<PAGE>

                 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 quarter ended DECEMBER 31, 2000
                           -----------------

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from               to
                                    -------------    -------------

                 Commission File No.  2-97869-D
                                      ---------

                        CRAFTCLICK.COM, INC.
                        --------------------
          (Name of Small Business Issuer in its Charter)

        UTAH                                               87-0419571
-------------------------------                  --------------------------
(State or Other Jurisdiction of                  (I.R.S. Employer I.D. No.)
 incorporation or organization)

                       432 Culver Blvd.
               Playa Del Rey, California 90293
               --------------------------------
             (Address of Principal Executive Offices)

            Issuer's Telephone Number:  (310) 827-3500

     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 Company was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.

     (1)   Yes  X    No            (2)   Yes  X    No
               ---      ---                  ---      ---


               (ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                       DURING THE PAST FIVE YEARS)

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

                 (APPLICABLE ONLY TO CORPORATE ISSUERS)

          State the number of shares outstanding of each of the Issuer's
classes of common equity, as of the latest practicable date:

                              February 6, 2000
                          Common Stock - 44,765,018
                         Preferred Series A Stock - 139,000
                       Preferred Series C Stock - 1,000


                    DOCUMENTS INCORPORATED BY REFERENCE

                              NONE. [  ]

Transitional Small Business Issuer Format   Yes  X   No
                                                ---     ---

                  PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

          The Consolidated Financial Statements of the Company required
to be filed with this 10-QSB Quarterly Report were prepared by management
and commence on the following page, together with related Notes.  In the
opinion of management, the Consolidated Financial Statements fairly present
the financial condition of the Company.
<PAGE>
<TABLE>
CraftClick.com, Inc.
Balance Sheet
31-DEC-00
(Unaudited)
<CAPTION>
ASSETS
<S>                                               <C>
Assets:
  Current Assets:
  Cash                                        $50,040
  Accounts Receivable                          11,414
  Prepaid Expenses and Other Current Assets    15,906
     Total Current Assets                      77,360

  Property and equipment - net                198,158
  Goodwill                                  2,208,031

Total Assets                               $2,483,549
LIABILITIES AND STOCKHOLDERS' DEFICIT
Liabilities:
  Current Liabilities:
  Accounts Payable                           $143,183
  Notes Payable (Note 2)                      550,000
  Current Portion Contract Payable              5,500
     Total Current Liabilities                698,683

Total Liabilities                             698,683


Stockholders' Equity:
  Preferred Stock -- 5,000,000 shares
  authorized, Series A $.001 par  value;
  139,000 shares issued and outstanding
  - Note 1                                        139
  Series C $.001 par value; 1,000 shares
  issued and Outstanding - Note 1                   1
Capital Stock -- 300,000,000 shares
  authorized having $.001 par value;
  44,765,018 shares issued and outstanding     44,765
  Additional Paid-in Capital                8,758,790
  Accumulated Deficit                      -7,018,829
Total Stockholders' Equity                  1,784,866
Total Liabilities and Stockholders' Equity $2,483,549
</TABLE>
<TABLE>
CraftClick.com, Inc.
Statements of Operations
For the nine months Ended December 31, 2000 and 1999
(Unaudited)
<CAPTION>
                                               9 months ended 9 months ended
                                                  31-Dec-00      31-Dec-99
<S>                                            <C>            <C>
    Revenues                                      $ 674,433     $10,000
    Cost of Sales                                  -462,790           0
      Gross Profit                                  211,643      10,000
      General & Administrative Expenses           3,599,441   1,208,072
         Operating Loss                          -3,387,798   1,198,072
    Other Income/Expenses:
       Loss from sales of investments (Note 3)     -425,350           0
       Interest Income                                3,521      11,028
       Interest expense                                   0           0
         Total Other Income/Expense                -421,829      11,028
    Net Loss Before Taxes                       $-3,809,627  -1,187,044
    Provision for Income Tax                              0           0

    Net Loss                                     -3,809,627  -1,187,044
    Loss Per Share                              $     -0.17 $     -0.09

    Weighted Average Shares Outstanding          21,878,303  12,578,000
</TABLE>
<TABLE>
CraftClick.com, Inc.
Statements of Operations
For the Three months Ended December 31, 2000 and 1999
(Unaudited)
<CAPTION>



                                              3 months ended  3 months ended
                                                 31-Dec-00       31-Dec-99
<S>                                            <C>            <C>
    Revenues                                       $155,711     $10,000
    Cost of Sales                                   -95,962           0
      Gross Profit                                   59,749           0
      General & Administrative Expenses             417,633     469,715
         Operating Loss                            -357,884    -459,715
    Other Income/Expenses:
         Interest Income                                  0       3,464
         Interest expense                                 0           0
         Total Other Income/Expense                       0       3,464
    Net Loss Before Taxes                         $-357,884   $-456,251
    Provision for Income Tax                              0           0
    Net Loss                                      $-357,884   $-456,251
    Loss Per Share                                $   -0.01   $   -0.04

    Weighted Average Shares Outstanding          28,801,787  12,788,000
</TABLE>
<TABLE>
CraftClick.com, Inc.
Statements of Cash Flows
For the Nine months Ended December 31, 2000 and 1999
(Unaudited)
<CAPTION>
                                               9 months ended 9 months ended
                                                  31-Dec-00      31-Dec-99
<S>                                              <C>            <C>
    Cash Flows Provided From Operating Activities
    Net Loss                                      $-3,809,627    -1,187,044
    Adjustments to reconcile net income to net cash
    provided by operating activities:
        Depreciation and amortization                 169,007        25,485
        Write-off of fixed assets                      13,564
        (Increase)/decrease in other current assets    13,000       -40,700
        (Increase)/decrease in accounts receivable     23,867             0
        (Increase)/decrease in prepaid expenses        18,747             0
        (Decrease)/increase in accounts payable and
          Current liabilities                        -102,825        72,827
        Issued common stock for services            2,260,348             0

    Net Cash Used for Operating Activities         -1,413,920    -1,129,432

    Cash Flows From Investing Activities

        Purchase of equipment                          -6,743      -224,728
    Net Cash Used for Investing Activities             -6,743      -224,728

    Cash Flows From Financing Activities
       Issued stock for cash                          490,000     1,528,047
       Decrease in notes receivable                     4,166             0
       Increase in notes payable                      550,000             0
       Decrease in security deposits                    2,281             0
       Change in shareholder loan                           0       -12,067
       Contract payable                               -10,800             0
    Net Cash Provided by Financing Activities       1,035,647     1,515,980

    Net Increase in Cash                             -385,016       161,820
    Beginning Cash Balance                            435,056             0

    Ending Cash Balance                               $50,040      $161,820

    Supplemental Disclosure of Cash Flow Information:
      Cash paid during the year for interest          $     0      $      0
      Cash paid during the year for income taxes            0             0
</TABLE>
<TABLE>
CraftClick.com, Inc.
Statements of Cash Flows
For the Three months Ended December 31, 2000 and 1999
(Unaudited)
<CAPTION>

                                               3 months ended 3 months ended
                                                  31-Dec-00      31-Dec-99
<S>                                              <C>            <C>
    Cash Flows Provided From Operating Activities
    Net Loss                                      $-357,884      $-456,251
    Adjustments to reconcile net income to net
    cash provided by operating activities:
        Depreciation and amortization                56,174         11,050
        Write-off of fixed assets                    13,564
        (Increase)/decrease in other current assets                 12,571
        (Increase)/decrease in accounts receivable    7,126              0
        (Increase)/decrease in prepaid expenses      -7,605              0
        (Decrease)/increase in accounts payable and
         current liabilities                       -109,121         72,827
        Issued common stock for services                  0              0

    Net Cash Used for Operating Activities         -397,745       -359,803

    Cash Flows From Investing Activities

        Purchase of equipment                             0        -51,820
    Net Cash Used for Investing Activities                0        -51,820

      Cash Flows From Financing Activities
        Issued stock for cash                       110,000        235,500
        Increase in notes payable                   320,000              0
        Decrease in security deposits                 6,541              0
        Contract payable                             -5,500              0
    Net Cash Provided by Financing Activities       431,041        235,500

    Net increase in Cash                             33,296       -176,123
    Beginning Cash Balance                           16,744        337,943

    Ending Cash Balance                             $50,040       $161,820

    Supplemental Disclosure of Cash Flow Information:
      Cash paid during the year for interest        $     0       $      0
      Cash paid during the year for income taxes          0              0
</TABLE>

                       CraftClick.com, Inc.
                 Notes to Financial Statements
                   DECEMBER 31, 2000 and 1999

PRELIMINARY NOTE

        The accompanying condensed consolidated financial statements have
        been prepared without audit, pursuant to the rules and regulations
        of the Securities and Exchange Commission. Certain information and
        disclosures normally included in financial statements prepared in
        accordance with generally accepted accounting principles have been
        condensed or omitted.  It is suggested that these condensed
        financial statements be read in conjunction with the financial
        statements and notes thereto included in the Company's Annual
        Report on Form 10-KSB for the year ended March 31, 2000.

NOTE 1 PREFERRED STOCK

        SERIES A
        --------

        On November 1, 1999, the Company offered securities through a
        Confidential Private Placement Memorandum (PPM).  This PPM offered
        accredited investors the opportunity to purchase units of two (2)
        shares of Series A convertible Preferred Stock, each share
        convertible any time to 10 shares of common stock, and warrants
        exercisable for three years to purchase ten (10) shares of common
        stock at $1.  The warrants may be redeemed at the option of the
        Company on 30 days notice to holders of the warrants at a
        redemption price of $.05 per warrant, if the average closing price
        of the Company's common stock equals or exceeds $5 per share for 20
        consecutive days within a period of 30 consecutive trading days.
        An investor must purchase a minimum of 1,000 units at $20 per unit,
        or a minimum investment of $20,000.  Through September 30, 2000,
        the Company has issued 139,000 shares, or 69,500 units for cash of
        $1,390,000.  No warrants had been exercised to purchase common
        shares, and no preferred shares were converted to common.

        SERIES C
        --------

        On November 27, 2000 the Company issued 1,000 shares of Series C
        Preferred Stock to Metropolitan Capital Partners LLC for $10,000.
        These shares are convertible at any time to common stock equivalent
        to 11.25% of the Companys outstanding common stock on a fully
        diluted basis.

NOTE 2  NOTE PAYABLE

        On November 17, 2000 the Company entered into a loan agreement with
        Jack Guiragosian, Edwin Minassian and David Dginguerian for the sum
        of $550,000. The loan bears interest at 7% per annum and all unpaid
        interest and principal will become fully due on June 30, 2001. The
        note is secured by all assets of the Company including but not
        limited to all domain names registered to the Company and all its
        related technology, furniture, computer equipment.

NOTE 3 LOSS ON SALE OF INVESTMENTS

        The Company sold its investment of 450,706 shares of Popmail.com to
        meet its financial obligations. The shares were "Restricted" under
        S144.  The stock was sold to Stephen C.Wolfe a related party at the
        time of the sale for $74,650. The loss of $425,350 was charged to
        the Income Statement during the period ended September 30, 2000.
        $225,353 of the loss was due to market value decline during the
        holding period. The market value of the stock at the date of sale
        was $366,156.
<PAGE>

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

    Plan of Operation.
    ------------------

              CraftClick was formed to be the premier arts and crafts
    destination on the Internet.  CraftClick has built the ultimate online
    arts and crafts community that offers amateur and professional
    craftspeople worldwide a wealth of arts and crafts related content.
    Through the strategic acquisition of 16 online arts and crafts related
    web sites, we control all the significant entry points for arts and
    crafts on the Internet. Being the first entrant to market in this space,
    we are the distinct leader in the arts and crafts vertical with over
    500,000 members.  The expanding scale and scope of the CraftClick
    network comprising 18 web sites has created a cost-based entry barrier
    to competitors. This vertical integration allows us to offer the
    broadest array of craft materials available, the most compelling prices
    for arts and crafts materials and the most comprehensive arts and
    crafts-based information point. Our network of sites provides crafters
    with free projects, and further fulfills the needs of this community by
    selling over 40,000 different arts and crafts supplies and kits online.

              We ship our products through a fulfillment center located in the
    Midwestern United States.  Orders placed with us are transmitted
    electronically to our fulfillment center using EDI protocol.  Our
    fulfillment center then ships the order directly to the end customer.

    Results of Operations.
    ----------------------

    In the quarter ended December 31, 2000 the Company made substantial
    efforts to reduce overhead and this included termination of 90% of the
    employees. The Company continues to operate with negative cash flows and
    will be unable to continue its operations without additional financing.

    At December 31, 2000, the Company had $2,483,549 in assets and $698,683
    in liabilities.  The Company had $674,433 in total revenues for the nine
    months ended December 31, 2000 and $10,000 for same period in 1999.
    Operating expenses for the nine months ended December 31, 2000 and 1999
    were $3,599,441 and $1,208,072 respectively, with net losses of
    ($3,809,627) and ($1,187,044), respectively.

    The major general and administrative expense items for the nine months
    ended December 31, 2000 and 1999 were as follows:

                        9 months ended        9 months ended
                       December 31, 2000     December 31, 1999
    Marketing                $   53,106          $355,317
    Payroll                  $  809,378          $512,953
    Consulting Fees          $  297,266          $ 83,012
    Professional Fees*       $1,347,959          $ 26,935
    Shipping handling        $   53,106          $      0
    Other                    $1,038,626          $229,885

              * The Company incurred approximately $1,285,000 in non-cash
    compensation expenses for the nine months ended December 31, 2000. The
    non-cash compensation expenses resulted from the issuance of "restricted
  stock" as compensation paid to consultants. This amount is included under
    professional fees in operating expenses.

    Liquidity.
    ----------

              At December 31, 2000 and 1999, the Company had $77,360 and
    $195,120, respectively, in current assets, with total current liabilities
    of $698,683 and $72,827, respectively.  Total stockholder's equity was
    $1,784,866 and $331,086, respectively.

                       PART II - OTHER INFORMATION

    Item 1.   Legal Proceedings.

              None; not applicable.

    Item 2.   Changes in Securities.

              None; not applicable.

    Item 3.   Defaults Upon Senior Securities.

              None; not applicable.

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

              No matter was submitted to a vote of the Company's security
    holders during the third quarter of the calendar year covered by this
    Report or during the two previous calendar years.

    Item 5.   Other Information.

              The Company commenced a private placement on November 1, 1999,
    to sell a minimum of 10,000 units to a maximum of 150,000 units, with a
    provision for over allotment of an additional 25,000 units.  Each unit is
   comprised of two shares of Series A Convertible Preferred Stock (each
share being convertible into 10 shares of common stock) and 10 Common
Stock Purchase Warrants, at a price of $20 per unit.  The Company
currently has sold 139,000 Units of this private placement as of December
31, 2000.

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

              (a) Exhibits.

                   None.

              (b) Reports on Form 8-K.

                   None.

                                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.


                                             CraftClick.com, INC.

    Date: 2/20/2001                          By /s/ Sandip Seth, Director
                                                and President

    Date: 2/20/2001                          By /s/ Maninder Singh, Director
                                                Secretary and C.F.O.

              Pursuant to the requirements of the Securities Exchange Act of
    1934, as amended, this Report has been signed below by the following
    persons on behalf of the Company and in the capacities and on the dates
    indicated:

                                   CraftClick.com, INC.


    Date: 2/20/2001                          By /s/ Sandip Seth, Director
                                                 and President

    Date: 2/20/2001                          By /s/ Maninder Singh, Director
                                                Secretary and C.F.O.