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 September 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 November
1, 2000 was 25,427,172.

<PAGE>

                         PART I - FINANCIAL INFORMATION

                                        2

<PAGE>

<TABLE>
<CAPTION>

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

                                 ASSETS

                                                                      September 30,   December 31,
                            Current Assets                                2000           1999
                            --------------                            -----------     -----------
                                                                      (unaudited)

<S>                                                                   <C>            <C>
Cash                                                                  $     2,429    $     4,840
Prepaid expenses                                                           21,177         20,424
Receivables                                                                 4,143           --
                                                                      -----------    -----------

                            Total Current Assets                           27,749         25,264
                                                                      -----------    -----------

                        Property and Equipment

Property and Equipment - Net                                              207,298        209,687
                                                                      -----------    -----------

                            Other Assets

Due from Stockholders                                                      61,235         40,235
Deposits                                                                   17,910          1,493
                                                                      -----------    -----------

                            Total Other Assets                             79,145         41,728
                                                                      -----------    -----------

Total Assets                                                          $   314,192    $   276,679
                                                                      ===========    ===========

                LIABILITIES and STOCKHOLDERS' EQUITY (DEFICIENCY)
                -------------------------------------------------

                          Current Liabilities

Accounts payable and accrued expenses                                 $   483,785    $   369,918
Current portion of obligations under capital leases                        22,114         20,007
Due to Stockholders                                                       193,812        420,000
                                                                      -----------    -----------

                            Total Current Liabilities                     699,711        809,925
                                                                      -----------    -----------

Long-term obligations under capital leases,                                23,282         23,386
    net of current portion


                   Stockholders' Equity (Deficiency)
                   ---------------------------------

Common Stock, Capita Research Group, Inc.
$0.001 par value, 100,000,000 shares authorized;
issued & outstanding, 25,112,886 shares September 30, 2000,                25,113         20,296
20,295,946 shares, December 31, 1999

Additional paid-in capital                                              6,176,436      3,855,663

Deficit accumulated during
development stage                                                      (5,563,369)    (3,566,929)
                                                                      -----------    -----------
                                                                          638,180        309,030
Stock subscription receivable                                            (901,781)      (865,662)
Unearned compensation                                                    (145,200)          --
                                                                      -----------    -----------
                            Total stockholders' equity (deficiency)      (408,801)      (556,632)
                                                                      -----------    -----------

Total Liabilities & Stockholders' Equity (Deficiency)                 $   314,192    $   276,679
                                                                      ===========    ===========
</TABLE>

                             See Accompanying notes

                                        3

<PAGE>

<TABLE>
<CAPTION>

                   Capita Research Group, Inc. and Subsidiary

                      Consolidated Statements of Operations

                           (Development Stage Company)

                                   (Unaudited)

                                                            Nine Months Ended
                                                              September 30
                                                          2000            1999
                                                      ------------    ------------

<S>                                                   <C>             <C>
 Revenue                                              $       --      $     55,000


 Cost of Revenues                                           46,579         126,063
                                                      ------------    ------------

                     Loss before Operating expenses        (46,579)        (71,063)
                                                      ------------    ------------

 Operating expenses

 Selling                                                   112,500          18,716
 Technical                                                 299,778          89,940
 Production/Research                                        58,939          33,836
 Administrative, General and Other                       1,333,964         562,895
                                                      ------------    ------------

                     Total Operating expenses            1,805,181         705,387
                                                      ------------    ------------

Other Income (Expense)
Interest expense, net                                     (144,680)          3,873
                                                      ------------    ------------

 Loss Before Taxes                                      (1,996,440)       (772,577)

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

 Net Loss                                             $ (1,996,440)   $   (772,577)
                                                      ============    ============

 Net Loss Per Share, Basic and Diluted                $      (0.09)   $      (0.05)
                                                      ============    ============

 Weighted Average Shares Outstanding                    23,209,942      16,244,218
                                                      ============    ============
</TABLE>

                             See Accompanying notes

                                        4

<PAGE>

<TABLE>
<CAPTION>

                   Capita Research Group, Inc. and Subsidiary

                      Consolidated Statements of Operations

                           (Development Stage Company)

                                   (Unaudited)

                                                              Three Months Ended
                                                                 September 30

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

<S>                                                   <C>             <C>
 Revenue                                              $       --      $     22,750


 Cost of Revenues                                           16,508          67,091
                                                      ------------    ------------

                     Loss before Operating expenses        (16,508)        (44,341)
                                                      ------------    ------------

 Operating expenses

 Selling                                                    22,500           5,155
 Technical                                                  80,191          45,389
 Production/Research                                        22,099          13,932
 Administrative, General and Other                         420,369         236,191
                                                      ------------    ------------

                     Total Operating expenses              545,159         300,667
                                                      ------------    ------------

Other Income (Expense)
Interest expense, net                                     (109,525)         11,415
                                                      ------------    ------------

 Loss Before Taxes                                        (671,192)       (333,593)

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

 Net Loss                                             $   (671,192)   $   (333,593)
                                                      ============    ============

 Net Loss Per Share, Basic and Diluted                $      (0.03)   $      (0.02)
                                                      ============    ============

 Weighted Average Shares Outstanding                    24,749,180      19,821,545
                                                      ============    ============
</TABLE>

                             See Accompanying notes

                                        5

<PAGE>

<TABLE>
<CAPTION>

                   Capita Research Group, Inc. and Subsidiary

                      Consolidated Statements of Cash Flows

                           (Development Stage Company)

                                   (Unaudited)

                                                                                          Nine Months Ended
                                                                                             September 30

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

Operating Activities

<S>                                                                                <C>                 <C>
Net Loss                                                                           $(1,996,440)        $  (772,577)
Adjustments to reconcile net loss to
net cash used in operating activities:
                  Common stock and/or stock options issued for
                     operating expenses                                                408,460             271,488
                  Depreciation and amortization                                        127,432              55,164

Changes in Operating assets and liabilities:
         (Increase) decrease in:
                  Receivables                                                           (4,143)            (12,750)
                  Other assets                                                         (16,417)              3,560
                  Prepaid Expenses                                                        (753)            (13,030)
         Increase (decrease) in:
                  Accounts payable and accrued expenses                                113,867             (10,060)
                                                                                   -----------         -----------

            Net cash used in operating activities                                   (1,367,994)           (478,205)
                                                                                   -----------         -----------

Investing Activities

     Purchase of equipment                                                             (50,994)            (81,695)
     Advances to stockholder                                                           (21,000)            (18,901)
                                                                                   -----------         -----------
            Net cash used in investing activities                                      (71,994)           (100,596)
                                                                                   -----------         -----------

Financing Activities

     Proceeds from issuance of common stock                                          1,232,223             429,806
     Repayment of capital lease obligations                                            (23,646)            (10,710)
     Proceeds from (repayment of) Stockholder loans                                    229,000             300,000
                                                                                   -----------         -----------
            Net cash provided by financing activities                                1,437,577             719,096
                                                                                   -----------         -----------

Net increase (decrease) in cash                                                         (2,411)            140,295

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

Cash, Ending                                                                       $     2,429         $   159,596
                                                                                   ===========         ===========

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 and interest thereon        $    36,119         $   853,621
     Stockholder loans and account payable converted into common stock             $   400,000         $   128,366
     Acquisition of equipment through capital leases                               $    25,649         $    34,831
</TABLE>

                             See Accompanying notes

                                        6

<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 nine  month
                  periods  and its cash flows for the nine month  periods  ended
                  September 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.  Quaker was 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 provided 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.  A second  partial
                  installment of $45,000 was received on August 11, 2000.  After
                  the two  installments  totaling  $195,000 were received,  both
                  parties  mutually  terminated  the agreement for the remaining
                  installments of $405,000. This loan is convertible into common
                  stock at a price of $.60 per share. In addition the lender was
                  granted  warrants to purchase  325,000 shares (as adjusted for
                  the pro rata portion of the original  1,000,000 warrants to be
                  received)  of  common  stock  at a price  of $.60  per  share.
                  Interest expense and deferred interest of $91,875 and $44,625,
                  respectively,  related to 325,000  warrants has been  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. This loan was
                  obtained in order to meet the working  capital needs of Capita
                  as it seeks out additional equity financing.
                                        7

<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 September 30, 2000.

5.                During the three and nine month  periods  ended  September 30,
                  2000, the Company issued 3,500 and 1,344,500, respectively, of
                  Stock Options (both incentive and non-incentive) to employees,
                  officers and/or  directors.  The exercise price of the options
                  range from $.45 to $1.08 per share,  which was the fair market
                  value at the date of  grant.  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
                  nine month periods ended  September 30, 2000 by  approximately
                  $138,000,  or a $.01 loss per share  and  $391,000,  or a $.02
                  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, and volatility of 100% to 200%.

6.                During the three month period ended  September  30, 2000,  the
                  Company did not issue  non-statutory  stock options to outside
                  consultants  in exchange for  services.  During the nine month
                  period ended  September 30, 2000,  the Company  issued 201,730
                  non-statutory  stock  options  with  exercise  prices  of  the
                  options  ranging 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 nine
                  month period ended  September 30, 2000, was  calculated  using
                  similar   assumptions  to  those  disclosed  above,  with  the
                  exception  of a 5 year term.  Such  expense was  approximately
                  $95,000 and had an immaterial effect on loss per common share.
                  During the nine month period ended September 30, 2000,  50,000
                  of the above options were exercised.


                                        8

<PAGE>

                   Capita Research Group, Inc. and Subsidiary

                          (A Development Stage Company)

              Notes to Unaudited Consolidated Financial Statements

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,
                  resulting  in  unearned  compensation  of  $145,200,   net  of
                  amortization, at September 30, 2000. The unearned compensation
                  has been  recorded as an increase in  stockholders  deficiency
                  and is being amortized over the one year period.  In addition,
                  the  Company  shall pay a monthly  retainer  fee of $7,000 per
                  month.

8.

                  On September 9, 2000, the Company  entered into three separate
                  agreements  for  demand  notes   totaling   $30,000  with  two
                  investors.  These notes are convertible into common stock at a
                  price of $.26 per share.  In addition the lenders were granted
                  warrants to purchase 128,040 shares of common stock at a price
                  of $.40 per share.  Interest expense and deferred  interest of
                  $3,521 and $10,563, respectively,  related to 128,040 warrants
                  was  recorded  using a value  of $.11  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.
                  This loan was  obtained in order to meet the  working  capital
                  needs of Capita as it seeks out additional  equity  financing.
                  In addition,  the Company incurred interest expense related to
                  the issuance of the convertible notes in the amount of $8,077.

                                        9

<PAGE>

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

Results of Operations for the Three Months Ended September 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
nine month  periods ended  September  30, 2000 and 1999. As a development  stage
company it has been  testing and further  developing  its  Engagement  Index(TM)
System (EI(TM)), which utilizes technology,  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 nine month periods  ended  September 30,
2000 and $22,750 in the three month period ended  September 30, 1999 and $55,000
in the nine month period ended  September  30, 1999.  The Company has incurred a
gross loss on sales for the three month and nine month periods  ended  September
30,  2000 due to the lack of sales,  and the  inclusion  of certain  fixed costs
associated with the cost of sales.


Capita had  incidental  revenues  during the two and half 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 most of
the  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.

                                       10

<PAGE>

The  operating  costs of $545,000 for the three months ended  September 30, 2000
increased  from  $301,000  for the same three months in 1999.  This  increase of
$244,000  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.

During the three  months  ended  September  30,  2000,  the Company  accelerated
development of a wireless version of the Capita Headset,  in order to facilitate
large scale  distribution  of its  technology,  as well as web  deployed  Oracle
databases  and data  modeling of its existing  systems.  This effort  consumed a
substantial amount of staff time from both engineering and management. It is the
Company's  belief that the  availability of a wireless  platform  version of its
Engagement  Testing  System(TM) will cause an increase in the potential  success
rate of its marketing efforts, which are targeted to securing recurring business
from  major  corporate  clients,  as well as the  initiation  of  joint  venture
distribution arrangements with other research providers.

Results of Operations for the Nine Months Ended September 30, 2000 and 1999
---------------------------------------------------------------------------


Capita is,  and has been,  a  development  stage  company  during the nine month
periods ended September 30, 2000 and 1999. As a development stage company it has
limited  marketing  activity  with no reported  sales in the nine  months  ended
September  30, 2000 and $55,000 in the nine month  period  ended  September  30,
1999. The gross profit (loss) on sales for the nine month period ended September
30,  2000,  decreased  to a loss of $47,000  from a loss of $71,000 for the same
period during 1999. This loss is due to the lack of sales,  and the inclusion of
certain fixed costs associated with the cost of sales.


The operating  costs of $1,805,000 for the nine months ended  September 30, 2000
increased  from  $705,000  for the same period  during  1999.  This  increase of
$1,100,000  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 September 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 nine month period ended September 30, 2000,  Capita received
         gross  proceeds of  $1,232,000  from the sale or issuance of  3,840,727
         shares of its common  stock and the  exercise  of  warrants to purchase
         300,000 shares at an exercise price of $.25 per share.

                                       11

<PAGE>

2.       During the nine month period  ended  September  30,  2000,  the Company
         issued $408,000 of common stock (676,213  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 nine month
         period ended  September  30, 2000  received two  installments  totaling
         $195,000.  After the two installments  totaling $195,000 were received,
         both  parties  mutually  terminated  the  agreement  for the  remaining
         installments  of  $405,000.  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  325,000 shares
         of common stock at an exercise price of $.60 per share.

4.       In September 2000, the Company  entered into three separate  agreements
         with two investors for $30,000 in demand notes,  which can be converted
         to common  stock at a conversion  price of $.26 per share.  These loans
         were  obtained to meet the working  capital needs of Capita as it seeks
         out additional equity financing. In addition the investors were granted
         warrants  to  purchase  128,040  shares of common  stock at an exercise
         price of $.40 per share.

5.       As of  November 1, 2000 the  Company  had  25,427,172  shares of common
         stock  outstanding.  It also had options and  warrants  outstanding  to
         purchase an additional 5,770,064 shares at exercise prices from $.40 to
         $1.375.

At September 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
decreasing the total stockholder deficiency by $148,000 to a deficit of $409,000
at September 30, 2000.

                                       12

<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  September  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


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

The following  matters were  submitted to a vote of security  holders during the
Company's Annual Meeting of Stockholders held August 3, 2000:

Description of Matter

<TABLE>
<CAPTION>

                                                                              Votes            Authority
                                                                            Cast For            Withheld

                                                                         ----------------   -----------------
<S>      <C>                                         <C>                   <C>                   <C>
1.       Election of Directors

         David B. Hunter                                                   15,331,112            158,656
         Millard E. Tydings II                                             15,331,112            158,656
         Ralph Anglin                                                      15,331,112            158,656
         Tomas Stenstrom                                                   15,331,112            158,656
         Andrew J. Beck                                                    15,331,112            158,656

                                                           For               Against           Abstained
                                                     ----------------    ----------------   -----------------
2.       Approval of the 2000 Capita Research
         Group Stock Option Plan                       15,306,112             161,560             22,096

3.       Ratification of appointment of Rudolph,
         Palitz, LLC as independent auditors for
         fiscal year ending
         December 31, 2000                             15,343,112             124,560             22,096
</TABLE>

<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: November 14, 2000


                                    /s/David B. Hunter
                                    ------------------
                                    David B. Hunter

                                    President and
                                    Chief Executive Officer

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