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 EXCHANGE ACT OF 1934
                      For the quarter ended March 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 number: 000-26971

                            MAXX INTERNATIONAL, INC.
                 (Name of small business issuer in its charter)

             Utah
(State or other jurisdiction of                          87-0284871
 incorporation or organization)             (I.R.S. Employer Identification No.)


                 130 S. El Camino Drive, Beverly Hills, CA 90212
               (Address of principal executive offices) (Zip Code)

Issuer's Telephone Number:   301-205-6206

                     AREA INVESTMENT AND DEVELOPMENT COMPANY
 -------------------------------------------------------------------------------
              (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 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 [_]
No [X]

                   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: 14,591,397 shares of common
stock as of March 31, 2000.

Transitional Small Business Disclosure Format (check one); Yes [_] No [X]


<PAGE>


                                TABLE OF CONTENTS

                         PART I - FINANCIAL INFORMATION

ITEM 1.  BALANCE SHEET AS OF MARCH 31, 2000....................................2

         STATEMENT OF OPERATIONS
         FOR THE THREE MONTHS ENDED MARCH 31, 2000.............................3

         STATEMENT OF CASH FLOWS
         FOR THE THREE MONTHS ENDED MARCH 31, 2000.............................4

         STATEMENT OF STOCKHOLDERS' EQUITY FOR
         THE THREE MONTHS ENDED MARCH 31, 2000.................................5

         NOTES TO FINANCIAL STATEMENTS....................................6 to 8

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
         OR PLAN OF OPERATION..................................................9


                  PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS....................................................10

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS............................10

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES......................................10

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..................10

ITEM 5.  OTHER INFORMATION....................................................11

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.....................................11


SIGNATURES....................................................................12


<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS

     The following unaudited Financial Statements for the period ended March 31,
2000, have been prepared by the Company.


                                       1

<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                                  BALANCE SHEET
                                 MARCH 31, 2000
                                   (UNAUDITED)

                                     ASSETS

Current Assets:

      Cash                                                            $  233,400
      Accounts Receivable                                                 27,966
      Due From Stockholders                                               94,628
      Compact Disc and Video Production Costs                            622,795
      Concert Pre-Production Costs                                       610,510
      Other Current Assets                                                13,664
                                                                      ----------

                      Total Current Assets                             1,602,963

      COMPUTER EQUIPMENT AND LEASEHOLD
        IMPROVEMENTS , Net of $20,102  Accumulated
        Depreciation and Amortization                                     17,918
      BOOK RIGHTS,Net of $2,353  Accumulated Amortization                562,262
      ORGANIZATION COSTS, Net of $ 988
        Accumulated Amortization                                          58,272
      GOODWILL, Net of $2,063  Accumulated Amortization                1,854,428
                                                                      ----------

                      TOTAL ASSETS                                    $4,095,843
                                                                      ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:

      Accounts Payable and Accrued Expenses                           $  290,858
      Loan Payable                                                       500,000
                                                                      ----------

                      Total Current Liabilities                          790,858
                                                                      ----------

Stockholders' Equity:

      Common Stock, $0.01 Par Value, 50,000,000 Authorized,
        16,061,666 Shares Issued and Outstanding                         160,617
      Additional Paid-in Capital                                       3,885,916
      Accumulated Deficit                                               -741,548
                                                                      ----------

                      Total Stockholders' Equity                       3,304,985
                                                                      ----------

                      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $4,095,843
                                                                      ==========


   The accompanying notes are an integral part of these financial statements.

                                       2

<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                             STATEMENT OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                   (UNAUDITED)


INCOME

      Interest Income                                                 $      280
                                                                      ----------

GROSS INCOME                                                                 280
                                                                      ----------
EXPENSES

      General and Administrative                                         555,135
                                                                      ----------

                      Total Expenses                                     555,135
                                                                      ----------

LOSS FROM OPERATIONS                                                    -554,855
                                                                      ----------

NET LOSS                                                               -$554,855
                                                                      ==========

BASIC LOSS PER SHARE                                                      -$0.05
                                                                      ==========

WEIGHTED AVERAGE NUMBER
 OF SHARES OUTSTANDING                                                10,580,827
                                                                      ==========


                                       3
<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                             STATEMENT OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                   (UNAUDITED)


<TABLE>
<CAPTION>
<S>                                                                                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES

      Net Loss                                                                       -$554,855

      Adjustments to Reconcile Net Loss to Net Cash
        Used by Operating Activities:

        Depreciation and Amortization                                                   5,404
        Decrease in Accounts Receivable                                                   431

       Increase in Compact Disc and Video Production Costs                           -138,631
        Decrease in Concert Pre-Production Costs                                       26,890
        Increase in Accounts Payable and Accrued Expenses                             262,632
                                                                                     --------

                      Net Cash Used by Operating Activities                          -398,129
                                                                                     --------

CASH FLOWS FROM INVESTING ACTIVITIES

      Purchase of Computer Equipment                                                     -971
      Cash Paid for Book Rights                                                          -165
      Cash Paid for Organization Costs                                                -58,587
                                                                                     --------

                      Net Cash Used by Investing Activities                           -59,723
                                                                                     --------

CASH FLOWS FROM FINANCING ACTIVITIES

      Cash Received in Connection with Stock Acquisition                              170,763
      Cash Received for Loan Payable                                                  500,000
                                                                                     --------

                      Net Cash Provided by Financing Activities                       670,763
                                                                                     --------


NET INCREASE IN CASH AND CASH EQUIVALENTS                                             212,911

CASH AND CASH EQUIVALENTS, Beginning                                                   20,489
                                                                                     --------

CASH AND CASH EQUIVALENTS, Ending                                                    $233,400
                                                                                     ========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
      Cash Paid During the Period for:

                      Interest                                                       $      0
                      Income Taxes                                                   $      0
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                       4
<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                   STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
                    FOR THE THREE MONTHS ENDED MARCH 31, 2000
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                Additional                          Total
                                                     Common Stock                 Paid-in        Accumulated     Stockholders'
                                                Shares           Amount           Capital         (Deficit)         Equity
                                              ------------------------------------------------------------------------------
<S>                                           <C>              <C>              <C>                <C>            <C>
Balance, January 1, 2000                       9,048,178       $   90,482       $  116,700        -$186,693       $   20,489

Net Loss for the Three Months Ended
  March 31, 2000                                                                                   -554,855         -554,855

Issuance of Common Stock
  for Cash and Purchase of Assets
  and Subsidiary                               7,013,488           70,135        3,769,216                0        3,839,351
                                              ------------------------------------------------------------------------------
Balance, March 31, 2000                       16,061,666       $  160,617       $3,885,916        -$741,548       $3,304,985
                                              ==============================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       5

<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                   (UNAUDITED)


NOTE 1-   SIGNIFICANT ACCOUNTING POLICIES, ORGANIZATION AND BUSINESS

          The financial  statements  presented are those of Area  Investment and
          Development  Company (the "Company").  The Company was organized under
          the laws of the  State  of Utah on June  10,  1970.  The  Company  was
          organized for the purpose of seeking potential business ventures.

          On  February  19,  2000 the  Company  closed  on an Asset  Acquisition
          Agreement with Maxx International,  Inc., ("Maxx") whereby the Company
          acquired  all of Maxx's  assets in exchange for  3,500,000  restricted
          shares of the Company's $.01 par value Common Stock. No liabilities or
          other encumbrances were acquired from Maxx in the asset acquisition. A
          fair market valuation is being performed.

          Also in connection  with the  acquisition,  Ken Kurtz and Carrie Kurtz
          resigned  as officers  and  directors  of the Company and Ms.  Gehring
          resigned as secretary/treasurer  and stayed on as a director.  Michael
          Solomon was  appointed  as director  and  chairman of the board of the
          Company  and  Rick  Garson  was  appointed  as  director,   president,
          secretary and treasurer.

          As a result of this asset acquisition, neither Ken Kurtz nor any other
          party  owns or  controls  over  50% of the  outstanding  stock  of the
          Company.

          On March 27, 2000 the  Company  closed on a stock  purchase  agreement
          with Pure  Vision  Internet,  Inc.  The Company  acquired  all of Pure
          Vision's  shares in exchange  for  3,513,488  shares of the  Company's
          Common   Stock,   par  value  $.01  per  share  and  various   options
          excercisable  at  various  times.  A fair  market  valuation  is being
          performed.

          On  April  17,  2000  the  Company  legally  changed  its name to Maxx
          International Inc.

          Use of Estimates

          The  preparation of financial  statements in conformity with generally
          accepted  accounting  principles requires management to make estimates
          and  assumptions  that  affect  the  reported  amounts  of assets  and
          liabilities  and  disclosures of contingent  assets and liabilities at
          the date of the  financial  statements  and the  reported  amounts  of
          revenues and expenses  during the  reporting  period.  Actual  results
          could differ from those estimates.

                                       6

<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                   (UNAUDITED)


          Doubtful Accounts

          Accounts  receivable  have been  adjusted for all known  uncollectable
          accounts and an  additional  allowance  for doubtful  accounts has not
          been provided as the amount is not considered material.

          Fair Value of Financial Instruments

          Unless otherwise indicated, the fair values of all reported assets and
          liabilities which represent  financial  instruments (none of which are
          held for trading  purposes)  approximate  the carrying  values of such
          amounts.

          Property, Equipment and Depreciation

          Property and equipment are stated at original cost to the Company. The
          property and  equipment  are primarily  being  depreciated  over lives
          established by the Modified  Accelerated Cost Recovery System (MARCS),
          which   approximates   depreciation   under  the  generally   accepted
          accounting principles,  as follows: five to seven years for equipment,
          and ten to 39 years (straight-line) for the property.

          Book Rights

          The  Company  acquired  the rights to publish  various  books.  A fair
          market  valuation  of these rights is being  prepared.  The rights are
          stated at original cost to the Company. Any adjustments upon attaining
          the  valuation  will be  made  prospectively.  The  rights  are  being
          amortized over a 20 year life using the straight line method.

          Organization Costs

          Organization  Costs are being amortized under the straight line method
          over a period of 60 months.

          Goodwill

          The Company  acquired all of the stock of Pure Vision  Internet Inc. A
          fair market  valuation of this stock is being  prepared.  The stock is
          presently  being  recorded  at $.50 per share.  Any  adjustments  upon
          attaining the valuation will be made prospectively.  Goodwill is being
          amortized over a 10 year life using the straight line method.

                                       7

<PAGE>


                     AREA INVESTMENT AND DEVELOPMENT COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                   (UNAUDITED)


NOTE 2 -  DUE FROM STOCKHOLDERS

          Due from stockholders  represents short-term non-interest bearing loan
          balances.

NOTE 3 -  LOAN PAYABLE

          Loan payable  represents a  non-interest  bearing demand note which is
          intended to be converted to equity.


                                       8
<PAGE>


ITEM 2.   MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The following  discussion and analysis  should be read in conjunction  with
the  Financial  Statements  and Notes thereto  appearing  elsewhere in this Form
10-QSB and the previously  filed Form 10-KSB for the period ending  December 31,
1999.

Plan of Operation

     The  mission of Maxx  International,  Inc.  (the  "Company")  is to own and
manage Web content and media  assets which are  packaged  and  converged  across
multiple  distribution  platforms to provide  multifaceted  revenue  streams and
increase stockholder equity.

     The Company is presently seeking to form a strategic  alliance with another
entity and or investor to help  satisfy its current cash flow needs for the next
twelve  months.  The Company is in the unique  position of owning the  exclusive
worldwide  licensing  rights to the seven  private  prayer books  written by His
Holiness Pope John Paul II.  Although  there can be no assurance,  a significant
publishing  advance of $5,000,000 to $8,000,000 is anticipated once the approved
translations  are  received  from  the  Vatican.   Additionally,  the  Company's
marketing  program  includes the  distribution  of a collection of music compact
discs  with  unique  characteristics.  This will  involve  famous  national  and
international  entertainment  idols,  actors and sports  stars  reading  various
prayers contained within the Pope's Prayer Books, combined with music.

     In March 2000, the Company  acquired 100% of the outstanding  stock of Pure
Vision  Internet,  Inc.  ("Pure  Vision") which manages 35,000 digital video and
audio  files  daily.  Pure Vision is well  established  in the areas of web site
template development,  video streaming,  webcasting,  web conferencing,  hosting
sites,  automatic  e-commerce store generator,  domain name provider and ISP/DSL
reseller.  The main focus of Pure Vision for the last three years has been their
Web site  www.thegospel.com.  The  Gospel.com is a Christian Web Community  that
links the  churches  and  ministries  of today with the  furthest  points of the
world. As the Company develops,  additional  personnel will be required to staff
the various business centers.


Forward Looking Statements

     Certain  statements in this Quarterly  Report that are not historical facts
constitute  "forward-looking  statements"  within  the  meaning  of the  Federal
securities laws. Discussions  containing such forward-looking  statements may be
found in this sections entitled,  "Management's  Discussion and Analysis or Plan
of Operations", as well as in this Quarterly Report generally. In addition, when
used in this  Quarterly  Report  the words  "anticipates,"  "intends,"  "seeks,"
"believes,"  "plan,"  "estimates," and "expects" and similar expressions as they
relate to us or our  management  are intended to identify  such  forward-looking
statements.  Such statements are subject to a number of risks and uncertainties.
Our actual results, performance or achievements could differ materially from the
results  expressed  in, or implied  by,  these  forward-looking  statements.  We
undertake no  obligation to revise these  forward-looking  statements to reflect
any future events or circumstances.


                                       9
<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

     There are presently no other  material  pending legal  proceedings to which
the  Company  or any of its  subsidiaries  is a  party  or to  which  any of its
property is subject and, to the best of its knowledge,  no such actions  against
the Company are contemplated or threatened.


ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

     On February 19, 2000,  the Company  closed an Asset  Acquisition  Agreement
("Agreement") with privately-held Maxx International, Inc., a Nevada corporation
("Maxx").  Pursuant to the Agreement, the Company acquired 100% of the assets of
Maxx, including the worldwide distribution rights to the private prayer books of
His  Holiness,  Pope John  Paul II,  in  exchange  for  3,500,000  shares of the
Company's common stock (the "Acquisition").

     Additionally,   in  March  of  2000,  the  Company  acquired  100%  of  the
outstanding  shares of common stock of Pure Vision Internet,  Inc., a California
corporation  ("Pure  Vision") in exchange  for the issuance by the Company of an
aggregate of 2,043,226 shares of the Company's common stock, options to purchase
an additional 525,000 shares of the Company's common stock and satisfaction of a
Pure Vision  debt.  Pure Vision  manages  35,000  digital  video and audio files
daily.  Pure  Vision  is well  established  in the  areas of web  site  template
development,  video  streaming,  webcasting,  web  conferencing,  hosting sites,
automatic e-commerce store generator, domain name provider and ISP/DSL reseller.
The main focus of Pure  Vision for the last three  years has been their Web site
www.thegospel.com.  The  gospel.com is a Christian Web Community  that links the
churches and ministries of today with the furthest points of the world.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

     This Item is not applicable to the Company.



ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     A special meeting of the  stockholders of the Company was held on April 17,
2000, at the principal executive offices of the Company, 130 S. El Camino Drive,
Beverly Hills, CA 90212, to vote upon an amendment to the Company's  Articles of
Incorporation  to change the name of the Company to "MAXX  INTERNATIONAL,  INC."
and to allow the Company to take advantage of the provisions of the Utah Revised
Business  Corporation  Act respecting the taking of action by written consent of
stockholders  in lieu of a meeting where the  consenting  holders of outstanding
shares having not less than the minimum  number of votes that would be necessary
to authorize or


                                       10
<PAGE>


take the action at a meeting at which all shares  entitled to vote  thereof were
present  and  voted  had  consented  in  writing  to the  action.  Approximately
fifty-nine  percent (59%) of the  outstanding  voting  securities of the Company
voted to adopt the resolutions to amend the Articles of  Incorporation to change
the name of the  Company  and to allow  action  to be  taken by  consent  of the
majority stockholders in lieu of a meeting.

     Additional  information  required by this Item is incorporated by reference
from the Company's definitive information statement filed with the Commission on
March 27, 2000, for a special meeting of  stockholders,  held on April 17, 2000,
and the Company's  information  statement which was filed with the Commission on
February 9, 2000,  in  connection  with a change in the majority of the board of
directors of the Company.

ITEM 5.   OTHER INFORMATION

     This Item is not applicable to the Company.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

     a)   Exhibit 27,  Financial Data  Schedule,  is filed as an exhibit to this
          report.

     b)   Reports on Form 8-K

     A Form 8-K dated February 22, 2000, was filed  reporting the acquisition of
100%  of the  assets  of  privately-held  Maxx  International,  Inc.,  a  Nevada
corporation,  in exchange for 3,500,000 shares of the Company's Common Stock, as
well as the  appointment  of Michael  Solomon as a director  and chairman of the
board  and  Rick  Garson  as a  director  and  the  president/secretary  and the
simultaneous  resignation  of Ken  Kurtz  and  Carrie  Kurtz  from  all of their
positions as directors and officers of the Company.

     A Form 8-K dated April 11, 2000,  was filed  reporting the  acquisition  of
100% of the outstanding shares of common stock of Pure Vision Internet,  Inc., a
California corporation ("Pure Vision"),  from Ms. Catherine McGee, the holder of
100% of the outstanding  shares of common stock of Pure Vision, in exchange for:
(i) the  issuance  by the Company of an  aggregate  of  2,043,226  shares of the
Company's common stock to Ms. McGee and her respective  designees;  (ii) options
granted to Ms. McGee and her designees to purchase a total of 525,000  shares of
the Company's common stock (the "Options");  (iii) $100,000 for the sole purpose
of paying debt owed by Pure Vision; and, (iv) $100,000,  monthly for a period of
one year, to be used by Pure Vision for operating  expenses and salaries of Pure
Vision employees.


                                       11
<PAGE>


                                   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.


                                            MAXX INTERNATIONAL, INC.


Date:  May 18, 2000                         By: /s/ Rick Garson
                                                -----------------------
                                                Rick Garson, President


                                       12