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, 1999
                                            -------------
                                       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                            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 June 30,
1999 was 18,789,000.



<PAGE>

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

Results of Operations for the Three Months Ended June 30, 1999 and 1998
-----------------------------------------------------------------------

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
periods ended June 30, 1999 and 1998. As a development stage company it has been
testing and further developing its Engagement Index System sm (EI sm), 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 sm  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 sales of $
27,500 in the three  months  ended June 30, 1999 and $38,000 in the three months
ended June 30,  1998.  The sales in both  periods  were to "early  adopters"  of
Capita's  technology to measure the effectiveness of advertising  material.  The
gross  margin  (loss) on these sales  increased to a $13,172 loss in 1999 from a
$1,923 loss in 1998. This was due to the addition of certain fixed costs in cost
of sales,  primarily an increase in the  depreciation of testing  equipment that
was acquired since 1998.

The  operating  costs of  $202,701  in 1999  compared  to  $234,680 in 1998 were
comparable.  Capita  continued its  technical  development  of the product,  its
research effort, its legal protection of intellectual  property,  its raising of
equity capital and its development of infrastructure.



<PAGE>

Results of Operations for the Six Months Ended June 30, 1999 and 1998
---------------------------------------------------------------------

Capita  is, and has been,  a  development  stage  company  during the  six-month
periods ended June 30, 1999 and 1998. As a development stage company, it has had
limited  marketing  activity with sales of $32,250 in the six-months  ended June
30, 1999 and $38,000 in the six- months  ended June 30,  1998.  The gross margin
(loss) on these sales increased to a $26,722 loss in 1999 from an $8,214 loss in
1998.  This was due to the  addition  of certain  fixed  costs in cost of sales,
primarily an increase in the depreciation of testing equipment that was acquired
since 1998.

The  operating  costs of  $404,720  in 1999  were  significantly  less  than the
operating costs of $761,356 in the same period of 1998. The decrease of $356,636
was due primarily to three expenditures  incurred in 1998, which did not reoccur
during 1999. They were:

     1.  Approximately  $105,000  of expense  which was  attributable  to legal,
         accounting  and other costs  relating to the reverse  acquisition  into
         Royal American and the filing of the Form 10-SB/A with the SEC.

     2.  Product development services performed by an outside contractor, in the
         amount of $100,000.

     3.  Costs  associated  with an outside  consultant  for the  technical  and
         marketing development of the TV product line incorporating  Capita's EI
         sm technology, in the amount of $130,000.

Liquidity and Capital Resources at June 30, 1999
------------------------------------------------

With losses expected to continue in the foreseeable future,  Capita's ability to
sustain  operations is dependent on its ability to raise  additional  investment
capital.  During the six-month  period ended June 30, 1999 Capita  received cash
proceeds of $310,754  from the sale of its common  stock.  In  consideration  of
technical,  management  and  other  services,  Capita  issued  common  stock  of
$158,317.  At June 30, 1999 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 reducing the total stockholder deficiency by $30,088 to a deficit of $138,455
at June 30, 1999.

On June 21, 1999  Capita sold  3,350,273  shares of Capita  Common  Stock to its
officers  and  directors  at $0.25  per  share.  The stock was paid for by notes
issued to the Company of $837,568.

In March 1999 Capita  entered  into an  agreement  with Quaker  Capital  Markets
Group, Inc. ("Quaker") in its attempt to raise additional equity capital. Quaker
will seek to  raisebetween  $10,000,000  and  $15,000,000  of equity capital for
Capita in the near future.  In addition as of August 14, 1999 a short-term  loan
of  $300,000  has  been  executed  with an  investor,  with the  first  $100,000
installment  having been  received on August 6, 1999.  This loan is  convertible
into  common  stock at a price of $0.25  per share and the  lender  was  granted
warrants  to  purchase  300,000  share of common  stock at a price of $ 0.25 per
share.  This loan was obtained to meet the working capital needs of Capita as it
seeks out additional equity financing.

 <PAGE>

<TABLE>
                   Capita Research Group, Inc. and Subsidiary
            Balance Sheets as of December 31, 1998 and June 30, 1999
                           (Development Stage Company)
<CAPTION>

                                                           ASSETS

                                                                                         June 30,     December 31,
                             CURRENT ASSETS                                                1999           1998
                             --------------                                            -----------    -----------
<S>                                                                                    <C>            <C>
Cash                                                                                   $    35,748    $    19,301
Accounts receivable                                                                         18,000          1,000
Interest receivable                                                                          4,013           --
Prepaid expenses                                                                            40,288          9,508
                                                                                       -----------    -----------

                                                    Total current assets                    98,049         29,809
                                                                                       -----------    -----------

EQUIPMENT, NET                                                                             107,305         92,511
                                                                                       -----------    -----------
                              OTHER ASSETS
                              ------------
Notes and other receivables                                                                 19,435         15,534
Deposits                                                                                      --            3,560
                                                                                       -----------    -----------

                                                      Total other assets                    19,435         19,094
                                                                                       -----------    -----------

                                                                                       $   224,789    $   141,414
                                                                                       ===========    ===========

                                            LIABILITIES and STOCKHOLDERS' DEFICIENCY

                          CURRENT LIABILITIES
                          -------------------
Accounts payable and accrued expenses                                                  $   242,980    $   186,052
Current portion of obligations capital leases                                               13,671         14,281
Due to stockholders                                                                        103,500        100,000
                                                                                       -----------    -----------

                                               Total current liabilities                   360,151        300,333
                                                                                       -----------    -----------

Long-term obligations under capital leases,
    net of current portion                                                                   3,084          9,614
                                                                                       -----------    -----------

                       STOCK HOLDERS' DEFICIENCY
                       -------------------------

Common Stock, Capita Research Group, Inc.
$0.001 par value, 100,000,000 shares authorized;
issued and outstanding, 18,789,377 shares June 30, 1999,
13,562,900 shares, December 31, 1998                                                        18,789         13,563

Additional paid-in capital                                                               3,482,527      2,181,114

Deficit accumulated during development stage                                            (2,802,193)    (2,363,210)
                                                                                       -----------    -----------
                                                                                           699,123       (168,533)
Stock subscription receivable                                                             (837,568)          --
                                                                                       -----------    -----------
                                          Total stockholders' deficiency                  (138,445)      (168,533)
                                                                                       -----------    -----------

                                                                                       $   224,789    $   141,414
                                                                                       ===========    ===========
</TABLE>


                             See Accompanying notes

<PAGE>

<TABLE>
                   Capita Research Group, Inc. and Subsidiary
                Statements of Operations for the Six Months Ended
                             June 30, 1999 and 1998
                           (Development Stage Company)
<CAPTION>


                                                         Six Months Ended
                                                              June 30
                                                        1999            1998
                                                    ------------    ------------
<S>                                                 <C>             <C>
 REVENUES                                           $     32,250    $     38,000


 COSTS OF SALES                                           58,972          46,214
                                                    ------------    ------------

                                       GROSS LOSS        (26,722)         (8,214)
                                                    ------------    ------------

 OPERATING EXPENSES
 Selling cost                                             13,561          27,502
 Technical cost                                           44,551         141,258
 Research compensation                                    19,904          15,000
 Administrative compensation                             137,336         327,926
 Other general and administrative                        189,367         249,670
                                                    ------------    ------------

                      TOTAL OPERATING EXPENSES           404,720         761,356
                                                    ------------    ------------

OTHER INCOME (EXPENSE)
Interest income                                            4,013            --
Interest expense                                         (11,555)         (2,692)
                                                    ------------    ------------

                    TOTAL OTHER INCOME (EXPENSE)          (7,542)         (2,692)
                                                    ------------    ------------

 LOSS BEFORE INCOME TAXES                               (438,984)       (772,262)

 PROVISION FOR INCOME TAXES                                 --              --
                                                    ------------    ------------

 NET LOSS                                           $   (438,984)   $   (772,262)
                                                    ============    ============

 NET LOSS PER SHARE, BASIC AND DILUTED              $      (0.03)   $      (0.08)
                                                    ============    ============

 WEIGHTED AVERAGE SHARES OUTSTANDING                  14,433,483       9,591,332
                                                    ============    ============
</TABLE>


                             See Accompanying notes

<PAGE>

<TABLE>
                   Capita Research Group, Inc. and Subsidiary
               Statements of Operations for the Three Months Ended
                             June 30, 1999 and 1998
                           (Development Stage Company)
<CAPTION>

                                                            Three Months Ended
                                                                 June 30
                                                           1999            1998
                                                       ------------    ------------
<S>                                                    <C>             <C>
 REVENUES                                              $     27,500    $     38,000


 COSTS OF SALES                                              40,672          39,923
                                                       ------------    ------------

                                          GROSS LOSS        (13,172)         (1,923)
                                                       ------------    ------------

 OPERATING EXPENSES
 Selling cost                                                 3,870          22,198
 Technical cost                                              24,648          34,037
 Research compensation                                       19,904           7,500
 Administrative compensation                                 82,070          82,406
 Other general and administrative                            72,208          88,539
                                                       ------------    ------------

                      TOTAL OPERATING EXPENSES              202,701         234,680
                                                       ------------    ------------

OTHER INCOME (EXPENSE)
Interest income                                               4,013            --
Interest expense                                             (7,501)         (6,200)
                                                       ------------    ------------

                    TOTAL OTHER INCOME (EXPENSE)             (3,488)         (6,200)
                                                       ------------    ------------


 LOSS BEFORE INCOME TAXES                                  (219,361)       (242,803)

 PROVISION FOR INCOME TAXES                                    --              --
                                                       ------------    ------------

 NET LOSS                                              $   (219,361)       (242,803)
                                                       ============    ============

 NET LOSS PER SHARE, BASIC AND DILUTED                 $      (0.01)   $      (0.02)
                                                       ============    ============

 WEIGHTED AVERAGE SHARES OUTSTANDING                     15,012,906      11,431,661
                                                       ============    ============
</TABLE>


                             See Accompanying notes

<PAGE>

<TABLE>
                   Capita Research Group, Inc. and Subsidiary
                Statements of Cash Flows for the Six Months Ended
                             June 30, 1999 and 1998
                           (Development Stage Company)
<CAPTION>

                                                                          1999         1998
                                                                       ---------    ---------
<S>                                                                    <C>          <C>
OPERATING ACTIVITIES
Net loss                                                               $(438,984)   $(772,262)
Adjustments to reconcile net loss to
net cash used in operating activities:
                  Common stock issued for salaries, rent
                     consulting and fixed assets                         158,317      331,170
                  Depreciation                                            39,532       10,149
                  Writeoff of organization cost                             --         19,638

Changes in Operating assets and liabilities:
         (Increase) decrease in:
                  Accounts receivable                                    (17,000)     (10,027)
                  Interest receivable                                     (4,013)        --
                  Other assets                                              (341)      (2,707)
                  Prepaid expenses                                       (30,780)        --
                  Accounts payable and accrued expenses                   60,428       (7,491)
                                                                       ---------    ---------

            Net cash used in operating activities                       (232,841)    (431,530)
                                                                       ---------    ---------


INVESTING ACTIVITIES
Purchase of equipment                                                    (54,326)     (22,355)
                                                                       ---------    ---------
            Net cash used in investing activities                        (54,326)     (22,355)
                                                                       ---------    ---------


FINANCING ACTIVITIES
Proceeds from issuance of common stock                                   310,754      456,890
Repayment of capital lease obligations                                    (7,140)        --
Proceeds (Repayment) of Stockholder loans                                   --         (8,966)
                                                                       ---------    ---------
            Net cash provided by financing activities                    303,614      447,924
                                                                       ---------    ---------


NET INCREASE (DECREASE) IN CASH                                           16,447       (5,961)

CASH, BEGINNING                                                           19,301       15,190
                                                                       ---------    ---------
CASH, ENDING                                                           $  35,748    $   9,229
                                                                       =========    =========


Supplemental Disclosure of Noncash Financing Activities 1998 :

3,350,273 shares of common stock were sold to Officers and Directors
   in exchange for note receivable                                     $ 837,568
Note Payable converted into common stock                                            $  60,000
Stockholder loans converted into common stock                                       $ 116,825
</TABLE>


                             See Accompanying notes

<PAGE>

                   Notes to Consolidated Financial Statements


         The accompanying  consolidated  financial statements of Capita Research
Group, Inc. and its subsidiaries, 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 Form 10-KSB for the year
             ended December 31, 1998.

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

         3.  On March 10, 1999 the Company entered into an agreement with Quaker
             Capital Markets Group, Inc. ("Quaker"), to render advisory services
             to the Company in its attempt to raise up to  $5,000,000  in equity
             capital. In connection therewith,  the Company agreed to pay Quaker
             $10,000 in cash,  $15,000 in common stock and and a  percentage  of
             equity capital raised.



<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 13, 1999


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


                                     David B. Hunter
                                     President and
                                     Chief Executive Officer