SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

            ANNUAL 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: 0-26029


                          ASIAN STAR DEVELOPMENT, INC.
                          ----------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)




       NEVADA                                           88-0866395
-----------------------                     ------------------------------------
(STATE OF ORGANIZATION)                     (I.R.S. EMPLOYER IDENTIFICATION NO.)


                          ROOM 930, BLOCK B, EAST WING
                            NEW WORLD OFFICE BUILDING
                         TSIMSHATSUI, KOWLOON, HONG KONG
                    ----------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)


                                 (852) 2721-0936
               --------------------------------------------------
               REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE



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  AND (2) HAS BEEN
SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES X

THERE ARE 15,711,015 SHARES OF COMMON STOCK OUTSTANDING AS OF JUNE 30, 2000.

<PAGE>

                       TABLE  OF  CONTENTS
                       -------------------

PART  I     FINANCIAL  INFORMATION

ITEM  1     FINANCIAL  STATEMENTS

ITEM  2     MANAGEMENT'S  DISCUSSION  OF  OPERATIONS  AND  FINANCIAL
            CONDITION

PART  II    OTHER  INFORMATION


ITEM  6     EXHIBITS  AND  REPORTS  ON  FORMS  8-K

ITEM  7     SIGNATURES


<PAGE>


PART  I      FINANCIAL  INFORMATION

ITEM  1.     FINANCIAL  STATEMENTS

THE UNAUDITED FINANCIAL STATEMENTS FOR THE QUARTER ENDED JUNE 30, 2000, PREPARED
BY MANAGEMENT, AND EXPRESSED IN U.S. DOLLARS, ARE AS FOLLOWS:






                          ASIAN STAR DEVELOPMENT, INC.

              UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

            FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1999 AND 2000




<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.

                                    FORM 10-Q

                                TABLE OF CONTENTS


                                                                     PAGE NUMBER
                                                                     -----------
PART 1        FINANCIAL INFORMATION


ITEM 1        CONSOLIDATED CONDENSED FINANCIAL STATEMENTS             F-1 to F-9


              CONSOLIDATED CONDENSED BALANCE SHEETS AS OF
              DECEMBER 31, 1999 AND JUNE 30, 2000                            F-1

              CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
              FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1999
              AND 2000                                                       F-2

              CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
              FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 2000                F-3

              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS    F-4 to F-9


ITEM 2        MANAGEMENT'S DISCUSSION AND ANALYSIS



<PAGE>
<TABLE>
<CAPTION>

                          ASIAN STAR DEVELOPMENT, INC.

                      CONSOLIDATED CONDENSED BALANCE SHEETS

                            (Expressed in US Dollars)


                                                                       DECEMBER 31,       JUNE 30,
                                                                          1999              2000
                                                                       -------------    -------------
                                                                        (AUDITED)        (UNAUDITED)

ASSETS                                                     NOTES

<S>                                                           <C>       <C>               <C>
CURRENT ASSETS
        Cash and cash equivalents                                            5,628            26,508
        Prepayments                                                        133,059           284,418
        Inventories                                                          3,905             6,649
        Other assets                                                        43,690           737,796
                                                                      -------------     -------------
            Total current assets                                           186,282         1,055,371

Goodwill                                                      2                  -            84,809
Investment                                                    3                  -         9,953,501
Land usage rights                                             4            469,814           469,814
Land improvement                                                         4,274,312         4,297,445
Construction in progress                                                 1,656,970         1,358,145
Property and equipment, net                                              1,363,294         2,624,237
                                                                      -------------     -------------
Total assets                                                             7,950,672        19,843,322
                                                                      =============     =============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
        Due to a shareholder                                               714,204         1,611,450
        Accounts payable                                                   542,821         1,360,840
        Other payables                                                     159,150           411,597
        Accrued expenses                                                   180,890           186,650
                                                                      -------------     -------------
            Total current liabilities                                    1,597,065         3,570,537

COMMITMENTS AND CONTINGENCIES                                 5

SHAREHOLDERS' EQUITY Common stock, $0.001 par value:
        25,000,000 shares  authorized,  15,711,015 shares
        issued and outstanding as of June 30, 2000 and
        12,955,530  shares issued and  outstanding as of
        December 31, 1999
Common stock                                                                12,956            15,711
Additional paid-in capital                                    6          8,510,311        18,465,718
Accumulated deficit                                                     (2,169,660)       (2,208,644)
                                                                      -------------     -------------
        Total shareholders' equity                                       6,353,607        16,272,785
                                                                      -------------     -------------
Total liabilities and shareholders' equity                               7,950,672        19,843,322
                                                                      =============     =============
</TABLE>


                                      F-1

<PAGE>

<TABLE>
<CAPTION>


                          ASIAN STAR DEVELOPMENT, INC.

                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

                            (Expressed in US Dollars)


                                                  THREE MONTHS ENDED                      SIX MONTHS ENDED
                                                       JUNE 30,                               JUNE 30,

                                                1999              2000                 1999               2000
                                            -------------      ------------        -------------      -------------
                                   NOTE      (UNAUDITED)       (UNAUDITED)          (UNAUDITED)        (UNAUDITED)

<S>                                  <C>      <C>               <C>                 <C>                <C>
Revenue, net                                           -           254,811               19,283            625,258

Cost of sales                                          -          (296,554)             (17,638)          (675,688)
                                            -------------      ------------        -------------      -------------
Gross profit / (loss)                                  -           (41,743)               1,645            (50,430)

Selling, general and
     administrative expenses                    (130,402)         (195,667)            (259,477)          (407,916)

Other income/(loss), net             8            21,010           (43,701)              51,912            419,362
                                            -------------      ------------        -------------      -------------
Loss before income tax                          (109,392)         (281,111)            (205,920)           (38,984)

Income tax provision                                   -                 -                    -                  -
                                            -------------      ------------        -------------      -------------
Net loss                                        (109,392)         (281,111)            (205,920)           (38,984)

Net loss attributed to common
     shareholders                               (109,392)         (281,111)            (205,920)           (38,984)
                                            =============      ============        =============      =============
Net loss per common share -
     basic and diluted                            (0.008)           (0.018)              (0.016)            (0.003)
                                            =============      ============        =============      =============
Weighted average number of common
     shares outstanding                       12,955,530        15,308,769           12,955,530         14,267,453
                                            =============      ============        =============      =============

</TABLE>

                                      F-2

<PAGE>

<TABLE>
<CAPTION>

                          ASIAN STAR DEVELOPMENT, INC.

                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

                            (Expressed in US Dollars)


                                                                                     SIX MONTHS ENDED
                                                                                         JUNE 30,

                                                                               1999                   2000
                                                                          ----------------       ----------------
                                                                  NOTE      (UNAUDITED)            (UNAUDITED)

<S>                                                                <C>           <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES
   Net loss                                                                      (205,920)               (38,984)
Adjustments to reconcile net loss to
           net cash provided by/(used in) operating activities
         Depreciation and amortisation                                             25,154                116,069
         Changes in operating assets and liabilities:
         Prepayments                                                              167,598               (151,359)
         Inventories                                                                8,576                 (2,744)
         Other assets                                                             (47,296)              (694,106)
         Accounts payable                                                           7,871                818,019
         Other payables                                                           140,505                252,447
         Accrued expenses                                                         (93,180)                 5,760
         Gain on disposal of subsidiaries                           8                   -               (417,138)
                                                                          ----------------       ----------------
NET CASH PROVIDED BY/(USED IN)/ OPERATING ACTIVITIES                                3,308               (112,036)

CASH FLOWS FROM INVESTING ACTIVITIES
  Payments for investment                                                               -               (665,501)
  Payments for overheads                                                         (186,502)               (20,208)
  Purchases of construction materials and fixed assets                           (151,903)            (1,332,141)
  Proceeds from disposal of subsidiaries                                                -              1,028,520
                                                                          ----------------       ----------------
NET CASH USED IN INVESTING ACTIVITIES                                            (338,405)              (989,330)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from common stock subscription                                            91,980                225,000
Advance from a shareholder                                                        181,798                897,246
                                                                          ----------------       ----------------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                         273,778              1,122,246

NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS                              (61,319)                20,880

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                   71,690                  5,628
                                                                          ----------------       ----------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                         10,371                 26,508
                                                                          ================       ================

SUPPLEMENTAL DISCLOSURE OF SIGNIFICANT NON CASH TRANSACTION
     Issuance of 2,313,625 common stocks for acquiring equity
     interest in an investment (Note 3)                                                 -              9,288,000
                                                                          ================       ================

</TABLE>

                                      F-3

<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.

              Notes to Consolidated Condensed Financial Statements


NOTE 1   -        BASIS OF PRESENTATION

The accompanying  consolidated  financial statements as of December 31, 1999 and
June 30, 2000 and for the three and six months ended June 30, 1999 and 2000,  of
Asian  Star  Development,  Inc  and  its  subsidiaries  have  been  prepared  in
accordance with generally accepted  accounting  principles and with instructions
to Form 10-Q and  Regulation  S-X. The balance sheet as of December 31, 1999 was
derived from audited  financial  statements  included in the Company's Form 10-K
for the year ended December 31, 1999 (the "Form 10-K"). The financial statements
at June 30,  2000 and for the three and six months  ended June 30, 1999 and 2000
have not been  audited  by  independent  accountants.  Certain  information  and
footnote  disclosures  normally included in the financial statements prepared in
accordance with generally accepted accounting  principles have been condensed or
omitted  pursuant to  requirements  of the Securities  and Exchange  Commission.
However,  the Company believes that the disclosures included in the accompanying
interim financial  statements and footnotes are adequate to make the information
presented not misleading.  These interim financial  statements should be read in
conjunction with the financial  statements and the notes thereto included in the
Company's Form 10-K.

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  requires  management to make  estimates  that affect the
reported  amounts  of  assets,  liabilities,   revenues  and  expenses  and  the
disclosure of contingent  assets and  liabilities.  Actual  results could differ
from these estimates.

In the  opinion of  management,  all  adjustments  (which  include  only  normal
recurring  adjustments) necessary to present fairly the financial position as of
June 30, 2000, results of operations and cash flows for the three and six months
ended June 30, 1999 and 2000,  have been made.  However,  these  results are not
necessarily  indicative of the operating results for any other interim period or
for the full year.


NOTE 2   -        GOODWILL

Goodwill  represents the excess of cost of  acquisitions of 100% equity interest
of two Hong Kong Companies over the fair value of the net assets of the acquired
companies at the date of  acquisition



                                      F-4
<PAGE>

                          ASIAN STAR DEVELOPMENT, INC.

              Notes to Consolidated Condensed Financial Statements


in January 2000. The newly acquired companies are operating a cafeteria of which
an officer of the  Registrant  had an equity  interest.  The carrying  amount of
goodwill is amortized over a period of 10 years.  Details of the acquisition are
as follows:

                                                                     USD

Sales consideration   *                                          445,162
Less: Fair value of net assets acquired                         (358,179)
                                                        -----------------

Goodwill                                                          86,983
Less: amortization during the period                              (2,174)
                                                        -----------------

                                                        $         84,809
                                                        =================

*       The Registrant issued 261,860 Restricted shares of the Company valued at
        US$1.7 per share for the sales consideration



NOTE 3   -        INVESTMENT IN HARMONIC HALL INVESTMENT

On March 28,  2000,  the Company  entered into  agreements  with  Harmonic  Hall
Investment Holdings Ltd, ("HHI"), whereby the Company acquired approximately 52%
of the  outstanding  common stock of HHI for  2,313,625  shares of the Company's
Restricted  Common  Stock  at par  value  US$.001  and cash of  US$665,501.  The
consummation date of the transaction was in April 2000.

As of June 30, 2000,  the Company paid cash of US$665,501  and issued  2,313,625
shares of the  Registrant's  Common Stock at a fair value of US$9,288,000  which
have been accounted for as an investment in the accounts at cost. The fair value
of Restricted  Common Stock was  determined  based on the average  trading share
prices  quoted on the stock  exchange.  The exchange of the shares of the Common
Stock between HHI and the Company was completed on 15 April 2000.

In  addition  to the above,  the  Company  has  advanced a sum of  approximately
US$323,000 to HHI for its working capital.  The advance has no specific terms of
repayment.

Following the purchase,  management of the Company has not been able to exercise
significant  influence  over the  operation  of HHI or able to obtain  financial
statements of HHI as of 30 June 2000. In August 2000, the Company retained legal
counsel in Hong Kong and is  preparing  to file a writ in Court  against HHI for
breach of the agreements.  Accordingly, the financial statements of HHI have not
been consolidated into the group accounts.


                                      F-5

<PAGE>

                          ASIAN STAR DEVELOPMENT, INC.

              Notes to Consolidated Condensed Financial Statements


NOTE 4   -        LAND USAGE RIGHTS

Land usage right is stated at cost and amortized  over the unexpired  land usage
term ranging from 50 to 70 years.


NOTE 5   -        COMMITMENTS AND CONTINGENCIES

Based on the joint venture  contracts and  agreements,  the Company entered into
two projects in China as of June 30, 2000.  Details of the current status of the
projects are as follows:

<TABLE>
<CAPTION>

                    Total Investment
                         Per Project          Costs      Years Remaining to
                       Per Agreement        Incurred     Complete the Project Per
Project                  or Contract         to Date     Agreement or Contract
---------------------------------------------------------------------------------------
                                          (unaudited)

<S>                       <C>              <C>           <C>
Maple City                38,000,000       2,016,621     No time limit
Shilong Town Hall         23,571,000       2,649,625     Subsequent to June 30, 2000,
                                                         the Company disposed of its
                        ------------    ------------     interest as detailed in Note 8
                       $  61,571,000   $   4,666,246
                        ============    ============

</TABLE>


FINANCING RESOURCE DEPENDENCY

The operating  activities of the above two projects were substantially  financed
by one of the Company's  directors  through either capital infusion or loans, in
addition to the fund raising exercised in 1997.



                                      F-6

<PAGE>

                          ASIAN STAR DEVELOPMENT, INC.

              Notes to Consolidated Condensed Financial Statements


NOTE 5   -        COMMITMENTS AND CONTINGENCIES (CONTINUED)

Considering  the  condition  that only limited  funding is presently  available,
management  believes that the completion of these two projects on a timely basis
will depend significantly on additional funding available to the Company through
debt and/or equity financing in the near future.


NOTE 6   -        COMMON STOCK , ADDITIONAL PAID-IN CAPITAL

During  the three  months  ended  June 30,  2000,  the  Company  issued  130,000
additional  shares of Common Stock to  non-employees at a share price of US$1.25
per share pursuant to stock option plan exercised. In addition, 2,313,625 shares
of Common Stock were issued to acquire the equity interest of HHI as detailed in
Note 3. Details of shares of Common Stock movements are as follows:

<TABLE>
<CAPTION>
                                                                                                    Additional
                                                     Common Stock                                      Paid in
                                                    No. of shares                Amount                Capital
                                                                                    US$                    US$

<S>                                                    <C> <C>                   <C>                <C>
As at December 31, 1999                                12,955,530                12,956              8,510,311
Common Stock issued for option exercised                   50,000                    50                 62,450
Purchase of a cafeteria                                   261,860                   262                444,900
                                                    --------------        --------------        ---------------

As at March 31, 2000                                   13,267,390                13,268              9,017,661
Common Stock issued for option exercised                  130,000                   130                162,370
Acquisition of HHI                                      2,313,625                 2,313              9,285,687
                                                    --------------        --------------        ---------------

As at June 30, 2000                                    15,711,015                15,711             18,465,718
                                                    ==============        ==============        ===============

</TABLE>


NOTE 7   -        OVERHEADS

Overheads represent all accumulated  indirect costs that are related to projects
such  as  project  supervisors'  salaries,  certain  travel  and  administrative
expenses,  and legal fees,  etc.  The  accumulated  overheads  are  allocated to
respective projects based on the actual time spent on each project.


                                      F-7

<PAGE>

                          ASIAN STAR DEVELOPMENT, INC.

              Notes to Consolidated Condensed Financial Statements


NOTE 8   -        OTHER INCOME

Other income  comprises  mainly a gain on disposal of the  Company's  80% equity
interest in the Dongguan Dragon Villa Limited and Dongguan Dragon  Entertainment
Center Limited to the Shilong Town House and Properties Corporation.  Details of
the disposal are as follows:

                                                                       USD

Sales consideration                                              1,028,520
Less: Value of net assets disposed                               (611,382)
                                                          -----------------

Gain on disposal                                                   417,138
                                                          =================


NOTE 9   -        OTHER PROJECTS

A)       SUPERPORT PROJECT

On January  25,  2000,  the  Company  entered  into an  agreement  to acquire an
existing to LPG  cylinder  manufacturing  plant and an  associated  LPG bottling
plant in the State of Kelantan, Malaysia. The Project also includes an exclusive
right to  install a  deep-water  port for  tankers.  The total  project  cost is
estimated to be $2.3  billion.  The  agreement is currently  under review of the
Foreign Investment Consulate of Malaysian Government for approval.

B)       "6-12" CONVENIENCE STORE CHAIN

According  to a letter of intent  entered into in  September  1998,  the Company
planned  to  acquire  100% of total  issued  and  outstanding  shares of two PRC
corporations through a 75% owned  newly-established  Hong Kong subsidiary.  This
plan has been subsequently changed as only one PRC corporation will be acquired.
No cost has been incurred on this project as of June 30, 2000.


NOTE 10  -        SUBSEQUENT EVENTS

One of  the  Company's  subsidiary,  Honpar  (Shilong)  Properties  Limited,  is
involved in a legal proceeding with a PRC construction  company over the Shilong
Town Hall  project.  In July 2000,


                                      F-8

<PAGE>


                          ASIAN STAR DEVELOPMENT, INC.

              Notes to Consolidated Condensed Financial Statements


management  of the Company has reached an  agreement  with the PRC  construction
company to withdraw the legal proceeding.  On July 3, 2000, the Company disposed
of its 100% equity  interest  in the Honpar  (Shilong)  Properties  Limited at a
consideration  of RMB12.5  million  (approximately  US$1.5  million).  The total
construction costs incurred by the subsidiary  amounted to approximately  US$2.6
million which results in an estimated loss on disposal of US$1.1 million.






                                      F-9



<PAGE>

                          ASIAN STAR DEVELOPMENT, INC.



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

RESULTS OF OPERATION

LIMITED OPERATING HISTORY; ACCUMULATED DEFICIT; NEED FOR ADDITIONAL CAPITAL

There is limited  historical  financial  information  about the Registrant  upon
which  to  base  an  evaluation  of the  Registrant's  performance  or to make a
decision  regarding  an  investment  in shares  of  Registrant's  Common  Stock.
Registrant  has an  accumulated  deficit  of  $2,208,644  as of June  30,  2000.
Registrant's  cash and cash equivalents  increased from $10,371 at June 30, 1999
to $26,508 at June 30, 2000.

THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999

Revenue from the  operation of Ocean Wealth  Restaurant  and Shilong Water World
increased from zero for the three months ended June 30, 1999 to $254,811 for the
three months ended June 30, 2000. Selling,  general and administrative  expenses
comprised  mainly salary,  depreciation  expenses and commission  increased from
$130,402  for the three  months ended June 30, 1999 to $195,667 for the 3 months
ended June 30, 2000.

SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999

Revenue  from the  operation of the Ocean Wealth  Restaurant  and Shilong  Water
World for the six months  ended June 30, 2000 and 1999  amounted to $613,158 and
$12,100  respectively.  Included  in the  selling,  general  and  administrative
expenses are mainly salary,  commission and depreciation expenses.  Other income
includes  the gain on  disposal of its 80% equity  interest  in Dongguan  Dragon
Villa Limited and Dongguan Dragon Entertainment Centre Limited of $417,138.

LIQUIDITY AND CAPITAL RESOURCES

For the quarter  ended June 30, 2000,  Registrant  had  generated  positive cash
flows of $20,880  for six months  mainly due to issuance  of its  securities  in
connection  with the options  exercised and advances from a shareholder.  Due to
the infant stage of its operations, substantial ongoing investment in properties
and  development  efforts,  and  expenditures  incurred to build the appropriate
infrastructure  to support  expected  future  growth,  the  Registrant  has been
substantially   dependent  on  shareholder  loan  financing  to  fund  its  cash
requirements.

Proceeds  from Common stock  issued  during the three months ended June 30, 2000
amounted to $162,500.

Payments  for  overheads,  representing  accumulated  indirect  costs  which are
related to projects,  decreased  from $186,502 for the six months ended June 30,
1999  to  $20,208  for  the  six  months  ended  June  30,  2000.  Payments  for
construction materials and fixed assets in relation to Water Park increased from
$151,903 for the six months ended June 30, 1999 to $1,332,141 for the six months
ended June 30, 2000.

As of June 30,  2000,  Registrant's  total  assets  and total  liabilities  were
$19,843,322 and $3,570,537.



<PAGE>

                          ASIAN STAR DEVELOPMENT, INC.


LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)

Its investment portfolio comprised the following as of June 30, 2000:

PROJECT / SUBSIDIARY                                     BUSINESS NATURE
-------------------------------------                    --------------------
Maple City                                               Property Development
Shilong Town Hall (sold in July 2000)                    Property Development
Ocean Wealth Restaurant                                  Cafeteria Business
Shilong Water World                                      Water Park



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

EXHIBITS

A) All required exhibits, including the Company's Articles of Incorporation, and
Bylaws,  are attached to the Company's Form 10-KSB,  for the year ended December
31, 1999, filed on March 20, 2000.

All previously filed exhibits are incorporated herein by reference.

B) Reports on Form 8-K:  No reports  were on filed on form 8k during the quarter
ended June 30, 2000.



ITEM 7.   SIGNATURES

Pursuant to the  requirements  of Section 12 of the  Securities  Exchange Act of
1934, the Registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized.

Dated  this 11th  day  of  June, 2000.

                           Asian Star Development, Inc.

                           BY:/s/STEPHEN CHOW
                              ------------------------
                              STEPHEN CHOW,  PRESIDENT