U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB

(Mark One)
|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND
         EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2000

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

       For the transition period from ______ to ______

Commission File Number 0-24798

                                  RAQUEL, INC.
--------------------------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter)

          Nevada                                   93-1123005
--------------------------------------------------------------------------------
(State or other jurisdiction                    (IRS Employer
of Incorporation)                               Identification Number)

           9873 S. Santa Monica Blvd., Beverly Hills, California 90212
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (310) 203-9240
                           ---------------------------
                           (Issuer's telephone number)

                  formerly known as Colecciones de Raquel, Inc.
--------------------------------------------------------------------------------
     (Former name, former 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 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 |_|

At March 31, 2000, 24,700,000 shares of the Company's $.0001 par value common
stock were outstanding.

<PAGE>

PART 1 - FINANCIAL INFORMATION

ITEM 1. Financial Statements                                                PAGE
                                                                            ----

      (a)   Balance Sheet (Unaudited) -March 31, 2000 ........................ 1

      (b)   Statements of Operations (Unaudited) - Three months ended
            March 31, 2000 and 1999 Period from Inception
            (December 1, 1987) to March 31, 2000 ............................. 2

      (c)   Statement of Stockholder's Equity (Unaudited) - Period from
            Inception (December 1, 1987) to March 31, 2000 ................... 3

      (d)   Statements of Cash Flows (Unaudited) - Three months ended
            March 31, 2000 and Period from Inception
            (December 1, 1987) to March 31, 2000 ............................. 4

      (e)   Notes to Unaudited Financial Statements .......................... 5

ITEM 2. Management's Discussion and Analysis or Plan of Operation ............ 7

PART II - OTHER INFORMATION .................................................. 8


                                       ii
<PAGE>

                                  Raquel, Inc.
                   (formerly known as Colecciones de Raquel)
                         (A Development Stage Company)
                                 Balance Sheet
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                     March 31, 2000
                                                                     --------------
<S>                                                                    <C>
Assets

        Current Assets

                Cash and equivalents                                   $    73,014
                Merchandise Inventory                                       61,635
                Deposits paid and other assets                              79,305
                                                                        ----------

                Total Current Assets                                   $   152,319

        Equipment, Furniture & Fixtures, net of accum. depr. $35,086        12,636
                                                                        ----------

        Total Assets                                                   $   164,955
                                                                       ===========

Liabilities and Stockholders Equity

        Current Liabilities
                Accounts payable & Taxes payable                       $     3,016

                Total current liabilities                              $     3,016

        Stockholder's equity
                Common stock - $.0001 par value, 50,000,000 shares
                authorized, 24,700,000 shares issued and outstanding         2,470

                Additional paid in capital                               1,375,444

                Deficit accumulated during the development stage        (1,215,975)
                                                                        ----------

                Total stockholder's equity                                 161,939
                                                                        ----------

        Total liabilities and stockholder's equity                     $   164,955
                                                                       ===========
</TABLE>


                 See accompanying notes to financial statements                1

<PAGE>

                                  Raquel, Inc.
                   (formerly known as Colecciones de Raquel)
                         (A Development Stage Company)
                            Statements of Operations
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                           Three months      Inception 12/87 to
                                                           Ended March           March 31,

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

<S>                                               <C>             <C>           <C>
Sales                                                    800           1,804         39,750
Cost of Goods Sold                                       160             228         16,762
                                                   ---------       ---------      ---------

Gross Profit                                             640           1,576         22,988

Selling, general, and administrative expenses         12,293          46,294      1,315,093
                                                   ---------       ---------      ---------

(Loss) from operations                               (11,653)        (44,718)    (1,329,146)

Other Income                                           1,323           2,471        116,431

Loss before provision for income taxes               (10,330)        (42,247)    (1,312,715)

Provision for income taxes                                                           (4,800)

Net Loss                                            ($10,330)       ($42,247)   ($1,217,515)
                                                    ========        ========    ===========

Net Loss per share                                     ($.01)          ($.01)
                                                       =====           =====

Weighted average number of common shares          24,700,000      24,700,000
                                                  ==========      ==========
</TABLE>


                 See accompanying notes to financial statements                2

<PAGE>

                                  Raquel, Inc.
                   (formerly known as Colecciones de Raquel)
                         (A Development Stage Company)
                       Statement of Stockholders' Equity
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                Deficit
                                                                 Addt'l         During the
                                Common Stock                     Paid In        Development
                                Shares            Amount         Capital        Stage               Total
                                ------            ------         -------        -----               -----

<S>                            <C>              <C>            <C>              <C>              <C>
Balance, December 31, 1997     24,000,0000      $   2,400      $ 1,375,444      $  (819,926)     $   557,918

Common Stock issued for
  consulting services            3,000,000            330                                                330

Net Loss                                                                           (217,582)        (217,582)
                                ----------      ---------      -----------      -----------      -----------

Balance, December 31, 1998      27,300,000          2,730      $ 1,375,444       (1,027,508)         340,666

Common stock cancelled          (2,600,000)          (260)                                                 0

Net Loss                                                                           (169,677)        (169,677)
                                ----------      ---------      -----------      -----------      -----------

Balance, December 31, 1999      24,700,000      $   2,470      $ 1,375,704      $(1,207,185)     $   170,989

Net Loss 1Qtr, 2000             24,700,000      $   2,470                           (10,330)
                                                                                -----------
                                                                                $(1,217,515)
</TABLE>


                 See accompanying notes to financial statements                3

<PAGE>

                                  Raquel, Inc.
                   (formerly known as Colecciones de Raquel)
                         (A Development Stage Company)
                            Statements of Cash Flows
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                        Period from Inception
                                                   For the Three Month     December 31, 1987
                                                  Period Ended March 31,     to Current
                                                          2000             March 31, 2000
                                                  --------------------   -------------------
<S>                                                       <C>               <C>
Cash flows from operating activities
Net loss                                                  $(10,330)         $(1,203,626)
Adjustments to reconcile net loss to net cash used in
 operating activities
           Depreciation                                         --               35,086
        (Increase) decrease in
           Inventory                                           160              (67,379)
           Prepaid expenses & other assets                 (11,002)             (14,190)
           Deposits                                              0               (2,200)
        Increase (decrease) in
           Accounts Payable & accrued expenses              (5,177)              (5,130)
                                                          --------          -----------

           Net cash used in operating activities          $(26,349)         $(1,257,439)
                                                          --------          -----------

Cash flows from investing activities
          Purchase of Equipment & Improvements                  (0)             (47,721)

          Net cash used in investing activities                 (0)         $   (47,721)

Cash flows from financing activities
        Proceeds from MMI settlement agreement                  --          $ 1,250,000
        Proceeds from sale of common stock                      --               91,090
        Payments for offering costs                             --
Loans & paid-in capital from preferred stockholder              --               36,754
                                                          --------          -----------

        Net cash provided by financing activities               --          $ 1,378,174
                                                          --------          ===========

        Net increase(decrease) in cash and cash           ($26,349)         $    73,014
                equivalents                                                 ===========
Cash & cash equivalents, beginning of period              $ 99,363
                                                          --------

Cash & cash equivalents, end of period                    $ 73,014
                                                          ========

Interest received                                         $  1,323
                                                          ========
</TABLE>


                                                                               4
<PAGE>

                                  Raquel, Inc.
                   (formerly known as Colecciones de Raquel)
                         (A Development Stage Company)
                         Notes to Financial Statements
                                  (Unaudited)

1. Business

      Raquel, Inc. (formerly known as Colecciones de Raquel) (The "Company")
      designs and markets cosmetics, skin care, fragrance, and lingerie. The
      Company's cosmetics line is specifically designed for golden skin tones
      such as sallow and olive complexions.

2. Unaudited financial statements

      The financial statements as of March 31, 2000 and March, 1998 included
      herein are unaudited; however, such information reflects all adjustments
      consisting of normal recurring adjustments, which are, in the opinion of
      management, necessary for a fair presentation of the information for such
      periods. In addition, the results of operation for the interim periods are
      not necessarily indicative of results for the entire year. The
      accompanying financial statements should be read in conjunction with the
      Company's annual report filed on Form 10-KSB.

3. Warrants and related settlement agreement

      In August 1994, the Company completed an initial public offering of its
      securities. The Company sold 1,000,000 units at $.10 per unit for gross
      proceeds of $100,000 on a self-underwritten basis. Expenses of the
      offering were $8,910. Each unit consists of one share of common stock and
      one Class A Warrant. The Class A Warrants were exercisable for one share
      of common stock and two Class B Warrants at a price of $.25 each. The
      Class B Warrants were exercisable for one share of common stock and one
      Class C Warrant at a price of $.50 each. The Class C warrants were to be
      exercisable for one share of common stock at a price of $1.00 each.

      In February 1995, all of the B Warrants were exercised in a transaction
      which the Company claims was fraudulent. Although the Company received no
      portion of the $250,000 exercise price, Units consisting of one share of
      common stock and two B Warrants were issued by the Company's transfer
      agent without the knowledge of the Company's officers or directors to
      persons purportedly exercising the A Warrants.

      In February 1995, all of the B Warrants were exercised in a transaction
      which the Company claims was fraudulent. Although the Company received no
      portion of the $1,000,000 exercise price, Units consisting of one share of
      common stock and one C warrant were issued by the Company's transfer agent
      without the knowledge of the Company's officers or directors to persons
      purportedly exercising the B Warrants.

      The shares of common stock issued in the Company's initial public offering
      and upon exercise of the A Warrants and B Warrants (collectively,
      "Shares") have been publicly traded. The C Warrants were also purportedly
      exercised without the receipt by the Company of the exercise price, the
      Company believes that the shares issued upon exercise of the C Warrants
      were not traded and the Company has canceled the C Warrants and the shares
      issued upon their exercise.

      In September 1995, the Company entered into an Agreement with Moore
      McKenzie, Inc., a Philippine corporation ("MMI"), which purchased and
      resold the shares following their exercise by third party entities. MMI
      has expressly denied any involvement in the exercise of the A Warrants, B
      Warrants, and C Warrants. Solely for the purpose of protecting and
      preserving its investment in the Shares and


                                                                               5
<PAGE>

      3. Warrants and related settlement agreement (continued)

      its reputation and goodwill, MMI agreed to pay the Company the exercise
      price of the A Warrants ($250,000) and B Warrants ($1,000,000). As of
      February 29, 1996, the Company had received all of the settlement

      Further, the Company agreed to sell MMI an additional 1,000,000 shares of
      common stock at a price of $1.00 per share in place of the shares which
      could have been purchased upon exercise of the canceled C Warrants. The
      option to purchase the additional 1,000,000 shares at $1.00 per share
      expired in September, 1996. MMI did not purchase the additional 1,000,000
      and no additional shares were issued. As part of the Agreement with MMI,
      the Company agreed to assist and cooperate with MMI in any action against
      third parties to recover MMI's damages suffered as a result of or in
      connection with MMI's purchase of the Shares.

4. Legal proceedings

      In September of 1998, the Company filed a complaint and Demand for
      Arbitration before the American Arbitration Association against John W.
      Vanover. The Demand for Arbitration is for the return of $10,000 in cash
      and stock certificates for 2.6 million Company common shares. The basis of
      the dispute is for non-performance, bad faith, and willful malfeasance. An
      Arbitration hearing was held on July 16, 1999, before the American
      Arbitration Association in regard to the Company's claims against John W.
      Vanover. On August 5, 1999 the Company received notice that the Company
      had been awarded its demands in the Complaint. As a result, 2.6 million
      shares have been cancelled, additionally, the Company was awarded $10,000,
      plus cost of suit. These monies have not yet been collected.

      Additionally, the Company entered into an investor relations agreement
      with Angela Z. Hardy in June, 1999. The Company has a dispute regarding
      the agreement and anticipates litigation is imminent in this matter.

      Currently, there are no material pending legal proceedings to which the
      Company or the property of the Company are subject. In addition, no
      proceedings are known to be contemplated by a governmental authority
      against the Company or any officer or director of the Company.

5. Leases

      On October 1, 1995, the Company entered into a two year lease for a store
      front located in Beverly Hills, California. In October, 1997 this lease
      was renewed for another 2 years. The space is approximately 700 square
      feet, and the monthly rent is $1,100. This lease expired in October 1999,
      and the Company has contiued to occupy the premises on a month-to-month
      basis. In May 1996, the Company entered into a three year lease for a 900
      square foot store front in downtown Los Angeles, California. Monthly rent
      for the space, which the Company is utilizing for its second
      showroom/boutique location, is $1,451 per month. This lease expired on
      June 30, 1999, and the store has been closed.


                                                                               6
<PAGE>

ITEM 2. Management's Discussion And Analysis Or Plan Of Operation

            Material Changes in Results of Operations

            First Quarter revenues were lower than those of 1999. There has been
            a dramatic drop in Selling, general, and administrative expenses for
            2000 due to cut-backs.

            Material Changes in Financial Condition

            During the three month period ended March 31, 2000 the Company's
            cash position decreased due to the continued low level of sales
            relative to its cost of operations, and lack of offsetting inflows
            from financing activities.

            The Company's available cash at March 31, 2000 is expected to be
            sufficient to defray the Company's operating expenses through
            calendar year 2000.

            Financing

            The Company is currently seeking new financing with several firms in
            order to obtain working capital. Additionally, the Company is
            preparing to file the appropriate documents with the Securities and
            Exchange Commission for a secondary offering.

            Distribution

            In April, 2000 the Company entered into a distribution agreement
            with Santa Susana Consultants for distribution into independent
            pharmacies. The contract specifically calls for performance of
            distribution in a minimum of 20 stores at the end of a one year
            period. Currently, the Company's products have been placed into one
            location and anticipates three additional locations prior to June
            30, 2000.


                                                                               7
<PAGE>

                          PART II - OTHER INFORMATION

Item 1. Legal Proceedings

            In September of 1998, the Company filed a complaint and Demand for
            Arbitration before the American Arbitration Association against John
            W. Vanover. The Demand for Arbitration is for the return of $10,000
            in cash and stock certificates for 2.6 million Company common
            shares. The basis of the dispute is for non-performance, bad faith,
            and willful malfeasance. Other than this item, there are no material
            pending legal proceedings to which the Company or the property of
            the Company are subject.

            An Arbitration hearing was held on July 16, 1999, before the
            American Arbitration Association in regard to the Company's claims
            against John W. Vanover. On August 5, 1999 the Company received
            notice that the Company had been awarded its demands in the
            Complaint.As a result, 2.6 million shares have been cancelled,
            additionally, the Company was awarded $10,000, plus cost of suit.
            These monies have not yet been collected.

            Additionally, the Company entered into an investor relations
            agreement with Angela Z. Hardy in June, 1999. The Company has a
            dispute regarding the agreement and anticipates litigation is
            imminent in this matter.

            Currently, there are no material pending legal proceedings to which
            the Company or the property of the Company are subject. In addition,
            no proceedings are known to be contemplated by a governmental
            authority against the Company or any officer or director of the
            Company.

Item 2. Changes in Securities

            In September 1998, the Company issued 3,300,000 shares of common
            stock in exchange for consulting services to be performed by two
            consultants. Both consultants' contracts and services were
            terminated in 1998 and the Company placed a stop order on the above
            shares. (See Item 1 above.) Further, in April 1999, one consultant
            agreed to return 700,000 shares of common stock issued in exchange
            for consulting services for $4,000 in cash.

            In June, 1999, the Company entered into an agreement with Angela Z.
            Hardy and Corporate Image Builders for investor relations services.
            Per this new agreement, the Company has released the shares which
            were initially issued to Angela Zucchini, aka, Angela Z. Hardy in
            June of 1998, for payment of these services.

            In December, 1999 2.6 million shares of common stock were cancelled
            as a result of an action against John Vanover.

Item 3. Defaults Upon Senior Securities

            Inapplicable.

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

            Inapplicable.


                                                                               8
<PAGE>

Item 5. Other Information

            In January, 2000 the Company appointed Edward A. Rose, Jr. As Chief
            Financial Officer, General Counsel, and a member to the Board of
            Directors. Mr. Rose's extensive experience encompasses over twenty
            years in finance positions with several Fortune 100 companies. He is
            a Certified Public Accountant both in New York and California.
            Additionally, Mr. Rose is a practicing attorney in California and
            was admitted to the State Bar in 1995. Mr. Rose holds several
            degrees, J.D. from Western Sierra Law School; M.B.A. from Fairleigh
            Dickinson University; and a B.S. from Ohio State University. He is
            also a member of several professional organizations: San Diego
            County Bar Association, California Society of Certified Public
            Accountants, American Institute of Certified Public Accountants,
            AICPA Division for CPA Firms, and American Association of
            Attorney-CPA's.

Item 6. Exhibits and Reports on Form 8K

            (a) Exhibits

                Inapplicable.

            (b) Reports on Form 8-K

                No reports on Form 8-K were filed during the period covered by
                this report.

                                        SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        RAQUEL, INC.
                                        (FORMERLY KNOWN AS COLECCIONES
                                           DE RAQUEL)
                                        (Registrant)


Dated: May 16, 2000                     By: /s/ Raquel Zepeda
                                            ------------------------------------
                                            Raquel Zepeda, Chief  Financial
                                              Officer


                                                                               9