U.S. Securities and Exchange Commission

                             Washington, D.C. 20549

                                   Form 10-QSB

                Quarterly Report Under Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                  For the Quarterly Period Ended June 30, 2000

                        Commission File Number 333-12979


                                 VOICENET, INC.
          (Exact name of small business issuer as specified in charter)

                                    Delaware
         (State of either jurisdiction of incorporation or organization)

                                   13-3896031
                        (IRS Employer Identification No.)

                                1040 First Avenue
                               New York, New York
                    (Address of principal executive offices)

                                  212-572-4861
                           (Issuer's telephone number)

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


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act 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
                                                              ---   ---

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest  practicable  date:  July 31,  2000 -  9,822,022  shares
outstanding.



<PAGE>


                                 VOICENET, INC.
                          (a development stage company)

                                      INDEX

Part I - Financial Statements

         Balance Sheets as of June 30, 2000 and December 31, 1999              3

         Statements of Operations for the Six Months Ended
         June 30, 2000 and 1999                                                4

         Statements of Operations for the Three-Months Ended
         June 30, 2000 and 1999                                                5

         Statements of Cash Flows for the Six Months Ended
         June 30, 2000 and 1999                                                6

         Notes to Unaudited Financial Statements                               7

         Management's Discussion and Analysis                                8-9




                                       -2-

<PAGE>


<TABLE>
                                 VOICENET, INC.
                          (a development stage company)

                                 BALANCE SHEETS


<CAPTION>
                                     ASSETS
                                     ------
                                                                           June 30,        December 31,
                                                                         ------------      ------------
                                                                             2000              1999
                                                                         ------------      ------------
                                                                          (Unaudited)

<S>                                                                      <C>               <C>
Current assets:
   Cash and equivalents ............................................     $  3,051,136      $  2,916,531
                                                                         ------------      ------------

               Total current assets ................................        3,051,136         2,916,531
                                                                         ------------      ------------

Other assets:
   Technology rights ...............................................        3,550,000         3,905,000
   Security deposits and other .....................................           13,684            12,891
                                                                         ------------      ------------

               Total other assets ..................................        3,563,684         3,917,891
                                                                         ------------      ------------

               Total assets ........................................     $  6,614,820      $  6,834,422
                                                                         ============      ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

Current liabilities:
   Accounts payable and accrued expenses ...........................     $    171,513      $    186,753
                                                                         ------------      ------------

               Total current liabilities ...........................          171,513           186,753
                                                                         ------------      ------------

Stockholders' equity:
   Common stock, $.01 par value
      50,000,000 shares authorized
      10,262,022 shares issued, 9,822,022 shares outstanding in 2000
      9,831,022 shares issued, 9,391,022 shares outstanding in 1999           102,620            98,310
   Additional paid-in capital ......................................       10,962,406        10,338,716
   Accumulated deficit .............................................       (4,269,519)       (3,787,157)
   Treasury stock, 440,000 shares, at cost .........................           (2,200)           (2,200)
   Subscription receivable .........................................         (350,000)             --
                                                                         ------------      ------------

               Total stockholders' equity ..........................        6,443,307         6,647,669
                                                                         ------------      ------------

               Total liabilities and stockholders' equity ..........     $  6,614,820      $  6,834,422
                                                                         ============      ============
</TABLE>





                                       -3-

<PAGE>


<TABLE>
                                 VOICENET, INC.
                          (a development stage company)

                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<CAPTION>
                                                                                 April 2, 1996
                                                   Six-month period ended         (inception)
                                                          June 30,                  through
                                                ----------------------------        June 30,
                                                    2000             1999             2000
                                                -----------      -----------      -----------

<S>                                             <C>              <C>              <C>
Revenue ...................................     $      --        $      --        $    48,900
                                                -----------      -----------      -----------

Costs and expenses:
   Cost of sales ..........................            --               --             25,958
   Selling and administrative .............         195,233           27,786        1,741,365
   Stock-based compensation ...............            --               --          1,756,500
   Amortization ...........................         355,000          165,400          952,000
                                                -----------      -----------      -----------

                                                    550,233          193,186        4,475,823
                                                -----------      -----------      -----------

Operating loss ............................        (550,233)        (193,186)      (4,426,923)
                                                -----------      -----------      -----------

Other income:
   Interest ...............................          67,871               80          154,266
   Gain on sale of securities .............            --               --              3,138
                                                -----------      -----------      -----------

                                                     67,871               80          157,404
                                                -----------      -----------      -----------

Net loss ..................................     $  (482,362)     $  (193,106)     $(4,269,519)
                                                ===========      ===========      ===========


Loss per share ............................     $     (0.05)     $     (0.03)
                                                ===========      ===========

Weighted average shares outstanding........       9,680,066        6,677,300
                                                ===========      ===========
</TABLE>


                                       -4-

<PAGE>



                                 VOICENET, INC.
                          (a development stage company)

                            STATEMENTS OF OPERATIONS

                                   (UNAUDITED)

                                                 Three-month period ended
                                                          June 30,
                                               ----------------------------
                                                  2000             1999
                                               -----------      -----------

Revenue ..................................     $      --        $      --
                                               -----------      -----------

Costs and expenses:
   Selling and administrative ............          79,016            6,576
   Amortization ..........................         185,400           75,000
                                               -----------      -----------

                                                   264,416           81,576
                                               -----------      -----------

Operating loss ...........................        (264,416)         (81,576)
                                               -----------      -----------

Other income:
   Interest ..............................          43,780             --
   Gain on sale of securities ............            --               --
                                               -----------      -----------

                                                    43,780             --
                                               -----------      -----------

Net loss .................................     $  (220,636)     $   (81,576)
                                               ===========      ===========


Loss per share ...........................     $     (0.02)     $     (0.01)
                                               ===========      ===========

Weighted average shares outstanding.......       9,821,363        6,677,300
                                               ===========      ===========





                                       -5-

<PAGE>





<TABLE>
                                 VOICENET, INC.
                          (a development stage company)

                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<CAPTION>
                                                                                                April 2, 1996
                                                                  Six-month period ended         (inception)
                                                                         June 30,                  through
                                                               ----------------------------        June 30,
                                                                  2000             1999              2000
                                                               -----------      -----------      -----------


<S>                                                            <C>              <C>              <C>
Net loss .................................................     $  (482,362)     $  (193,106)     $(4,269,519)
                                                               -----------      -----------      -----------
Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
      Amortization .......................................         355,000          165,400          952,000
      Stock issued for consulting services ...............            --               --            600,000
      Stock option compensation costs ....................            --               --          1,156,500
      Gain on sale of marketable securities ..............            --               --             (3,138)
      Changes in assets and liabilities:
         (Increase) decrease in accounts receivable ......            --             32,076             --
         (Increase) decrease in other receivables ........            --               --             (2,200)
         (Increase) decrease in prepaid expenses .........            --             (7,382)            --
         (Increase) decrease in security deposits ........            (793)             333          (13,684)
         Increase (decrease) in accounts payable .........         (15,240)         (33,216)         171,512
         (Increase) decrease in deferred compensation ....            --             26,450             --
                                                               -----------      -----------      -----------

               Total adjustments .........................         338,967          183,661        2,860,990
                                                               -----------      -----------      -----------

               Net cash provided by (used in) operating ..
                  activities                                      (143,395)          (9,445)      (1,408,529)
                                                               -----------      -----------      -----------

Cash flows from investing activities:

   Payments for organization costs .......................            --               --             (2,000)
   Purchases of investment ...............................            --               --            (27,965)
   Proceeds from sale of investment ......................            --             12,246           31,103
                                                               -----------      -----------      -----------

               Net cash provided by investing activities .            --             12,246            1,138
                                                               -----------      -----------      -----------

Cash flows from financing activities:

   Proceeds from issuance of stock .......................         278,000             --          4,571,181
   Payments of offering costs ............................            --               --           (112,654)
   Advances (to) from Voicenet (Aust) Ltd. ...............            --             45,105             --
                                                               -----------      -----------      -----------

               Net cash provided by financing activities .         278,000           45,015        4,458,527
                                                               -----------      -----------      -----------

               Net increase in cash and equivalents ......         134,605           47,816        3,051,136

               Cash and equivalents at beginning of period       2,916,531           34,610             --
                                                               -----------      -----------      -----------

               Cash and equivalents at end of period .....     $ 3,051,136      $    82,426      $ 3,051,136
                                                               ===========      ===========      ===========
</TABLE>


                                       -6-

<PAGE>



                                 VOICENET, INC.
                          (a development stage company)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                                 June 30, 2000


1.       BASIS OF PRESENTATION

         The financial  statements  have been  prepared by the Company,  without
         audit,  pursuant to the rules and  regulations  of the  Securities  and
         Exchange  Commission  and  reflect  all  adjustments  which are, in the
         opinion of  management,  necessary  to present  fairly the  information
         required herein.  Certain information and footnote disclosures normally
         included  in the  financial  statements  prepared  in  accordance  with
         generally accepted accounting  principles have been omitted pursuant to
         such  rules and  regulations,  although  management  believes  that the
         disclosures  are  adequate  to  make  the  information   presented  not
         misleading.  The results of operations for the six-month  periods ended
         June 30, 2000 and 1999 are not necessarily indicative of the results of
         operations to be expected for the full year.

2.       NATURE OF BUSINESS

         Voicenet,   Inc.  (the   "Company"),   a  Delaware   corporation,   was
         incorporated  on April 2, 1996.  The  Company was  established  for the
         marketing and distribution of continuous  speech and voice  recognition
         systems.  The Company has had minimal  sales and, has  incurred  losses
         since inception. The Company is majority owned by Voicenet (Aust.) Ltd.
         ("VNA") an Australian company.

3.       NET LOSS PER COMMON SHARE

         Net loss per common  share is computed  based on the  weighted  average
         number of shares of common stock outstanding for the periods presented.
         The effect of stock  options and warrants on the net loss per share was
         anti-dilutive for the periods presented.

4.       PURCHASE OF TECHNOLOGY

         On August 1, 1996,  the Company  entered  into a  Technology  and Sales
         Agreement  (the  "technology  agreement")  with VNA to acquire  certain
         exclusive  rights and ownership with respect to the  development,  use,
         marketing,  sales  and  distribution  of a  continuous  computer  based
         digital voice compression,  recognition and recording  technology.  The
         term of the  agreement is for the longer of 25 years or the life of any
         patents and extensions granted under the patent applications.


                                       -7-


<PAGE>



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

The Company had no revenues from  continuing  operations  through the six months
ended June 30,  1999.  The Company has incurred  losses  since its  inception in
1996. The Company's  losses incurred since  inception have resulted  principally
from professional, marketing and travel expenditures incurred in connection with
its  capital  raising  activities  and  from  amortization  of  intangibles  and
stock-based  compensation.  The  Company  expects to incur  operating  costs and
possible losses there from over the next several years due primarily to expanded
sales and  marketing  efforts,  including  the  establishment  of product  sales
office, the staffing of such office and other marketing  activities and costs to
be incurred as they seek potential customers for the Company's products.

There can be no assurance of when and whether the Company will generate  revenue
or become  profitable  on a sustained  basis,  if at all.  Although  the Company
anticipates  sales  to  commence   shortly,   results  of  operations  may  vary
significantly  from  quarter  to  quarter  due to timing of  payments  and other
factors. The timing of revenues,  if any, may not match the timing of associated
product development and other expenses.

RESULTS OF OPERATIONS FOR THE PERIODS ENDED JUNE 30, 2000; AS COMPARES WITH JUNE
30, 1999

Net losses for the six-month period ended June 30, 2000 was $482,362 as compared
to $193,106 for the six-month period ended June 30, 1999. There were no revenues
for the six-month  period ended June 30, 2000 or for the six-month  period ended
June 30, 1999. Total general and administrative  expenses were $195,233 for 2000
as compared to $27,786 for the six-month period ended June 30, 1999.

As noted in its Form 8K filing  dated May 16, 2000,  the Company  entered into a
sales,  licensing and marketing  agreement with  RimpexChile,  S.A. on April 26,
2000 with respect to the licensing of its  technology.  The  agreement  requires
Rimpex to pay the Company a 20% royalty,  as defined,  with respect to all gross
revenues of the products, as defined, tin the territory.

In the fourth quarter of 1998, the Company  commenced  amortizing its intangible
asset over a twenty-five  year useful life.  In the third  quarter of 1999,  the
Company  revised the  estimated  life of the  intangible  asset to seven  years.
Amortization  expense for the six-month  period ended June 30, 2000 was $355,000
as compared to $165,400 for the six-month period ended June 30, 1999.

LIQUIDITY AND CAPITAL RESOURCES

The Company had a working  capital of  $2,729,778  as of December 31,  1999,  in
comparison to working  capital of $2,879,623 as of June 30, 2000. The additional
working  capital was  primarily due to the exercise of certain stock options and
warrants.  The  increase  in the  accumulated  deficit is  primarily  related to
continuing  operating costs and to amortization  expense with minimal  operating
and / or investment  income.  For the six-month  period ended June 30, 2000, the
Company's  cash  requirements  were  satisfied  from  the cash  reserves  in its
operating and investment  accounts and from proceeds  received from the exercise
of stock options and warrants.


                                       -8-

<PAGE>


The Company believes that its existing cash and cash equivalents, are sufficient
to meet its  operating  expense and capital  expenditures  for at least the next
twelve months. The Company's future capital  requirements,  however, will depend
on numerous factors including (i) the effectiveness of product commercialization
and marketing  activities,  including the creation and progress of its sales and
marketing  activities (ii) the effect of competing  technological  and marketing
developments,  from  competitors  that have greater  resources than the Company.
However,  if operating  expenses are higher than  expected or if cash flows from
operations  are  lower  than  anticipated,  there can be no  assurance  that the
Company  will  have  sufficient  resources  available  to it on  terms  that are
satisfactory to the Company.

OTHER MATTERS

Filings Submitted on Form 8-K

During the quarter ended June 30, 2000, the Company submitted Report on Form 8-K
dated May 16,  2000,  relating  a to  certain  Sales,  Licensing  and  Marketing
agreement entered into between RimpexChile, S.A. and Voicenet, Inc.


                                       -9-

<PAGE>



                                    SIGNATURE

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

August 10, 2000

                                                 VOICENET, INC.


                                                 By: /s/ Howard J. Messer
                                                 Name: Howard J. Messer
                                                 Title: Chief Financial Officer