  Stock  Purchase  Warrant  dated  April 6, 1999  between  the
            Company and Friedlander International Limited.*
      4.3   1-Year 12 Percent Convertible  Debenture due May 3, 2000 of Navis in
            principal amount of $30,000.
      4.4   1-Year 12 Percent Convertible  Debenture due May 3, 2000 of Navis in
            principal amount of $50,000.
      10.1  Reorganization Agreement, dated April 5, 1999, between and among the
            Company,  Navis Technologies  Limited, and the stockholders of Navis
            Technologies Limited.*
      10.2  Purchase  and Sale  Agreement,  dated  April 6,  1999,  between  the
            Company and Friedlander International Limited.*
      27    Financial Data Schedule
      99    "Certain Trends and Uncertainties" excerpt from the Company's Annual
            Report on Form 10-KSB for the fiscal year ended March 31, 1999.
      ----------------

         *  Previously  filed  with,  and  incorporated  by  reference  to,  the
Company's Current Report on Form 8-K filed April 20, 1999.

(b)    Reports on Form 8-K.

         1) On April 5, 1999, the Company filed a Report on Form 8-K dated as of
March 31, 1999 reporting  under Items 5 and 7 that the Company changed its name,
executed a reverse stock split and increased its authorized capital.

         2) On April 20, 1999,  the Company  filed a Report on Form 8-K dated as
of April 5, 1999 reporting under Items 1,2,5,6 and7 that the Company consummated
the Navis Transaction and the Friedlander Transaction.


                                      -16-
<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.



      November 12, 1999                      eNOTE.COM INC.


                                             By:    John R. Varsames
                                                  ------------------------------
                                             Name:  John R. Varsames, President
                                                    and Chief Executive Officer

                                      -17-