U. S. Securities and Exchange Commission
                             Washington, D. C. 20549


                                   FORM 10-QSB


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

        For the quarterly period ended June 30, 2000

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

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


                               Commission File No.
                                   002-98748-D

                             FORMULA FOOTWEAR, INC.
                 (Name of Small Business Issuer in its Charter)


                 UTAH                                     33-0317292
      (State or Other Jurisdiction of            (I.R.S. Employer I.D. No.)
       incorporation or organization)


                         5525 South 900 East, Suite 110
                           Salt Lake City, Utah 84117
                    (Address of Principal Executive Offices)

                    Issuer's Telephone Number: (801)262-8844

                              None, Not Applicable;

                                   -----------
          (Former Name or Former Address, if changed since last Report)


     Indicate  by check mark  whether the  Registrant  (1) has filed all reports
required to be filed by Sections 13 or 15(d) of the  Securities  Exchange Act of
1934  during  the  preceding  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.

(1)  Yes  X    No              (2)  Yes  X     No
         ----     ----                  ----         ----
<PAGE>

APPLICABLE  ONLY TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING  THE
PRECEDING FIVE YEARS

     None, Not Applicable;

     APPLICABLE  ONLY  TO  CORPORATE  ISSUERS  Indicate  the  number  of  shares
outstanding  of each of the  Registrant's  classes  of common  stock,  as of the
latest practicable date:

                                  June 30, 2000

                                    4,267,288

PART I - FINANCIAL INFORMATION

Item 1.Financial Statements.

The Financial Statements of the Registrant required to be filed with this 10-QSB
Quarterly Report were prepared by management and commence on the following page.
In the  opinion of  management,  the  Financial  Statements  fairly  present the
financial condition of the Registrant.

<PAGE>
<TABLE>
<CAPTION>


                             Formula Footwear, Inc.
                                 BALANCE SHEETS
                        June 30, 2000 and March 31, 2000


                                                            06/30/2000          03/31/2000
                                                          --------------        ----------
                                                           [Unaudited]
                                          ASSETS

<S>                                                      <C>
Assets                                                   $             0        $        0

                                                          --------------        ----------
         Total Assets                                    $             0        $        0
                                                          ==============        ==========

                          LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities:
     Loans from stockholders                             $         2,597        $    1,250
     Accounts Payable                                                  0             1,304
     Income Taxes Payable                                              0                 0
                                                          --------------        ----------
         Total Current Liabilities                                 2,597             2,554

         Total Liabilities                                         2,597             2,554
                                                          --------------        ----------

Stockholders' Deficit:
     Common Stock, $.001 par value;
         authorized 50,000,000 shares; issued and
         outstanding, 4,267,288 shares                             4,268             4,268
     Paid-in Capital                                             351,753           351,753
     Accumulated Deficit                                       (358,618)          (351,823)
                                                          --------------        ----------
         Total Stockholders' Deficit                             (2,597)            (2,554)

                                                          --------------        ----------
         Total Liabilities and Stockholders' Deficit     $             0        $        0
                                                          ==============        ==========

     NOTE TO FINANCIAL  STATEMENTS:  Interim  financial  statements  reflect all
adjustments  which  are,  in the  opinion  of  management,  necessary  to a fair
statement  of the results for the periods.  The June 30, 2000 balance  sheet has
been derived from the audited  financial  statements.  These  interim  financial
statements  conform with the requirements for interim  financial  statements and
consequently do not include all the disclosures  normally  required by generally
accepted accounting principles.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                         Formula Footwear, Inc.
                        STATEMENTS OF OPERATIONS
         For the Three Month Period Ended June 30, 2000 and 1999

                                              Three          Three      From the Beginning of
                                             Months         Months      Development Stage on
                                              Ended          Ended      April 1, 1989 through
                                           06/30/2000     06/30/1999        June 30, 2000
                                          -------------  -------------  ---------------------
                                           [Unaudited]    [Unaudited]
REVENUE

<S>                                      <C>            <C>             <C>
    Income                               $            0 $            0  $               0
                                          -------------  -------------  -----------------
NET REVENUE                                           0              0                  0

Operating Expenses
    Operating Expenses                               43          1,550              6,795
                                          -------------  -------------  -----------------
Total Operating Expenses                             43          1,550              6,795

                                          -------------  -------------  -----------------
Net Income Before Taxes                  $         (43) $      (1,550)             (6,795)
                                          =============  =============  =================

Income/Franchise taxes                                0             0                   0

Net loss                                           (43)        (1,550)             (6,795)

Loss Per Share                           $       (0.01) $       (0.01)
                                          =============  =============

Weighted Average Shares Outstanding           4,267,288     17,231,533
                                          =============  =============


</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                         Formula Footwear, Inc.
                        STATEMENTS OF CASH FLOWS
         For the Three Month Period Ended June 30, 2000 and 1999

                                               Three          Three     From the Beginning of
                                               Months         Months    Development Stage on
                                               Ended          Ended     April 1, 1989 through
                                             06/30/2000     06/30/1999    June 30, 2000
                                            ------------   ------------ ---------------------
                                            [Unaudited]    [Unaudited]

Cash Flows Used For Operating
Activities
-----------------------------------------

<S>                                        <C>            <C>                        <C>
  Net Loss                                 $        (43)  $     (1,550)              (358,618)
  Adjustments to reconcile net loss to net
cash
    used in operating activities:
    Loss from discountinued operations                                                351,823
    Shares issued for forgiveness of debt              0            300                 3,538
    Increase/(Decrease) in accounts payable      (1,304)                               (1,304)
    Increase/(Decrease) in loans from              1,347          1,250                 4,561
shareholder
                                            ------------   ------------         -------------
      Net Cash Used For Operating Activities           0              0                     0
                                            ============   ============         =============

Cash Flows Provided by Financing Activities            0              0                     0
--------------------------------------------

      Net Increase In Cash                             0              0                     0

      Beginning Cash Balance                           0              0                     0

      Ending Cash Balance                $             0 $            0                     0
                                            ------------   ------------         -------------

</TABLE>
<PAGE>

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

Plan of Operation.

     The Company has not engaged in any material operations in the period ending
June 30,  2000,  or since  before  approximately  1989.  The Company  intends to
continue to seek out the acquisition of assets, property or business that may be
beneficial to the Company and its stockholders.

     The Company's only foreseeable cash requirements  during the next 12 months
will relate to  maintaining  the Company in good  standing in the State of Utah,
keeping its reports "current" with the Securities and Exchange Commission or the
payment of expenses  associated  with reviewing or  investigating  any potential
business  venture.  Management does not anticipate that the Company will have to
raise additional funds during the next 12 months,  however, if additional moneys
are needed,  they may be advanced by  management  or principal  stockholders  as
loans to the Company. Because the Company has not identified any such venture as
of the date of this Report,  it is  impossible  to predict the amont of any such
loan.  However,  any such loan will not exceed  $25,000  and will be on terms no
less favorable to the Company than would be available  from a commercial  lender
in an arm's length  transaction.  As of the date of this Report, the Company has
not begun seeking any acquisition.

Results of Operations.

     The Company has had no operations  during the  quarterly  period ended June
30, 2000, or since on or before  approximately 1989. During the quarterly period
covered by this Report, the Company received no revenue and incurred expenses of
$43, stemming from general and administrative expenses.

Liquidity

     At June 30,  2000,  the Company had total  current  assets of $0 and total
liabilities of $2,597.

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.

None; not applicable

Item 5.Other Information.

None; applicable

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

None; not applicable

(b)Reports on Form 8-K.

None; Not Applicable.


<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.

                                 FORMULA FOOTWEAR, INC.



Date:08/07/00               /S/JAMES DOOLIN
                            James Doolin, President and Director



Date:07/25/00               /S/HAROLD JENSON
                            Harold Jenson, Vice President and Director