<PAGE>

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                               Washington DC 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 quarterly period ended March 31, 2000

                                       OR

          [ ] 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: 0-23589

                         GLOBALDIGITALCOMMERCE.COM, INC.
             (Exact name of registrant as specified in its charter)


             DELAWARE                                           33-0775687

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

                      10650 SCRIPPS RANCH BLVD., SUITE 210
                           SAN DIEGO, CALIFORNIA 92131
                                 (858) 790-1212

          (Address and telephone number of principal executive offices)

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

                             YES [X]        NO [ ]

The number of shares outstanding of the Issuer's Common Stock, $0.001 par value,
was 3,840,925 as of May 8, 2000.

           Transitional Small Business Disclosure Format (check one):

                             YES [ ]        NO [X]



                                  Page 1 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                              REPORT ON FORM 10-QSB


                                      INDEX

                                                                        PAGE NO.
                                                                        --------
PART I.   FINANCIAL INFORMATION

ITEM 1.   Condensed Balance Sheets as of March 31, 2000
          (Unaudited) and December 31, 1999                                3

          Condensed  Statements of Operations  for the three
          months ended March 31, 2000 and 1999  (Unaudited)
          and for the period from Inception  through
          March 31, 2000 (Unaudited)                                       4

          Condensed  Statements of Stockholders'  Equity
          (Deficit) for the periods ended December 31, 1996,
          1997, 1998 and 1999 and March 31, 2000 (Unaudited)               5

          Condensed  Statements  of Cash Flows for the three
          months ended March 31, 2000 and 1999 (Unaudited),
          and for the period from Inception through
          March 31, 2000 (Unaudited)                                       6

          Notes to Condensed Financial Statements (Unaudited)              7

ITEM 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations                              9

PART II.  OTHER INFORMATION

ITEM 2.   Changes in Securities and Use of Proceeds                       15

ITEM 6.   Exhibits and Reports on Form 8-K                                15


SIGNATURES                                                                16







                                  Page 2 of 16
<PAGE>

                         PART I: FINANCIAL INFORMATION

ITEM 1:   Financial Statements

                         GlobalDigitalComerce.com, Inc.
                          (A Development Stage Company)

                            Condensed Balance Sheets


<TABLE>
<CAPTION>
                                                                   March 31,     December 31,
                                                                     2000           1999
                                                                  -----------    -----------
                                                                  (Unaudited)      (Note)
<S>                                                               <C>           <C>
Assets
Current Assets:
   Cash and cash equivalents ..................................   $   965,472    $   824,707
   Prepaid expenses and other .................................        70,151         60,954
                                                                  -----------    -----------
Total current assets ..........................................     1,035,623        885,661

Property and equipment, net ...................................        40,554         51,253
Note receivable ...............................................          --          428,333
Other assets, net .............................................           303          4,066
                                                                  -----------    -----------
Total assets ..................................................   $ 1,076,480    $ 1,369,313
                                                                  ===========    ===========

Liabilities and Stockholders' Equity
Current Liabilities:
   Accounts payable ...........................................   $    61,664    $    96,878
   Accrued payroll and related ................................        12,767         22,396
   Current portion of capital lease obligations ...............         2,628          3,556
   Other current liabilities ..................................        11,973          5,106
                                                                  -----------    -----------
Total current liabilities .....................................        89,032        127,936
                                                                  -----------    -----------

Stockholders' Equity:
   Preferred Stock- $ .001 par value; 1,000,000 shares
     authorized; no shares issued and outstanding .............          --             --
   Common Stock- $.001 par value; 10,000,000 shares authorized;
     3,840,925 shares issued and outstanding at
     March 31, 2000 and December 31, 1999 .....................         3,841          3,841
   Additional paid-in capital .................................     7,549,989      7,549,989
   Warrants to acquire common stock ...........................       223,100        223,100
   Deficit accumulated during the development stage ...........    (6,770,452)    (6,510,653)
   Deferred compensation ......................................       (19,030)       (24,900)
                                                                  -----------    -----------
Total stockholders' equity ....................................       987,448      1,241,377
                                                                  -----------    -----------
Total liabilities and stockholders' equity ....................   $ 1,076,480    $ 1,369,313
                                                                  ===========    ===========
</TABLE>


Note:  The balance sheet at December 31, 1999 has been derived from the audited
----
financial statements at that date but does not include all the information and
footnotes required by generally accepted accounting principles for complete
financial statements. See notes to condensed financial statements.

                                  Page 3 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

                       Condensed Statements Of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                               Period from
                                                                                inception
                                                                               (September 17,
                                                     Three Month Periods       1996) through
                                                       Ended March 31,            March 31,
                                                    2000           1999            2000
                                                 -----------    -----------    -----------
<S>                                              <C>            <C>            <C>
Revenues:
   Products ..................................   $      --      $      --      $   118,848
   Services ..................................          --          274,337      1,082,723
                                                 -----------    -----------    -----------
Total revenues ...............................          --          274,337      1,201,571
                                                 -----------    -----------    -----------

Cost of revenues:
   Products:
     Customers ...............................          --             --           64,852
     Former stockholder ......................          --             --           17,652
   Services ..................................          --          137,024        522,449
                                                 -----------    -----------    -----------
Total cost of revenues .......................          --          137,024        604,953
                                                 -----------    -----------    -----------

Gross profit .................................          --          137,313        596,618

Selling, general and administrative expenses .       276,582        783,252      6,815,949
                                                 -----------    -----------    -----------

Operating loss ...............................      (276,582)      (645,939)    (6,219,331)
Interest and dividend income .................       (17,821)       (29,550)      (324,499)
Interest expense .............................           128            453         46,254
Interest expense to former employees .........          --             --            3,105
Other expense ................................           910          6,548        122,955
Loss realized on sale of short-term investment          --           48,545        703,306
                                                 -----------    -----------    -----------

Net loss .....................................   $  (259,799)   $  (671,935)   $(6,770,452)
                                                 ===========    ===========    ===========

Loss per share (basic and  diluted) ..........   $     (0.07)   $     (0.19)
                                                 ===========    ===========

Shares used in computing loss per share ......     3,840,925      3,542,171
                                                 ===========    ===========
</TABLE>

   See accompanying notes.

                                  Page 4 of 16
<PAGE>

                        GlobalDigitalCommerce.com, Inc.
                         (A Development Stage Company)

            Condensed Statements of Stockholders' Equity (Deficit)
                                  (Unaudited)
<TABLE>
<CAPTION>

                                                         Common Stock
                                                   -----------------------   Additional      Warrants
                                                                               Paid-In      to Acquire
                                                     Shares       Amount       Capital      Common Stock
                                                   ---------   -----------   -----------    -----------
<S>                                                <C>         <C>           <C>            <C>
Balance at Inception, September 17, 1996 .....          --     $      --     $      --      $      --
Issuance of common stock for cash and
    capital subscriptions receivable .........     1,050,000         1,050       156,450           --
Net loss and comprehensive loss ..............          --            --            --             --
                                                   ---------   -----------   -----------    -----------
Balance at December 31, 1996 .................     1,050,000         1,050       156,450           --
Issuance of common stock for cash and
    capital subscriptions receivable .........     1,333,332         1,333     1,398,666           --
Issuance of common stock for services Rendered         8,006             8         9,075           --
Deferred compensation ........................          --            --         346,325           --
Issuance of warrants .........................          --            --            --          108,000
Net loss and comprehensive loss ..............          --            --            --             --
                                                   ---------   -----------   -----------    -----------
Balance at December 31, 1997 .................     2,391,338         2,391     1,910,516        108,000
Issuance of common stock and warrants ........     1,150,000         1,150     5,556,157        115,100
Exercise of common stock options .............           833             1         2,082           --
Deferred compensation ........................          --            --          (1,785)          --
Net loss and comprehensive loss ..............          --            --            --             --
                                                   ---------   -----------   -----------    -----------
Balance at December 31, 1998 .................     3,542,171         3,542     7,466,970        223,100
Issuance of common stock .....................       285,994           286       199,714           --
Exercise of common stock options .............        12,760            13        17,532           --
Deferred compensation amortization ...........          --            --            --             --
Forfeiture of stock options ..................          --            --        (140,078)          --
Issuance of stock options ....................          --            --           5,851           --
Net loss and comprehensive loss ..............          --            --            --             --
                                                   ---------   -----------   -----------    -----------
Balance at December 31, 1999 .................     3,840,925         3,841     7,549,989        223,100
Deferred compensation amortization ...........          --            --            --             --
Net loss and comprehensive loss ..............          --            --            --             --
                                                   ---------   -----------   -----------    -----------
Balance at March 31, 2000 ....................     3,840,925   $     3,841   $ 7,549,989    $   223,100
                                                   =========   ===========   ===========    ===========
</TABLE>

<TABLE>
<CAPTION>
                                                   Deficit
                                                 Accumulated                     Total
                                                  During the                  Stockholders'
                                                 Development     Deferred        Equity
                                                    Stage      Compensation     (Deficit)
                                                 -----------    -----------    -----------
<S>                                              <C>            <C>            <C>
Balance at Inception, September 17, 1996 .....   $      --      $      --      $      --
Issuance of common stock for cash and
    capital subscriptions receivable .........          --             --          157,500
Net loss and comprehensive loss ..............       (44,338)          --          (44,338)
                                                 -----------    -----------    -----------
Balance at December 31, 1996 .................       (44,338)          --          113,162
Issuance of common stock for cash and
    capital subscriptions receivable .........          --             --        1,399,999
Issuance of common stock for services Rendered          --             --            9,083
Deferred compensation ........................          --         (322,812)        23,513
Issuance of warrants .........................          --             --          108,000
Net loss and comprehensive loss ..............    (1,806,438)          --       (1,806,438)
                                                 -----------    -----------    -----------
Balance at December 31, 1997 .................    (1,850,776)      (322,812)      (152,681)
Issuance of common stock and warrants ........          --             --        5,672,407
Exercise of common stock options .............          --             --            2,083
Deferred compensation ........................          --           93,512         91,727
Net loss and comprehensive loss ..............    (3,103,130)          --       (3,103,130)
                                                 -----------    -----------    -----------
Balance at December 31, 1998 .................    (4,953,906)      (229,300)     2,510,406
Issuance of common stock .....................          --             --          200,000
Exercise of common stock options .............          --             --           17,545
Deferred compensation amortization ...........          --           64,322         64,322
Forfeiture of stock options ..................          --          140,078           --
Issuance of stock options ....................          --             --            5,851
Net loss and comprehensive loss ..............    (1,556,747)          --       (1,556,747)
                                                 -----------    -----------    -----------
Balance at December 31, 1999 .................    (6,510,653)       (24,900)     1,241,377
Deferred compensation amortization ...........          --            5,870          5,870
Net loss and comprehensive loss ..............      (259,799)          --         (259,799)
                                                 -----------    -----------    -----------
Balance at March 31, 2000 ....................   $(6,770,452)   $   (19,030)   $   987,448
                                                 ===========    ===========    ===========
</TABLE>

See accompanying notes.

                                  Page 5 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

                       Condensed Statements of Cash Flows
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                                     Period from
                                                                                                      inception
                                                                                                      (Sept. 17,
                                                                            Three Month Periods     1996) through
                                                                              Ended March 31,          March 31,
                                                                           2000           1999           2000
                                                                        -----------    -----------    -----------
<S>                                                                      <C>           <C>            <C>
OPERATING ACTIVITIES
Net loss ............................................................   $  (259,799)   $  (671,935)   $(6,770,452)
Adjustments to reconcile net loss to net cash
   used for operating activities:
      Depreciation and amortization .................................         6,883          8,860        152,850
      Amortization of deferred compensation .........................         5,870         21,677        185,432
      Non-cash compensation and other expenses ......................        14,743          6,548      1,332,011
      Loss realized on sale of short-term investment ................          --           48,545        703,306
      Changes in operating assets and liabilities:
         Accounts receivable ........................................          --          (60,404)          --
         Prepaid expenses and other .................................        (9,197)         7,235        (70,151)
         Other assets, net ..........................................         3,762           --           54,075
         Accounts payable ...........................................       (35,214)       (11,582)        61,664
         Accrued payroll and related ................................        (9,629)       (12,444)        12,767
         Other current liabilities ..................................         6,867         23,539         11,973
                                                                        -----------    -----------    -----------
Net cash (used in) operating activities .............................      (275,714)      (639,961)    (4,326,525)
                                                                        -----------    -----------    -----------
INVESTING ACTIVITIES
Bridge loan to American Digital Network .............................       397,828           --             --
Purchases of property and equipment, net ............................        19,579          9,751       (166,673)
Purchase of short-term investment ...................................          --             --       (4,000,000)
Proceeds from sales of short-term investment ........................          --        2,180,702      3,296,694
Other assets ........................................................          --             --          (55,804)
                                                                        -----------    -----------    -----------
Net cash provided by (used in) investing activities .................       417,407      2,190,453       (925,783)
                                                                        -----------    -----------    -----------
FINANCING ACTIVITIES
Proceeds from initial public offering, net of deferred offering costs          --             --        5,672,407
Proceeds from issuance of common stock ..............................          --             --          479,628
Proceeds from issuance of Bridge Notes and warrants .................          --             --          600,000
Repayment of Bridge Notes payable ...................................          --             --         (600,000)
Repayment of capital lease obligations ..............................          (928)        (1,455)       (15,647)
Deferred finance charges ............................................          --             --          (26,820)
Advance from former stockholder .....................................          --             --           45,586
Repayment of advance from former stockholder ........................          --             --          (34,874)
Collection of capital subscriptions receivable from stockholders ....          --             --           97,500
                                                                        -----------    -----------    -----------
Net cash (used in) provided by financing activities .................          (928)        (1,455)     6,217,780
                                                                        -----------    -----------    -----------

Net increase in cash and cash equivalents ...........................       140,765      1,549,037        965,472
Cash and cash equivalents at beginning of period ....................       824,707        135,954           --
                                                                        -----------    -----------    -----------
Cash and cash equivalents at end of the period ......................   $   965,472    $ 1,684,991    $   965,472
                                                                        ===========    ===========    ===========
SUPPLEMENTAL DISCLOSURES
Non-Cash Investing and Financing Activities:
Capital subscriptions receivable from stockholders ..................   $      --      $      --      $   197,500
Equipment acquired under capital lease obligations ..................          --             --           18,276
Sale of equipment in exchange for note receivable ...................          --             --           16,875
Other Cash Flows Information:
Interest paid .......................................................           119            453         26,479
Income taxes paid ...................................................         3,180          4,785         13,376
</TABLE>
See accompanying notes.

                                  Page 6 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

                     Notes to Condensed Financial Statements


1.  Summary of Significant Accounting Policies

Description of Business
-----------------------

GlobalDigitalCommerce.com, Inc., formerly known as C2i Solutions, Inc. (the
"Company") was incorporated in the State of Delaware on September 30, 1997. The
Company was initially organized as a California limited liability company under
the name of Challenge 2000 International, LLC ("LLC") on September 17, 1996
("Inception"). From Inception through September 30, 1997, the Company operated
under the name of the LLC. On September 30, 1997, the Company reorganized as a
Delaware corporation and changed its name to C2i Solutions, Inc. On September
30, 1997, all LLC Owner Units were converted into 2,391,338 shares of the
Delaware corporation's common stock and all Owner options were converted into
options to acquire 547,500 shares of common stock. Concurrent with the formation
of the Delaware corporation, the LLC was dissolved. On December 22, 1999 the
Company changed its name from C2i Solutions, Inc. to GlobalDigitalCommerce.com,
Inc.

The accompanying financial statements have been adjusted to give retroactive
effect to the reorganization and capital structure of the Delaware corporation
from Inception.

The Company is focused on pursuing business opportunities in the business-to-
business e-commerce and information technology services and solutions arena.

Basis of Presentation
---------------------

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. This basis of accounting contemplates
the recovery of the Company's assets and the satisfaction of its liabilities in
the normal course of conducting business. Since Inception, the Company has been
primarily engaged in organizational activities, including raising capital,
recruiting personnel, and the marketing of its products and services. As of
March 31, 2000, the Company has not realized significant revenues and therefore,
is considered to be in the development stage. From Inception (September 17,
1996) through March 31, 2000, the Company has incurred recurring operating
losses totaling $6,770,452. As of March 31, 2000, the Company has limited
working capital totaling $946,591.

The Company's ability to continue operations, and ultimately to attain
profitable operations, is dependent upon its ability to raise additional capital
through debt or equity financing to consummate acquisitions and the market
acceptance of its business strategy. As a result of the Company's failure to
meet continued listing requirements, the Company's securities were delisted from
the Nasdaq SmallCap Market, effective with the close of business on November 8,
1999. This delisting is expected to have an adverse effect on the Company's
ability to raise capital. There can be no assurances that the Company's business
strategy or its efforts to raise additional capital will be successful. The
accompanying financial statements do not include any adjustments to reflect the
possible future effects on the recoverability and classification of assets or
the amounts and classification of liabilities that may result from the outcome
of this uncertainty.

                                  Page 7 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

                     Notes to Condensed Financial Statements


1.  Summary of Significant Accounting Policies (continued)

Basis of Presentation (continued)
---------------------------------

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB and Article 10 of Regulation S- X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. The
financial statements should be read in conjunction with the financial statements
and notes thereto, together with management's discussion and analysis of
financial condition and results of operations contained in the Company's Annual
Report on Form 10-KSB for the year ended December 31, 1999. Operating results
for the three month period ended March 31, 2000 are not necessarily indicative
of the results that may be expected for the year ending December 31, 2000 or for
any other future period.

Comprehensive Income(Loss)
--------------------------

In June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 130, Reporting Comprehensive Income.
SFAS No. 130 requires that all components of comprehensive income, including net
income or loss, be reported in the financial statements in the period in which
they are recognized. SFAS No. 130 requires the change in net unrealized gains
(losses) on available-for-sale securities to be included in comprehensive income
(loss). Comprehensive net loss for the three-month period ended March 31, 2000
and 1999 is equal to reported net loss.

2.  Note Receivable

In August 1999, in connection with the Company's entering into an agreement to
merge with American Digital Network ("ADN"), the Company agreed to provide ADN
with working capital in the form of a loan prior to the closing of the merger
transaction. Amounts advanced under the loan agreement boar interest at a rate
of 10% per annum and were unsecured. The loan was due and payable immediately
prior to the consummation of the merger but no later than December 31, 1999.

In October 1999, ADN and the Company, jointly terminated the agreement to merge.
During the quarter ended March 31, 2000, the Company received payment in full
of $449,379 under the note, including $22,207 of accrued interest.

3.  Capital Transactions

Stock Option Plan
-----------------

During the period from January 1, 2000 through March 31, 2000, the Company
granted incentive stock options to purchase an aggregate of 259,344 shares of
the Company's Common Stock, at exercise prices ranging from $0.8125 to $0.9688
per share to certain employees of the Company. These options vest ratably over
three years, are exercisable at various dates, and expire five and ten years
from date of grant, or earlier in the event of termination of employment.


                                  Page 8 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

ITEM 2:    Management's Discussion and Analysis of Financial Condition
                           and Results of Operations

This Form 10-QSB contains certain statements of a forward-looking nature
relating to future events (including potential acquisitions and financings) or
the future financial performance of the Company. Such statements are only
predictions, are subject to numerous risks and uncertainties and actual events
or results may differ materially. Factors that could cause or contribute to such
differences include, without limitation, those discussed in this Item 2. These
factors and other risks are discussed more fully in the Company's Annual Report
on Form 10-KSB as filed with the Securities and Exchange Commission on March
30,2000.

Overview
--------

      GlobalDigitalCommerce.com, Inc. ("GDCC" or the "Company") is pursuing
business opportunities in the e-commerce and information technology services and
solutions arenas through mergers and acquisitions. The Company's business
strategy envisions a multi-phased roll-up transaction, with each phase being
comprised of a merger between the Company and one or more privately-held
companies who provide synergistic business to business e-commerce and
information technology services and solutions, as well as a capital infusion
from an external source. The Company's efforts are currently focused on
identifying and evaluating potential merger and acquisition targets.  The
Company does not have any binding agreements with respect to such acquisitions
or financing.

      The Company was founded in late 1996 and has a limited operating history.
From Inception (September 17, 1996) through mid-1997, the majority of the
Company's activities involved raising capital, research, developing the business
plan, establishing relationships and recruiting personnel. Sales and marketing
efforts during the subsequent 18 months were unsuccessful in developing
significant business. As a result, the Company's operations to-date have not
produced significant revenues and the Company is considered to be in the
development stage.

      From Inception through the first quarter of 1999, the Company had focused
its efforts on Y2K related business opportunities. At the end of the first
quarter of 1999, the Company reorganized, changing its primary business focus to
the Internet and business to business e-commerce. As a result of this strategic
realignment, the Company completed its Y2K related contracts, closed its four
regional offices, and eliminated approximately 14 positions. The Company
currently has no ongoing client engagements or sales and marketing activities.

      There can be no assurance that the Company will be able to successfully
expand into the internet and business-to business e-commerce areas. The
Company's failure to develop products and services through acquisitions within
the period in which the Company has operating capital would materially adversely
affect the Company's business, operating results and financial condition. If the
Company cannot complete these transactions before its available capital is
depleted, the Company would be required to terminate operations. See "Risk
Factors--Need to Develop New Products and Technologies."

      In view of the early stage of development and current absence of revenue
producing activities there can be no assurance that the Company will be able to
implement its strategy or achieve or maintain profitable operations. The Company
expects to continue to incur operating losses at least until it can complete an
acquisition.

      The following discussion should be read in conjunction with the attached
condensed financial statements and notes thereto.

                                  Page 9 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

Legal Proceedings
-----------------

      On January 10, 2000 the Securities and Exchange Commission entered a
Formal Order of Investigation in a matter entitled Trading in the Securities of
C2i Solutions, Inc. (LA-01970). This order enables the SEC to subpoena documents
and witnesses and to compel their compliance with an inquiry concerning possible
suspicious trading in the Company's Common Stock prior to a July 2, 1999
announcement of an execution of a letter of intent to merge with American
Digital Network, Inc. The Company has received a subpoena to produce additional
documents to the SEC and is in the process of assembling the required
information. The Company and its CEO have also provided documents to the SEC in
response to earlier informal document requests. Pursuant to terms of its
Indemnification Agreement with its CEO, the Company is reimbursing the CEO for
legal expenses incurred in this matter. This investigation may result in
substantial expenditures of available resources and may divert management's
attention from executing on the Company's acquisition strategy and may impair
the Company's ability to obtain financing. As a result, this investigation could
have a material adverse effect on the Company, its results of operations and its
prospects.

      The Company has been named as a defendant in a lawsuit filed by Allen &
Caron, Inc. in Superior Court located in Orange County, California. The
compliant alleges breach of contract, fraud and related claims associated with
alleged amounts unpaid to Allen & Caron for its consulting services in the areas
of investor relations. The complaint seeks recovery of approximately $21,500 in
unpaid services, plus interest, punitive damages and attorneys fees. The Company
is attempting to have this matter resolved through arbitration pursuant to the
terms of the contract with Allen & Caron. Given the inherent uncertainty
involved with litigation or arbitration, the Company is unable to determine
whether or when this matter will be resolved short of trial and the extent of
any payments the Company will be required to make.

Results of Operations for the three month periods ended March 31, 2000 and 1999
--------------------------------------------------------------------------------

      No revenues were earned for the three months ended March 31, 2000, which
represents a decrease of 100% over the comparable quarter of the prior year, in
which revenues totaled $274,337. This decrease in revenues resulted from the
restructuring strategy and completion of Y2K contracts. The Company currently
has no ongoing client engagements or sales and marketing activities. For the
three months ended March 31, 1999, service revenues accounted for 100% of total
revenues.

      One customer accounted for 96% of the Company's revenues for the three
months ended March 31, 1999.

      Cost of revenues were not incurred for the three months ended March 31,
2000. Cost of revenues were 50% ($137,024) of total revenues for the three
months ended March 31, 1999. These costs consisted primarily of personnel
related costs of providing consulting services.

      For the three months ended March 31, 2000, no gross margin was recorded.
For the three months ended March 31, 1999, the gross margin percentage was 50%.
This decrease reflects the Company's restructuring strategy which involved
concluding all ongoing client engagements and terminating sales and marketing
activities.

      The Company incurred selling, general and administrative expenses for the
three month period ended March 31, 2000 totaling $276,582 compared with $783,252
for the comparable prior year period. This decrease in 2000 resulted primarily
from decreased personnel and related expenses, decreased facilities expenses in
connection with the closure of the four regional offices, overall contraction of
services, and decreased travel and marketing expenses incurred as a result of
the restructuring and reorganization of the Company.

      Interest and dividend income was $17,821 for the three months ended March
31, 2000, compared with $29,550 for the three months ended March 31, 1999.
Interest expense totaled $128 for the three months ended March 31, 2000 and
consisted primarily of interest on capital lease obligations, compared with
total interest expense of $453 for the three months ended March 31, 1999. This
decrease in 2000 reflects a decrease in interest-earning balances in 2000
compared with the 1999 balances, as the net proceeds from the Company's initial
public offering are being used to fund operations.

                                 Page 10 of 16

<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)


Liquidity and Capital Resources
-------------------------------

      From Inception (September 17, 1996) through February 1998, the Company
financed its operations primarily through the proceeds from the issuance of
Common Stock and a bridge financing, completed in October 1997, resulting in an
aggregate of $958,000 from the sale and issuance of debt and equity securities,
including warrants. In February 1998, the Company completed an initial public
offering of its Common Stock. This offering provided the Company with net
proceeds of $5,672,407, including proceeds from the exercise of the
underwriter's overallotment option received in March 1998. The Company received
$2,083 and $17,545 in March 1998 and July 1999, respectively, related to the
exercise of stock options. In August 1999 the Company received $200,000 for
issuance of its Common Stock in a private placement to two directors. Funds from
these sources have been and are expected to continue to be used as working
capital to fund the Company's operations.

      The Company's operating activities used net cash of $275,714 and $639,961
during the three-month periods ended March 31, 2000 and 1999, respectively. This
decrease in cash used for operating activities in 2000 compared to 1999, results
primarily from the restructuring and reorganization of the Company. The
restructuring decreased operating expenses by lowering the number of employees,
closing four regional offices, and decreasing travel and marketing expenses.

      The Company's investing activities provided cash of $417,407 during the
three months ended March 31, 2000 and provided cash of $2,190,453 during the
three month period ending March 31, 1999, respectively. The decrease in cash
provided by investing activities in 2000 compared to cash provided in 1999
relates to the proceeds from the repayment of the Bridge Loan to ADN totaling
$397,828 and net proceeds from the sale of property and equipment of $19,579
during 2000, compared with the proceeds from the sales of the short-term
investment totaling $2,180,702 and net proceeds from the sale of property and
equipment of $9,751 during 1999.

      The Company's financing activities used net cash of $928 and used net cash
of $1,455 during the three months ended March 31, 2000 and 1999, respectively,
which represents cash used to repay capital lease obligations.

      As of March 31, 2000, the Company had cash and cash equivalents of
$965,472 and working capital of $946,591 compared with cash and cash equivalents
of $1,684,991 and working capital of $1,732,788 at March 31, 1999. Based on
management's current operating plan, the Company believes that its existing
resources will be sufficient to fund operations through approximately September
30, 2000. However, the Company expects to continue to experience operating
losses and to use cash in operations at least until it can complete an
acquisition.

      The Company's ability to achieve profitability will be dependent upon a
number of factors, including interest in and support of the Company's merger
and acquisition strategy, as well as management's ability to execute its
strategy and to obtain financing. There can be no assurance that the Company
will be able to successfully execute its strategy, that any such current or
future strategy will provide the Company with expected benefits, or that the
Company will ever be able to generate revenues sufficient to cover its expenses.
There is also no assurance that the Company will be able to obtain future
financing on favorable terms or at all.

      If the Company cannot generate sufficient revenues, which will not happen
at least until consummation of an acquisition and of which there can be no
assurance even after an acquisition, the Company will be required to raise
capital from the sale of equity securities or the issuance of debt or terminate
operations. There is no assurance that such sales or issuances can be effected
at favorable terms, it at all.

                                 Page 11 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

      The timing and amount of the Company's capital requirements will depend on
a number of factors, including interest in and support for the Company's merger
and acquisition strategy, as well as management's ability to execute its
strategy, competitive pressures, and the availability of complementary
businesses or technologies that the Company may wish to acquire. If additional
funds are raised through the issuance of equity securities, the percentage
ownership of the Company's stockholders will be diluted and such equity
securities may have rights, preferences or privileges senior to those of the
holders of the Company's Common Stock. There can be no assurance that additional
financing will be available when needed or, that if available, such financing
will include terms favorable to the Company or its stockholders. If adequate
funds are not available on acceptable terms, the Company may be unable to
implement its strategy, develop or enhance its products and services, take
advantage of opportunities or respond to competition, any of which could have a
material adverse effect on the Company's business, financial condition and
results of operations.  Additionally, if funds are not available, the Company
will be required to terminate operations.

Interest Rate Risk
------------------

      The Company is exposed to changes in interest rates primarily from its
short-term investments in certain available for sale securities. Under its
current policies, the Company does not use interest rate derivative instruments
to manage exposure to interest rate changes. During the year ended December 31,
1999, the Company realized losses on its short-term investments totaling
$48,545. The Company has invested its cash resources in fully-insured money
market accounts, short-term U.S. Government treasury bills and investment grade
commercial paper. The Company believes a hypothetical 100 basis point adverse
move in interest rates along the entire interest rate yield curve would not
materially effect the fair value of interest-sensitive financial instruments it
holds.

Business Risks and Uncertainties
--------------------------------

GDCC has a Limited Operating History; Limited Experience in Information
Technology and E-Commerce Solutions and No Current Revenue Expectations.

      GDCC was founded in September 1996, has a limited operating history and is
in the development stage. GDCC has limited experience in providing information
technology or E-commerce solutions. GDCC's operations to date have not produced
significant revenues and its decision to refocus on acquisitions means that it
will not produce any revenues at least until it is able to complete an
acquisition. GDCC may not generate any future revenues from the sale of its
services or products after any such acquisition.

History of Operating Losses; Need for Additional Financing

      GDCC has experienced significant operating losses since its inception in
September 1996. As of March 31, 2000, GDCC's accumulated deficit was $6,770,452.
Losses have principally been the result of the various costs associated with
GDCC's selling, general and administrative expenses as GDCC commenced
operations, and began marketing activities and losses on investments. GDCC
expects that it will continue to incur operating losses if no acquisitions are
completed. GDCC believes that its existing capital resources will enable it to
fund its operations until approximately September 30, 2000. GDCC will be
required to seek additional capital to continue its operations beyond that time.
GDCC has no commitments for any future funding, and GDCC may not be able to
obtain additional capital in the future. If GDCC is unable to obtain the
necessary capital, it will be required to significantly curtail its activities
or cease operations. Additionally, while a reduction of operation could prolong
its ability to operate, that reduction would adversely affect the Company's
ability to implement its acquisition strategy.

                                 Page 12 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

      Due to its continuing losses, and inability to raise sufficient additional
equity, GDCC failed to meet the requirements for continued listing of its shares
on the Nasdaq SmallCap Market. As a result, GDCC's securities were delisted from
the Nasdaq SmallCap Market, effective with the close of business on November 8,
1999. GDCC's securities are currently traded on the OTC Bulletin Board and may
become subject to the regulations applicable to penny stocks. Investors may find
it more difficult to obtain timely and accurate quotes and execute trades in the
Company's securities and the liquidity of GDCC's securities may be impaired.
Before GDCC's securities can be listed on the Nasdaq SmallCap Market, it will
need to satisfy the more stringent initial listing requirements (which require,
among other things, net tangible assets of $4 million and a minimum bid price of
$4.00 per share). GDCC may not be able to meet these requirements.

Need to Develop New Products and Services; Risks Associated with Potential
Unspecified Acquisitions

      To date, GDCC has generated substantially all of its revenues from its now
terminated Y2K related activities. As a result of its changed focus, GDCC plans
to actively pursue business opportunities in the Internet and business to
business e-commerce market through mergers and acquisitions, although no
specific acquisitions are ready to be completed or are subject to any binding
acquisition agreements. Any such future acquisitions would be accompanied by the
risks commonly encountered in acquisitions of companies. Such risks include,
among other things:

      -     The assumption of unforeseen liabilities;

      -     The difficulty of assimilating the operations and personnel of the
            acquired companies;

      -     The inability of GDCC's management to maximize the financial and
            strategic position of GDCC by the incorporation of acquired
            technology or business into GDCC;

      -     The difficulty of maintaining uniform standards, controls,
            procedures and policies;

      -     The potential loss of key employees of the acquiring or acquired
            companies; and

      -     The impairment of relationships with employees, consultants,
            customers, and suppliers as a result of changes in management

      No assurance can be given that GDCC will undertake acquisition activities,
will complete any acquisitions, or that if an acquisition does occur it will not
materially and adversely affect GDCC or will be successful in enhancing GDCC's
business. If GDCC proceeds with one or more significant acquisitions, a
substantial portion of GDCC's available cash could be used to consummate those
transactions. Alternatively, GDCC might issues equity securities as
consideration for an acquisition which might result in significant dilution of
the stockholders' ownership interest in GDCC, or GDCC could issue debt
securities to finance an acquisition, which might reduce the book value and
earnings per share of GDCC common stock. The accounting for business
acquisitions by GDCC is likely to involve the recognition of significant
goodwill and intangible assets in connection with the acquisition and, as a
result, would typically result in substantial charges against GDCC's reported
future operating results.

No Follows-On Business

      As a result of GDCC's decision not to pursue additional Y2K projects, GDCC
currently has no ongoing projects or expectations of future projects from its
previous customers, including significant customers. The absence of any current
revenue generating client relationships is expected to have a material adverse
effect on GDCC's business, financial condition and results of operations. GDCC
will not have any revenues at least until it completes an acquisition.

                                 Page 13 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)

Dependence on Key Personnel

      GDCC's success will, to a large extent, depend upon the continued services
of its executive officers who have limited experience at managing a business
like GDCC's or in evaluating potential strategic alternatives. The loss of
services of any of these executive officers may materially and adversely affect
GDCC. GDCC's employment agreements with its key personnel may be terminated by
either party, with or without cause, with the exception of its agreement with
Mr. Whalen. Mr. Whalens's employment agreement has a term of five years,
expiring in May 2002, and limits GDCC's ability to terminate him, except for
cause, and provides for six months severance pay, unless Mr. Whalen voluntarily
resigns his position.

      Three of the executive officers of GDCC have left the Company since
December 31, 1999. While the Company has recruited replacements, these
transitions have affected, for at least the short term, the Company's ability to
implement its strategic plan.

Concentration of Share Ownership and Voting Power Among Directors and Officers

      The directors and officers of GDCC control approximately 45.6% of the
voting power and therefore have close to the number of votes required to elect
all of GDCC's directors and, hence, will be able to significantly influence the
affairs of the Company. In addition, the directors and officers of GDCC will
have a substantial portion of all the votes required to amend GDCC's Certificate
of Incorporation and By-laws and significantly effect fundamental corporate
transactions involving GDCC, including the acceptance or rejection of any
proposals relating to a merger of GDCC or an acquisition of GDCC by another
entity.

Risk of Shares Being Characterized as Penny Stocks; Impaired Liquidity of the
Shares

      The SEC has adopted regulations which define a "penny stock" to be an
equity security that has a market price (as therein defined) less than $5.00 per
share or with an exercise price of less than $5.00 per share, subject to certain
exceptions. For any transaction involving a penny stock, unless exempt, the
rules require delivery, prior to any transaction in a penny stock, of a
disclosure schedule prepared by the SEC relating to the penny stock market.
Disclosure is also required to be made about current quotations for the
securities and about commissions payable to both the broker-dealer and the
registered representative. Finally, broker-dealers must send monthly statements
to purchasers of penny stocks disclosing recent price information for the penny
stock held in the account and information on the limited market in penny stocks.

      The foregoing penny stock restrictions will not apply to shares if:

      -     They are listed on the Nasdaq SmallCap Market;

      -     Certain price and volume information is publicly available on
            current and continuing basis; and,

      -     The issuer meets certain minimum net tangible assets or average
            revenue criteria.

      There can be not assurance that GDCC's securities will qualify for
exemption from the penny stock restrictions. If GDCC's shares were subject to
the rules on penny stocks, the market liquidity for these shares would be
adversely affected.

                                 Page 14 of 16

<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)


                           PART II: OTHER INFORMATION


ITEM 1:   Legal Proceedings

See Part I Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.

ITEM 2:   Changes in Securities and Use of Proceeds

Pursuant to the Company's Registration Statement on Form SB-2 (No.333-39425),
declared effective by the Commission on February 13, 1998, the Company completed
its initial public offering in February 1998, and the overallotment in March
1998, resulting in aggregate net proceeds to the Company of $5,672,407, after
deducting underwriting discounts and commission and the offering expenses
payable by the Company.

Proceeds of the initial offering were used to repay the Bridge Notes and accrued
interest thereon, totaling $621,412, $17,920 of which was paid to a former
executive officer of the Company. The Company also used $132,915 to purchase
machinery, equipment and other capital additions, $18,181 to repay capital
leases and accrued interest, $2,333,334 to pay employees' and officers' salaries
and related payroll taxes, $503,997 for occupancy costs, $262,430 for
advertising and promotion, $159,166 for recruiting, $669,989 for other general
corporate purposes and realized investment losses totaling $453,028 net of
related interest and dividend income. The remaining proceeds from the initial
public offering have been invested in fully insured, money market accounts and
short-term U.S. government treasury bills pending their use.

ITEM 6:   Exhibits and Reports on Form 8-K:

    (a)   Exhibits:

          See Exhibit Index.

     (b)  Reports on Form 8-K:

          On January 4, 2000, the Company filed a Current Report on Form 8-K to
report the Company had changed its name from C2i Solutions, Inc. to
GlobalDigitalCommerce.com, Inc. to better reflect its corporate direction. The
new ticker symbol is GDXX.OB for the common stock and GDXXW.OB for the warrants.



                                  EXHIBIT INDEX
Exhibit
Number    Description of Document
------    -----------------------

10.19     Employment agreement dated March 3, 2000 by and between
          GlobalDigitalCommerce.com, Inc. and Jeff  Primes

10.20     Employment agreement dated March 10, 2000 by and between
          GlobalDigitalComerce.com, Inc. and Richard H. Middelberg

27.1      Financial Data Schedule


                                 Page 15 of 16
<PAGE>

                         GlobalDigitalCommerce.com, Inc.
                          (A Development Stage Company)


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.



                             GLOBALDIGITALCOMMERCE.COM, INC.



Dated: May 15, 2000          By: /s/   John Anthony Whalen, Jr.
                                 ------------------------------------------
                                 John Anthony Whalen, Jr.,
                                 President and Chief Executive Officer




Dated: May 15, 2000          By:  /s/  Richard Middelberg
                                  -----------------------------------------
                                  Richard Middelberg
                                  Chief Financial Officer


                                 Page 16 of 16