U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB

[x] Quarterly  report under Section 13 or 15 (d) of the Securities  Exchange Act
    of 1934 For the quarterly period ended June 30,2000

    or

[ ] Transition report under Section 13 or 15 (d) of the Securities  Exchange Act
    of 1934 For the transition period from to

Commission file number     1-14025
                           -------


                           CAPITA RESEARCH GROUP, INC.
                           ---------------------------
             (Exact name of Registrant as specified in its charter)


                Nevada                                       88-072350
       ------------------------                      ------------------------
       (State of incorporation)                      (IRS Employer ID Number)

    591 Skippack Pike, Blue Bell, PA                            19422
----------------------------------------                      ----------
(Address of principal executive offices)                      (Zip Code)

                                   (215) 619-7777
                                   --------------
                (Issuer's Telephone Number, Including Area Code)

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 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 [X]  NO [ ]

The number of shares  outstanding of the registrant's  common stock as of August
1, 2000 was 24,651,187.

                                       1
<PAGE>

                         PART I - FINANCIAL INFORMATION

                   Capita Research Group, Inc. and Subsidiary
                           Consolidated Balance Sheets
                           (Development Stage Company)
<TABLE>
<CAPTION>

                              ASSETS

                                                                        June 30,    December 31,
                         Current Assets                                  2000           1999
                                                                     (unaudited)
                                                                     -----------    -----------
<S>                                                                  <C>            <C>

Cash                                                                 $   179,811    $     4,840
Prepaid expenses                                                          37,004         20,424
Accounts and other receivables                                             3,278           --
                                                                     -----------    -----------

                                  Total Current Assets                   220,093         25,264
                                                                     -----------    -----------

                     Property and Equipment

Property and Equipment - Net                                             230,929        209,687
                                                                     -----------    -----------

                          Other Assets

Due from Stockholders                                                     60,095         40,235
Deposits                                                                  17,910          1,493
                                                                     -----------    -----------

                               Total Other Assets                         78,005         41,728
                                                                     -----------    -----------

Total Assets                                                         $   529,027    $   276,679
                                                                     ===========    ===========

                 LIABILITIES and STOCKHOLDERS' EQUITY (DEFICIT)

                 Current Liabilities
                 -------------------
Accounts payable and accrued expenses                                $   417,560    $   369,918
Current portion of obligations under capital leases                       22,513         20,007
Due to Stockholders                                                       45,000        420,000
                                                                     -----------    -----------

                          Total Current Liabilities                      485,073        809,925
                                                                     -----------    -----------

Long-term obligations under capital leases,                               28,672         23,386
   net of current portion                                            -----------    -----------

                 Stockholders' Equity (Deficit)
                 ------------------------------
Common Stock, Capita Research Group, Inc.
$0.001 par value, 100,000,000 shares authorized;
issued & outstanding, 24,251,187 shares June 30, 2000,                    24,251         20,296
20,295,946 shares, December 31, 1999

Additional paid-in capital                                             5,772,949      3,855,663

Deficit accumulated during
development stage                                                     (4,892,177)    (3,566,929)
                                                                     -----------    -----------
                                                                         905,023        309,030
Stock subscription receivable                                           (889,741)      (865,662)
                                                                     -----------    -----------
                              Total stockholders' equity (deficit)        15,282       (556,632)
                                                                     -----------    -----------

Total Liabilities & Stockholders' Equity (Deficit)                   $   529,027    $   276,679
                                                                     ===========    ===========
</TABLE>

                     See Accompanying notes

                                       2
<PAGE>

                   Capita Research Group, Inc. and Subsidiary
                      Consolidated Statements of Operations
                           (Development Stage Company)
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                            Six Months Ended
                                                                 June 30

                                                          2000            1999
                                                          ----            ----
<S>                                                  <C>             <C>
 Revenue                                             $       --      $     32,250


 Cost of Revenues                                          30,071          58,972
                                                     ------------    ------------

                 Loss before Operating expenses           (30,071)        (26,722)
                                                     ------------    ------------

 Operating expenses

 Selling                                                   90,000          13,561
 Technical                                                219,587          44,551
 Production                                                36,840          19,904
 Administrative, General and Other                        913,595         326,704
                                                     ------------    ------------

                  Total Operating expenses              1,260,022         404,720
                                                     ------------    ------------

Other Income (Expense)

Interest expense, net                                     (35,155)         (7,542)
                                                     ------------    ------------

 Loss Before Taxes                                     (1,325,248)       (438,984)

 Provision for Income Taxes                                  --              --
                                                     ------------    ------------

 Net Loss                                            $ (1,325,248)   $   (438,984)
                                                     ============    ============

 Net Loss Per Share, Basic and Diluted               $      (0.06)   $      (0.03)
                                                     ============    ============

 Weighted Average Shares Outstanding                   22,396,376      14,433,483
                                                     ============    ============
</TABLE>

                             See Accompanying notes

                                       3
<PAGE>

            Capita Research Group, Inc. and Subsidiary
               Consolidated Statements of Operations
                    (Development Stage Company)
                            (Unaudited)
<TABLE>
<CAPTION>

                                                             Three Months Ended
                                                                   June 30

                                                          2000           1999
                                                          ----           ----
<S>                                                  <C>             <C>

 Revenue                                             $       --      $     27,500


 Cost of Revenues                                          15,962          40,672
                                                     ------------    ------------

                    Loss before Operating expenses        (15,962)        (13,172)
                                                     ------------    ------------

 Operating expenses

 Selling                                                   45,000           3,870
 Technical                                                120,911          24,648
 Production                                                18,263          19,904
 Administrative, General and Other                        479,934         154,279
                                                     ------------    ------------

                     Total Operating expenses             664,108         202,701
                                                     ------------    ------------

Other Income (Expense)

Interest expense, net                                     (26,498)         (3,488)
                                                     ------------    ------------

 Loss Before Taxes                                       (706,568)       (219,361)

 Provision for Income Taxes                                  --              --
                                                     ------------    ------------

 Net Loss                                            $   (706,568)   $   (219,361)
                                                     ============    ============

 Net Loss Per Share, Basic and Diluted               $      (0.03)   $      (0.01)
                                                     ============    ============

 Weighted Average Shares Outstanding                   23,281,029      15,012,906
                                                     ============    ============
</TABLE>

                      See Accompanying notes
                                       4
<PAGE>

                      Capita Research Group, Inc. and Subsidiary
                         Consolidated Statements of Cash Flows
                              (Development Stage Company)
                                      (Unaudited)
<TABLE>
<CAPTION>

                                                                               Six Months Ended
                                                                                    June 30

                                                                             2000             1999
                                                                             ----             ----
<S>                                                                      <C>            <C>

Operating Activities

Net Loss                                                                 $(1,325,248)   $  (438,984)
Adjustments to reconcile net loss to
net cash used in operating activities:
                  Common stock and/or stock options issued for
                     operating expenses and fixed assets                     260,899        158,317
                  Depreciation                                                50,724         39,532

Changes in Operating assets and liabilities:
         (Increase) decrease in:
                  Accounts and other receivables                             (27,357)       (21,013)
                  Other assets                                               (36,277)          (341)
                  Prepaid Expenses                                           (16,580)       (30,780)
         Increase (decrease) in:
                  Accounts payable and accrued expenses                       47,642         60,428
                                                                         -----------    -----------

            Net cash used in operating activities                         (1,046,197)      (232,841)
                                                                         -----------    -----------

Investing Activities

     Purchase of equipment                                                   (46,317)       (54,326)
                                                                         -----------    -----------
            Net cash used in investing activities                            (46,317)       (54,326)
                                                                         -----------    -----------

Financing Activities

     Proceeds from issuance of common stock                                1,155,342        310,754
     Repayment of capital lease obligations                                  (17,857)        (7,140)
     Proceeds from (repayment of) Stockholder loans                          130,000           --
                                                                         -----------    -----------
            Net cash provided by financing activities                      1,267,485        303,614
                                                                         -----------    -----------

Net Increase in cash                                                         174,971         16,447

Cash, Beginning                                                                4,840         19,301
                                                                         -----------    -----------

Cash, Ending                                                             $   179,811    $    35,748
                                                                         ===========    ===========

Supplemental Disclosure of Cash Flow Information:

     3,350,273 shares of common stock were sold to Officers
          and Directors in exchange for a subscription note receivable                  $   837,568
     Stockholder loans converted into common stock                       $   400,000
     Acquisition of equipment through capital leases                     $    25,649

</TABLE>

                                      5
<PAGE>


                   Capita Research Group, Inc. and Subsidiary
                          (A Development Stage Company)
              Notes to Unaudited Consolidated Financial Statements

         The accompanying  unaudited consolidated financial statements of Capita
Research  Group,   Inc.  and  its   subsidiary,   reflect  all  adjustments  and
disclosures,  which are,  in the  opinion of  management,  necessary  for a fair
presentation of interim results. The financial  information has been prepared in
accordance  with  Capita's  customary  accounting  practices  and has  not  been
audited.


         1.    Certain  information  and  footnote  disclosures  required  under
               generally accepted  accounting  principles have been condensed or
               omitted pursuant to the Securities and Exchange  Commission (SEC)
               rules and regulations. The preparation of financial statements in
               conformity with generally accepted accounting principles requires
               management to make certain  estimates and assumptions that affect
               the amount reported in the financial  statements and accompanying
               notes.  Actual results could differ from those  estimates.  These
               interim  financial  statements should be read in conjunction with
               Management's  Discussion and Analysis of Financial  Condition and
               Results of  Operations  and the  financial  statements  and notes
               thereto included in Capita's Annual Report on Form 10-KSB for the
               year ended December 31, 1999.  Certain items in the balance sheet
               as of December 31, 1999 have been  reclassified from its previous
               presentation.

         2.    Results of  operations  for the three month and six month periods
               and its cash flows for the six month  periods ended June 30, 2000
               and 1999,  are not  necessarily  indicative  of the results to be
               expected for the full year.

         3.    In March 1999, the Company  entered into an agreement with Quaker
               Capital  Markets  Group,  Inc. to solicit  equity  funding on our
               behalf on a best efforts basis.  Since that time, Quaker has been
               successful in obtaining  bridge loan financing during the fall of
               1999 in an amount totaling $400,000 from a private investor.  The
               agreement with Quaker  expired on March 12, 2000.  This agreement
               provides that if the Company  receives funding within one year of
               the termination of the agreement from any investor  introduced to
               the Company by Quaker, a commission is due on such financing.  On
               June 23, 2000,  an  agreement  for a demand note in the amount of
               $600,000  was  executed  with an investor  that Quaker  initially
               introduced.  The first  installment  of $150,000  was received on
               June 30, 2000.  The agreement  provides for the  remaining  three
               installments,  totaling $450,000, to be received by September 25,
               2000.  This loan is  convertible  into common stock at a price of
               $.60 per share.  In addition  the lender was granted  warrants to
               purchase  1,000,000 shares of common stock at a price of $.60 per
               share.  Deferred interest totaling  $105,000,  related to 250,000
               warrants  (the pro rata portion of total  warrant  received)  was
               recorded  using a value of $.42  per  warrant  based  on  certain
               assumptions.  The deferred interest, which was netted against the
               loan on the  accompanying  balance sheet,  will be amortized into
               interest expense over the term of the loan.  Additional  deferred
               interest  and interest  expense will be recorded  upon receipt of
               the remaining loan  proceeds.  This loan was obtained in order to
               meet  the  working  capital  needs  of  Capita  as it  seeks  out
               additional equity financing.

                                       6
<PAGE>
                   Capita Research Group, Inc. and Subsidiary
                          (A Development Stage Company)
              Notes to Unaudited Consolidated Financial Statements

4.             On April 18,  2000,  we entered  into a one-year  agreement  with
               Charterbridge Financial Group, Inc.  ("Charterbridge") to solicit
               equity  funding and joint venture  arrangements.  There can be no
               assurance that we will be successful in obtaining any such equity
               funding  or  joint   venture   arrangements.   Amounts   owed  to
               Charterbridge  in the amount of $55,320 are  included in accounts
               payable and accrued expenses at June 30, 2000.

5.             During the three and six month periods  ended June 30, 2000,  the
               Company  issued  116,000 and  1,341,000,  respectively,  of Stock
               Options (both incentive and non-incentive) to employees, officers
               and/or  directors.  The exercise  price of the options range from
               $.66 to $1.08 per share.  With respect to stock options  granted,
               the Company has adopted the  disclosure  only  provisions of SFAS
               No. 123,  "Accounting for Stock-based  compensation," but applies
               APB opinion No. 25  ("Accounting  for Stock Issued to Employees")
               in  accounting  for its stock  compensation.  Compensation  costs
               resulting   from  all   applicable   option   grants,   including
               non-recourse  stock sales to employees,  officers and  directors,
               that would have been  recognized in accordance  with the basis of
               fair  value  pursuant  to SFAS No.  123,  if the  Company  had so
               elected,  would have  increased the Company's net loss during the
               three  month  and  six  month  periods  ended  June  30,  2000 by
               approximately $138,000, or a $.01 loss per share and $253,000, or
               a $.01 loss per share,  respectively.  The method of  determining
               proforma  compensation  cost was  based on  certain  assumptions,
               including the past trading  ranges of the Company's  stock,  risk
               free interest  rates of 6.00 to 6.49%,  a three year term, and no
               expected dividend payments.

6.             During the three month and six month periods ended June 30, 2000,
               the   Company   issued   57,730   and   201,730,    respectively,
               non-statutory  stock options to outside  consultants  in exchange
               for services.  The exercise price of the options ranges from $.66
               to $.95 per  share.  With  respect  to stock  options  granted to
               non-employees,  the Company  records the  appropriate  expense as
               required  by SFAS No.  123.  Consulting  expense  recorded by the
               Company  during the three month and six month  periods ended June
               30, 2000,  was  calculated  using  similar  assumptions  to those
               disclosed  above,  with  the  exception  of a 5 year  term.  Such
               expense was approximately $25,000 and $95,000,  respectively, and
               had an  immaterial  effect on loss per common  share.  During the
               three  month  period  ended  June 30,  2000,  50,000 of the above
               options were exercised.

7.             On July 5, 2000,  the Company  entered into a one-year  agreement
               with Park Avenue Consulting Group, Inc. for consultant  marketing
               services  designed to heighten the brand identity of the Company.
               Per the agreement,  the Company issued 400,000  restricted shares
               of common  stock,  at $.48 per share.  In  addition,  the Company
               shall pay a monthly retainer fee of $7,000 per month.

                                       7
<PAGE>


                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

Results of Operations for the Three Months Ended June 30, 2000 and 1999
-----------------------------------------------------------------------

All statements  contained  herein that are not  historical  facts are based upon
current expectations. These statements are forward-looking in nature and involve
a number of risks and uncertainties. Actual results may differ materially. Among
the  factors  that  could  cause  actual  results to differ  materially  are the
following:  the availability of sufficient  capital to finance Capita's business
plans,  the market  acceptance  of Capita's  services and  competitive  factors.
Capita  wishes  to  caution  readers  not to place  undue  reliance  on any such
forward-looking  statements,  which  statements are made pursuant to the Private
Litigation Reform Act of 1995 and as a result, are pertinent only as of the date
made.

Capita is, and has been, a development  stage company during the three month and
six month periods  ended June 30, 2000 and 1999. As a development  stage company
it has been  testing and further  developing  its  Engagement  Index(TM)  System
(EI(TM)),  which  has  been  licensed  exclusively  to  Capita  by the  National
Aeronautics and Space  Administration  (NASA).  The system  measures  electrical
activity  using an  electroencephalogram  (EEG) reading from the human brain and
processing the results through the computer using an algorithm developed by NASA
to correlate those results with the level of  "involvement"  by the test subject
with measured activity.

Capita  is using  this  EI(TM)  System to  measure  and  research  communication
effectiveness.  Its  objective is to become the leading  commercial  provider of
customized, high performance technology systems and services, including analysis
and technical support,  for the real-time,  objective  measurement of engagement
(attentiveness) for use in multiple markets.

As a  development  stage  company  it has  limited  marketing  activity  with no
reported sales for the three month and six month periods ended June 30, 2000 and
$27,500 in the three  month  period  ended June 30,  1999 and $32,250 in the six
months  period ended June 30, 1999.  The gross profit  (loss) on these sales for
the three month and six month periods ended June 30, 2000, approximates the loss
for the same period during 1999. This loss is due to the lack of adequate sales,
and the inclusion of certain fixed costs associated with the cost of sales.

Capita had  incidental  revenues  during the two years that the product has been
offered in the market. Many projects conducted for clients in these early stages
were performed without compensation,  with Capita paying for all costs, in order
to get the technology into distribution. Capita has gradually been upgrading the
scope of its product and service offerings,  as technical innovations and client
feedback  have become  available.  Due to its unique  position  in the  research
industry, the Company completed non-revenue producing projects for R&D purposes,
for marketing  promotion to launch the technology into additional  fields, or to
make  available  pro  bono  engagement   research  for  publication  by  leading
marketing,  Internet or research trade  organizations  in new fields of use. The
Company  expects to increase  revenue-producing  projects  conducted  over time,
although there is no assurance that this can be achieved.  It is the position of
management  that  these  ongoing  non-paid  projects  help  promote  the  market
penetration  of the  technology  over time.  The limited  progress in  producing
meaningful  revenues to date is generally due to the lack of adequate capital to
fund expansion of operations, marketing and staffing in a highly complex line of
business.

                                       8
<PAGE>

The  operating  costs of  $664,000  for the three  months  ended  June 30,  2000
increased  from  $203,000  for the same three months in 1999.  This  increase of
$461,000  over  1999  was due to the  increased  use of  outside  marketing  and
advertising   consultants,   increased  staff  and  expenditures  for  technical
development of the product,  the Company's research effort, its legal protection
of intellectual property, its efforts expended in raising equity capital and its
development of infrastructure.

Results of Operations for the Six Months Ended June 30, 2000 and 1999
---------------------------------------------------------------------

Capita  is,  and has been,  a  development  stage  company  during the six month
periods  ended June 30, 2000 and 1999.  As a  development  stage  company it has
limited  marketing  activity with no reported sales in the six months ended June
30,  2000 and $32,250 in the six month  period  ended June 30,  1999.  The gross
profit  (loss)  on  these  sales  for  the  six  months  ended  June  30,  2000,
approximates  the loss for the same period during 1999.  This loss is due to the
lack of adequate sales, and the inclusion of certain fixed costs associated with
the cost of sales.

The  operating  costs of  $1,260,000  for the six  months  ended  June 30,  2000
increased  from  $405,000  for the same three months in 1999.  This  increase of
$855,000  over  1999  was due to the  increased  use of  outside  marketing  and
advertising   consultants,   increased  staff  and  expenditures  for  technical
development of the product,  the Company's research effort, its legal protection
of intellectual property, its efforts expended in raising equity capital and its
development of infrastructure.

Liquidity and Capital Resources at June 30, 2000
------------------------------------------------

With losses expected to continue in the foreseeable future,  Capita's ability to
sustain  operations  is  dependent  on its  ability  to raise  added  investment
capital.  The Company has taken the following steps to improve its liquidity and
capital resources:

                1.    During the six month period  ended June 30,  2000,  Capita
                      received  gross  proceeds of  $1,155,000  from the sale of
                      3,483,227  shares  of its  common  stock and  warrants  to
                      purchase  300,000  shares at an exercise price of $.25 per
                      share.

                2.    During  the six  month  period  ended  June 30,  2000, the
                      Company issued $261,000 of common stock (172,014 shares)in
                      consideration of services rendered.

                3.    In June 2000,  the Company  entered into an agreement with
                      an investor  for  $600,000 in demand  notes,  which can be
                      converted to common  stock at a  conversion  price of $.60
                      per share. The Company during the three month period ended
                      June 30,  2000  received  the  first of four  installments
                      totaling  $150,000.  This  loan was  obtained  to meet the
                      working capital needs of Capita as it seeks out additional
                      equity  financing.  In addition  the  investor was granted
                      warrants to purchase  1,000,000  shares of common stock at
                      an exercise price of $.60 per share.

                4.    As of August 1, 2000 the Company had 24,651,187  shares of
                      common stock outstanding. It also had options and warrants
                      outstanding to purchase an additional  5,110,054 shares at
                      exercise prices from $.50 to $1.375.

At June 30, 2000 the  financial  condition  remained  impaired  with the working
capital  shortfall  being met  primarily  from the  proceeds of the  issuance of
common stock. The above transactions net of the operating loss had the effect of
increasing the total stockholder  deficit by $541,000 to an equity of $15,000 at
June 30, 2000.

                                       9
<PAGE>


                           PART II - OTHER INFORMATION

Item 2.  Changes in Securities

        (a)      Inapplicable.
        (b)      Inapplicable
        (c)      For information  concerning  sales of equity  securities of the
Company during the period covered by this report that were not registered  under
the  Securities  Act of 1933  (the  "Act"),  see  "Management's  Discussion  and
Analysis of  Financial  Condition  and  Results of  Operations  - Liquidity  and
Capital  Resources  at June 30,  2000." All of such  securities  were  issued to
accredited  investors (as defined in Rule 501(a) under the Act) pursuant to Rule
506.
        (d)      Inapplicable

                                       10
<PAGE>

                                   SIGNATURES
                                   ----------

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



                                          CAPITA RESEARCH GROUP, INC.
                                          Registrant
                                          Dated: August 18, 2000

                                          By:/s/ David B. Hunter
                                          ----------------------
                                          David B. Hunter, President
                                          and Chief Executive Officer

                                       11