UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

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

                  For the quarterly period ended June 30, 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:   033-24178-A

                            MASON HILL HOLDINGS, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
<S>                                                               <C>
                  Delaware                                        65-0109088
         (State or other jurisdiction of                       (I.R.S. employer
         incorporation or organization)                       identification No.)
</TABLE>

                                 110 Wall Street
                            New York, New York 10005
               (Address of principal executive offices) (Zip code)

       Registrant's telephone number, including area code: (212) 425-3000

     Indicate by check whether  registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during
the preceding 12 months (or for such shorter period that registrant was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90 days. Yes [X] No [ ]

     As of August 17, 2000, approximately 15,076,272 shares, $.002 par value per
share, of the Company were issued and outstanding.

<PAGE>
PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS (UNAUDITED)
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<CAPTION>

TABLE OF CONTENTS                                                                                               PAGE

<S>                                     <C> <C>            <C> <C>                                                <C>
Consolidated  Balance Sheets as at June 30, 2000 and March 31, 2000                                               3

Consolidated Statements of Loss and Deficit for the three months ended June 30, 2000 and June 30,1999             4

Consolidated Statements of Cash Flows for the three months ended June 30, 2000 and June 30,1999                   5

Notes to Consolidated Financial Statements                                                                      6-7

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<PAGE>
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<CAPTION>
MASON HILL HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS
(unaudited)
-------------------------------------------------------------------------------------------------------------------------

                                                                                June 30, 2000               June 30, 1999
                                                                 ========================================================
Assets:
<S>                                                                                <C>                      <C>
                Cash                                                               $ 130,626
                Receivables from broker dealers                                      805,632                     719,558
                Securities owned                                                     343,998                     482,181
                Property and equipment, net                                           84,952                      55,971
                Other assets                                                         193,211                     234,637
                                                                 --------------------------------------------------------

                                                                                 $ 1,558,419                 $ 1,492,347
                                                                 ========================================================

Liabilities:
                Commission payable                                                 $ 236,422                   $ 230,849
                Accrued expenses and other liabilities                               106,639                     199,373
                Securities sold, but not yet purchased                                22,079                      10,754
                Loans payable                                                                                      5,000
                                                                 --------------------------------------------------------
                                                                                     365,140                     445,976

                Subordinated liabilities                                             230,000                     230,000
                                                                 --------------------------------------------------------

                                                                                     595,140                     675,976
                                                                 --------------------------------------------------------

Stockholder's Equity:
                Common stock; $0.002 par value,
                20,000,000 shares authorized,
                13,776,269 shares issued and
                outstanding in 2000 and 8,940,988 in 1999                             27,552                      17,882
                Paid-in-capital                                                   14,632,193                  13,319,313
                Foreign currency translation                                         (76,645)                    (76,645)
                Retained deficit                                                 (13,619,821)                (12,444,179)
                                                                 --------------------------------------------------------

                                                                                     963,279                     816,371
                                                                 --------------------------------------------------------

                                                                                 $ 1,558,419                 $ 1,492,347
                                                                 ========================================================

                                       3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
-----------------------------------------------------------------------------------------------------------

                                                                  Three months ended       Three months ended
                                                                      June 30, 1999          June 30, 1999
                                                          =================================================
Revenue
<S>                                                                   <C>                      <C>
                                                                      $ 1,455,114              $ 2,542,703
                                                          -------------------------------------------------
Expenses:

               Salaries and commissions                                 1,372,036                1,508,381
               Clearing costs                                             156,126                  186,664
               Communications                                             157,457                  136,839
               Occupancy                                                   88,279                   90,862
               Interest                                                     2,867                    3,690
               Other operating expenses                                   298,715                  185,330
                                                          -------------------------------------------------

                                                                        2,075,480                2,111,766
                                                          -------------------------------------------------

               Income (loss) before Taxes                                (620,366)                 430,937

               Provision for Income taxes                                                          172,375

                                                          -------------------------------------------------
               Net income (loss)                                       $ (620,366)               $ 258,562
                                                          =================================================



Income (Loss) per Common Share

Basic and diluted loss per common share                                   $ (0.05)                  $ 0.03
                                                          =================================================

Weighted average common shares outstanding                             13,251,269                8,940,988
                                                          =================================================
</TABLE>


                                       4
<PAGE>
<TABLE>
<CAPTION>
MASON HILL HOLDINGS, INC.

STATEMENTS OF CASH FLOW
(unaudited)
-------------------------------------------------------------------------------------------------------------------

                                                                       Three months ended        Three months ended
                                                                           June 30, 1999             June 30, 1999
                                                              =====================================================

Cash flow from operating activities:
<S>                                                                          <C>                       <C>
      Cash received from customers                                           $ 2,028,879               $ 2,599,344
      Cash paid to suppliers and employees                                    (2,832,791)               (2,788,448)
      Interest paid                                                               (2,867)                   (3,690)
      Income tax paid                                                               (880)
                                                              -----------------------------------------------------

                Net Cash Used in Operating Activities                           (807,659)                 (192,794)
                                                              -----------------------------------------------------

Cash flows from investing activities:
      Proceeds from sale of investments                                          495,337
      Purchase of long-term investments                                                                   (312,766)
      Purchase of equipment                                                                                 (7,117)
                                                              -----------------------------------------------------

                Net Cash Provided by (Used in) Investing Activities              495,337                  (319,883)
                                                              -----------------------------------------------------

Cash flows from financing activities:
      Short-term borrowing from related parties                                 (270,296)                   15,754
                                                              -----------------------------------------------------

                Net Cash Provided by (Used in) Financing Activities             (270,296)                   15,754
                                                              -----------------------------------------------------

Net decrease in cash                                                            (582,618)                 (496,923)

Cash at beginning                                                                713,244                   484,377
                                                              -----------------------------------------------------

                Cash at End                                                    $ 130,626                 $ (12,546)
                                                              =====================================================
</TABLE>


                                       5
<PAGE>
<TABLE>
<CAPTION>
MASON HILL HOLDINGS, INC.

NOTES
(unaudited)
-------------------------------------------------------------------------------------------------------------------


BASIS OF FINANCIAL STATEMENT PRESENTATION

The  information as of and for the three months ended June 30, 2000 and 1999, is
unaudited.  In the opinion of management,  all adjustments  necessary for a fair
presentation of the results of such interim periods have been included.


RECONCILIATION OF NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES:

                                                                                  2000                1999
                                                                             --------------        ---------
<S>                                                                            <C>                    <C>
       Net Income (Loss)                                                       ($620,366)             $258,562
       Adjustments to reconcile net loss to
         net cash used in operating activities:

         Stock based compensation for services232,050 (Increase) decrease:
              Receivable from clearing organization573,768                        56,641
              Prepaid expenses                                                    19,244              (130,328)
              Security deposits                                                                         (1,400)
         Increase (decrease):
              Accounts payable and accrued expenses                           (1,012,355)             (376,269)
                                                                               ----------            ----------

                  Net Cash Used in Operating Activities                        ($807,659)            ($192,794)
                                                                               ==========            ==========



       During the three  months  ended June 30,  2000 the  Company  recorded  an
       expense for the following non-cash transaction:

       1,050,000 shares of common stock issued as
         compensation to employees                                                             $  232,050
                                                                                               ==========


</TABLE>
SUBSEQUENT EVENT

On July 7 and August 9, 2000, the Company issued  1,250,000 and 112,500 units in
a private  placement.  A unit is  comprised of one share of common stock and two
warrants to purchase  common  stock.  Net proceeds from the July 7 and August 9,
2000 private placement were $473,290 and $39,500, respectively.



                                       6
<PAGE>
ITEM 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations

Overview

     Statements in this Quarterly Report on Form 10-QSB concerning the Company's
outlook  or  future  economic  performance,   anticipated  profitability,  gross
billings,   expenses  or  other  financial  items,  and  statements   concerning
assumption made or exceptions to any future events,  conditions,  performance or
other matter are "forward looking statements," as that term is defined under the
Federal  Securities  Laws.  Forward-looking  statements  are  subject  to risks,
uncertainties,  and other  factors  which would cause  actual  results to differ
materially from those stated in such statements. Such risks, uncertainties,  and
other factors which would cause actual results to differ  materially  from those
stated in such statements.  Such risks, and  uncertainties  and factors include,
but are not limited to: (i) changes in external  competitive  market  factors or
trends in the Company's results of operation; (ii) unanticipated working capital
or other cash requirements; and (iii) changes in the Company's business strategy
or an inability to execute its competitive  factors that may prevent the Company
from competing successfully in the marketplace.

General

     Mason Hill Holdings is a Delaware corporation originally incorporated under
the name International  Sportfest,  Inc. in the state of Delaware,  on September
11, 1988. The Company was a development stage company with no operations through
January  1994.  In January  1994,  the Company  acquired  100% of the issued and
outstanding  common stock of Pride  Management  Services Plc ("PMS").  PMS was a
holding  company  of six  subsidiaries,  in the United  Kingdom,  engaged in the
leasing of motor vehicles  primarily on contract hire to local  authorities  and
selected corporate customers throughout the United Kingdom.  Simultaneously with
the acquisition,  the Company changed its name from International Sportfest Inc.
to Pride,  Inc. From January 1994 through  October 1999, the Company  engaged in
the leasing of motor vehicles on contract hire to local authorities and selected
corporate customers throughout the United Kingdom.

     On October 1, 1999,  Mason Hill Holdings  consummated an acquisition of all
of the issued and  outstanding  stock of Mason Hill & Co., in  exchange  for the
issuance of 15,886,618 shares of Common Stock of Mason Hill Holdings. As part of
the completed transaction, Mason Hill Holdings changed its name from Pride, Inc.
to Mason Hill Holdings,  Inc.,  reduced its authorized  capital from 500,000,000
shares of common stock to 20,000,000 shares, and accepted the resignation of its
officers and replaced  them with the officers of Mason Hill & Co. In addition to
the foregoing,  Mason Hill Holdings (i) reorganized its AC Investments and Pride
Management Services Investments,  Inc. subsidiaries as wholly-owned subsidiaries
of  AC  Holdings,   Inc.,  (ii)  delivered   350,000  shares  of  Digital  Mafia
Entertainment common stock to AC Holdings as a capital  contribution,  and (iii)
it spun-off 743,000 shares of Digital Mafia  Entertainment  common stock that it
owned  to  its  shareholders.  AC  Holdings  is a  newly  formed  minority-owned
subsidiary of Mason Hill  Holdings that Mason Hill Holdings  intends to spin-off
to its  shareholders.  Finally,  simultaneous with the closing of the agreement,
Mason Hill Holdings' stock underwent a 1 for 2 reverse split.

                                       7
<PAGE>
     For financial  reporting  purposes the  transaction  was accounted for as a
reverse  acquisition.  Mason Hill & Co., Inc. was treated as the acquirer and is
the ongoing  reporting  entity.  As a result of the  foregoing,  the Company has
effectively discontinued its prior operations, and has now been reconstituted as
a parent holding company for Mason Hill & Co., Inc.

     Mason Hill Holdings, through its wholly-owned subsidiary,  Mason Hill & Co,
offers a full line of securities brokerage services to its clients. Mason Hill &
Co. is a broker-dealer  registered  with the Securities and Exchange  Commission
("SEC") and a member of the National  Association  of Securities  Dealers,  Inc.
("NASD").  Mason Hill & Co. is  currently  licensed to conduct  activities  as a
broker-dealer in forty-five (45) states.  Mason Hill & Co. offers a full line of
securities brokerage services to its clients, including the purchase and sale of
listed and over-the-counter securities, fixed income instruments,  annuities and
mutual  funds.  In  addition,  Mason Hill & Co.  engages in  investment  banking
activities for small to mid-size  companies by structuring  their  financing and
raising  capital  through  private  placements,  initial  public  offerings  and
secondary  offerings.  Mason  Hill  & Co.  also  provides  financial  consulting
services to publicly and privately held companies. Results of Operations

Three months ended June 30, 2000 compared to three months ended June 30, 1999.

     Total  revenues  for  the  three  months  ended  June  30,  2000  decreased
$1,087,589 or 42.8% to  $1,455,114  from  $2,542,703  for the three months ended
June 30, 1999.  The  decrease in revenues  experienced  by the Company  resulted
primarily from a decrease in commissions  and trading  profits  generated by the
Company's  wholly-owned  subsidiary,  Mason Hill & Co.,  Inc.  The  decrease  in
commissions generated resulted from the general decrease in the stock market and
the decreased level of trading activity by customers.

     Salaries  and related  costs for the three  months ended June 30, 2000 were
$1,372,036,  a $136,345 or 9% decrease  over the salaries  and related  costs of
$1,508,381  for the same period last year.  The decrease in salaries and related
costs primarily resulted from a decrease in the commissions  payable to existing
personnel due to a decreased level of customer trading activity.

     Commissions  and  clearing  costs for the three  months ended June 30, 2000
were  $156,126,  a $30,538 or 16.4% increase over the  commissions  and clearing
expenses of $186,664 for the same period last year. The decrease  related to the
decreased   commission  revenue  generated  and  the  decreased  trading  volume
experienced by Mason Hill & Co.

     Communications and data processing expenses for the three months ended June
30, 2000 were $157,457,  a $20,618 or 15.1% increase over the communications and
data processing expenses of $136,839 for the same period last year.

                                       8
<PAGE>
     Operating  expenses for the three months ended June 30, 2000 were $298,715,
a $113,385 or 61.2%  increase  over the  operating  expenses of $185,330 for the
same period last year.

     The  Company  had a net loss for the three  months  ended June 30,  2000 of
($620,366)  as compared to net income of $258,562 for the same period ended June
30, 1999. The net loss primarily  resulted from expenses  incurred in connection
with the issuance of stock to employees,  as well as proprietary  trading losses
incurred by Mason Hill & Co.

Liquidity and Capital Resources

     Prior to the  completion  of the  acquisition  of Mason  Hill & Co.,  Inc.,
Pride, Inc. had limited working capital and its prospects were severely limited.
Upon  completion  of the  acquisition  of Mason Hill & Co.,  Inc.,  the  Company
changed its name to Mason Hill Holdings,  Inc. For financial  reporting purposes
the  transaction was accounted for as a reverse  acquisition.  Mason Hill & Co.,
Inc.  was  treated  as  the  acquirer  and  is  the  ongoing  reporting  entity.
Accordingly, the Company's working capital and its capital resources consists of
the financial situation of Mason Hill & Co., Inc.

     In December  1999,  Mason Hill  Holdings  completed a private  placement of
1,499,500  shares of its common  stock from which it  received  net  proceeds of
$578,300.

     In  March  2000,  Mason  Hill  sold  555,555  shares  of  common  stock  to
Christopher Kinsley for an aggregate purchase price of $150,000. In addition, in
March  2000,  Mason  Hill  sold  961,111  shares  of  common  stock to an entity
controlled by Christopher Kinsley for an aggregate purchase price of $259,500.

     In August 2000,  Mason Hill sold 112,500  Units,  each Unit composed of one
share of common stock and two warrants to purchase  common stock of the Company,
at a purchase  price of $0.40 per Unit,  from which it received  net proceeds of
approximately $512,700.

     Mason Hill Holdings has subordinated loans outstanding pursuant to which it
has borrowed an aggregate of $230,000.  Such loans bear  interest at the rate of
10% per annum and are due and payable on August 31, 2002.

     Except for the existing  subordinated loans totaling  $230,000,  Mason Hill
Holdings has no other current  arrangements  in place with respect to financing.
Mason Hill Holdings is currently seeking to raise additional  capital through to
provide the necessary capital to fund our expanding operations and to pursue our
business growth strategy.  There can be no assurances that additional  financing
will be available on acceptable terms, if at all.


                                       9
<PAGE>

                                     PART II

OTHER INFORMATION

Item 1.  Legal Proceedings

         None.

Item 2.  Changes in Securities and Use of Proceeds

None.

Item 3.  Defaults Upon Senior Securities

         None.

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

         None.

Item 5.  Other Information

         None.

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

                  (A)      Exhibits:

None.

                  (B) Reports of Form 8-K filed during quarter:

None.




                                       10
<PAGE>
                                   SIGNATURES

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

                                                       MASON HILL HOLDINGS, INC.

                                                     By: /s/ Christopher Kinsley
                                                         Christopher J. Kinsley,
                                                                       President

Dated: August 21, 2000