<PAGE>



                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

(X )     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
         SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
         JULY 31, 1999.
         -------------
                                       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

                                     0-18288

                        DIRECT CONNECT INTERNATIONAL INC.
                        ---------------------------------
             (Exact name of registrant as specified in its charter)


         Delaware                                        22-2705223
         --------                                        ----------
(State or other jurisdiction of                       (I.R.S. Employer
 incorporation or organization)                     Identification No.)

637 Wyckoff Avenue #194
Wyckoff, New Jersey                                         07481
-------------------                                         -----
(Address of principal executive                         (Zip Code)
offices)

Registrant's telephone number, including area code -(201) 445-2101
                                                    --------------

Indicate by check mark whether the 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 the  registrant
was  required  to file such  reports)  and (2) has been  subject to such  filing
requirements for the past 90 days.

                                  YES X        NO
                                     ---         ---

Indicate the  number of  shares  outstanding  of each of the issuer's classes of
common stock, as of July 31, 1999: 9,062,066
                                   ---------


<PAGE>



                DIRECT CONNECT INTERNATIONAL INC. AND SUBSIDIARY
                ------------------------------------------------

                                      INDEX
                                      -----

PART I.  FINANCIAL INFORMATION                                           PAGE NO

          Item 1.  Financial Statements

                   Condensed Consolidated
                   Balance Sheets -
                   July 31, 1999 and
                   April 30, 1999                                           3

                   Condensed Statements
                   Of Consolidated
                   Operations - Three
                   Months Ended July 31,
                   1999 and July 31, 1998                                   4

                   Condensed Statements
                   Of Consolidated Cash
                   Flows - Three Months
                   Ended July  31, 1999
                   and July 31, 1998                                        5

                   Notes to Financial Statements                            6

          Item 2.  Management's Discussion
                   and Analysis of Results
                   of Operations and
                   Financial Condition                                    7 - 12

PART II. OTHER INFORMATION


          Item 6.  Exhibits and Reports on Form 8-K                        13


          Signatures                                                       14





                                        2


<PAGE>


     PART 1.          FINANCIAL INFORMATION

          ITEM 1. FINANCIAL STATEMENTS
<TABLE>

                Direct Connect International Inc. and Subsidiary
                          Consolidated Balance Sheets
<CAPTION>

                                     ASSETS

                                                                                 July 31, 1999         April 30, 1999
                                                                                 --------------        --------------
<S>                                                                                <C>                   <C>

                                                                                              (Unaudited)
Current assets
     Cash and cash equivalents                                                      $14,078               $47,004
     Notes Receivable, including accrued interest-Image Technology Inc.             312,742               307,827
     Notes Receivable, including accrued interest-Omnet Corp                        318,378               313,463
     Investment in Datatec, at cost                                                 143,109               191,414
     Prepaid expenses and other current assets                                       39,168                 6,492
                                                                                    -------               -------
                             Total current assets                                   827,475               866,200
                                                                                    -------               -------
Property and equipment , at cost
     Furniture and fixtures                                                          17,425                17,425
     Less: accumulated depreciation                                                   8,843                 8,583
                                                                                     ------                ------
                                                                                      8,582                 8,842
                                                                                     ------                ------
Notes receivable - officers                                                          96,369                97,662
                                                                                     ------                ------
                             Total assets                                          $932,426              $972,704
                                                                                   ========              ========
                          LIABILITIES and STOCKHOLDERS' EQUITY  (DEFICIT)
Current liabilities
     Accounts payable                                                              $342,013              $339,207
     Accrued expenses and taxes payable                                             325,573               285,005
     Notes payable-officers and stockholders                                         30,000                30,000
     Notes payable, including accrued interest-other                              1,269,692             1,210,196
                                                                                  ---------             ---------
                             Total current liabilities                            1,967,278             1,864,408
                                                                                  ---------             ---------
                             Total liabilities                                    1,967,278             1,864,408
                                                                                  ---------             ---------
Stockholders' equity (deficit)
       Convertible preferred stock:
            Authorized 5,000,000 shares, $.001
            Par value; issued and outstanding-
            5,000,000 shares                                                          5,000                 5,000
       Common stock:
            Authorized 15,000,000 shares, $.001
            Par value; issued and outstanding-
            9,062,066 shares                                                          9,062                 9,062
       Capital in excess of par value                                             5,160,949             5,160,949
       Accumulated deficit                                                       (6,209,863)           (6,066,715)
                                                                                 -----------           -----------
            Total stockholders' equity (deficit)                                 (1,034,852)             (891,704)
                                                                                 -----------           -----------
            Total liabilities and stockholders'
                  equity  (deficit)                                                $932,426              $972,704
                                                                                 ===========           ===========

</TABLE>

                                                         3

<PAGE>


<TABLE>


                Direct Connect International Inc. and Subsidiary
                      Consolidated Statements of Operations
<CAPTION>

                                                For the Three Months Ended
                                                --------------------------

                                          July 31,1999              July 31,1998
                                          ------------              ------------
                                                        (Unaudited)
                                                        -----------
<S>                                       <C>                        <C>

Sales                                         $0                         $0
                                              ---                        ---
Costs and expenses
  General and administrative expenses       238,111                   246,058
                                            -------                   -------
                                            238,111                   246,058
                                            -------                   -------
Operating loss                             (238,111)                 (246,058)
Gain on sale of securities                  104,470                   813,280
Interest income                              11,571                     1,862
Interest expense                            (21,079)                  (59,545)
                                           ---------                 ---------
Net income (loss)                         $(143,149)                  $509,539
                                          ==========                 =========
Earnings (loss) per common share            $(0.02)                     $0.03
                                          ==========                 =========

</TABLE>


                                        4

<PAGE>

<TABLE>


                Direct Connect International Inc. and Subsidiary
                      Consolidated Statements of Cash Flows
<CAPTION>

                                                                                      For Three Months Ended
                                                                                      ----------------------
                                                                                July 31, 1999        July 31, 1998
                                                                                -------------        -------------
                                                                                            (Unaudited)
<S>                                                                              <C>                  <C>

Cash flows from operating activities
      Net income (loss)                                                          $(143,149)             $509,539
                                                                                 ----------             --------
      Adjustments to reconcile net income (loss)
         to net cash provided by (used in) operating activities:
         Depreciation                                                                  260                 ---
         Gain on sale of Datatec stock                                            (104,469)             (813,280)
      (Increase) decrease  in assets
         Prepaid expenses and other current assets                                 (32,676)               21,032
      Increase (decrease) in liabilities
         Accounts payable                                                            2,806               (60,442)
         Accrued expenses and taxes payable                                         40,568               (53,855)
                                                                                 ----------             ---------
      Total adjustments                                                            (93,511)             (906,545)
                                                                                 ----------             ---------
      Net cash (used in) operating activities                                     (236,660)             (397,006)
                                                                                 ----------             ---------
Cash flows from investing activities
      Notes receivable-officers, increases                                          (1,707)               (4,775)
      Notes receivable-officers, decreases                                           3,000                 ---
      Proceeds from sale of Datatec stock                                          152,775             1,285,663
      Increase in notes receivable-Image                                            (4,915)                ---
      Increase in notes receivable-Omnet                                            (4,915)                ---
                                                                                 ----------           -----------
      Net cash provided by investing activities                                    144,238             1,280,888
                                                                                 ----------           -----------
Cash flows from financing activities
      Increase in notes payable-other                                               76,185                ---
      Decrease in notes payable-other                                              (16,689)           (1,274,462)
      Increase in paid in capital                                                    ---                   3,000
                                                                                 ----------           -----------
      Net cash (used in) provided by financing activities                           59,496            (1,271,462)
                                                                                 ----------           -----------
Net increase  (decrease) in cash and cash equivalents                              (32,926)             (387,580)
Cash and cash equivalents at beginning of period                                    47,004               437,869
                                                                                 ----------           -----------
Cash and cash equivalents at end of period                                         $14,078               $50,289
                                                                                 ==========           ===========
Supplemental disclosure of cash flows information
      Cash paid during the three months for interest                                 $0                    $0
                                                                                 ----------           -----------


</TABLE>

                                        5

<PAGE>




                        DIRECT CONNECT INTERNATIONAL INC.
                                 AND SUBSIDIARY

                          Notes to Financial Statements

1.       In the opinion of  management,  the  accompanying  unaudited  financial
         statements contain all adjustments, consisting only of normal recurring
         adjustments,  necessary to present fairly (a) the financial position as
         of July 31, 1999,  (b) the results of  operations  for the three months
         ended July 31, 1999 and July 31, 1998 and (c) changes in cash flows for
         the three months ended July 31, 1999 and July 31, 1998.

2.       Refer to the audited financial  statements  for  the fiscal  year ended
         April 30, 1999 for details of accounting policies and accounts, none of
         which have changed significantly in composition since that date.

3.       Financial  results  for  the  interim  period  ended  July 31, 1999 may
         not be indicative of  the financial  results for the fiscal year ending
         April 30, 2000.

4.       The  Company  has  available  carry  forward  losses  applicable to the
         reduction  of  future  Federal  income  taxes aggregating approximately
         $5,340,260 at  December 31, 1998  and which expire during various years
         through 2012.

5.       As  reported,  the  Company  holds  shares  of  common stock of Datatec
         Systems, Inc.




                                        6


<PAGE>


Item 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                    CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

General
-------

The Company had no revenues from  operations for the three months ended July 31,
1999,  and unless the Company  develops  business  opportunities  or enters into
management  arrangements  with other companies,  as it has done in the past, the
Company  will  have  to sell  assets to pay  its obligations as they become due,
although there can be no assurance that there  will  be  sufficient assets to do
so.

Net Sales
---------

Net sales for the three months ended July 31, 1999 and July 31, 1998 were $0.

The Company will have to develop business  opportunities;  however, there can be
no assurance that it will be able to do so on a commercially viable basis.

At July  31,  1999,  the  Company  did not have a  backlog  of  orders  from its
customers.

Gross Profit
------------

Gross  Profit  percentage  for the three  months  ended  July 31,  1999 and July
31,1998 was 0%.




                                        7


<PAGE>


Other Income
------------

Gain on sale of Datatec  securities  amounted to approximately  $100,000 for the
three months ended July  31,1999 as compared to  approximately  $800,000 for the
three months ended July 31, 1998.  The decrease for the three month period ended
July 31, 1999 was due to the  difference in the number of shares,  selling price
and  cost  basis in  connection  with the  sale of  Datatec  shares  held by the
Company.

General and Administrative Expenses
-----------------------------------

General and  administrative  expenses  for the three  months ended July 31, 1999
were  $238,111 as compared to $246,058 for the three months ended July 31, 1998.
Professional  fees were  $50,729  for the three  months  ended  July  31,1999 as
compared to $31,745 for the three months  ended July 31, 1998.  The increase was
due  to  additional  services  rendered  in  connection  with  potential  merger
transactions and for services rendered in connection with other legal matters.

For  the  three  months  ended  July  31,1999,  salaries  were $96,969 which was
approximately  the  same  amount as the salaries for the three months ended July
31, 1998, after  giving effect to the inclusion of $32,933 which was listed, for
the three months ended July 31, 1998, under General and Administrative Expenses,
rather than listed specifically under salaries for that period.

Travel and entertainment expenses amounted to $30,446 for the three months ended
July 31, 1999 as compared to $19,224 for the three  months  ended July 31, 1998.
Such increase  resulted from the Company's efforts to develop business or merger
opportunities.





                                        8


<PAGE>


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

During the next twelve months,  in addition to meeting its operating  needs, the
Company will have notes payable in the amount of approximately  $1,300,000.  The
Company will not be able to pay these  obligations  out of  operating  revenues,
and, accordingly, it will have to seek additional financing or sell assets to do
so. The Company owns approximately 100,000 shares of common stock of Datatec and
may, from time to time, sell a portion of such shares. There can be no assurance
that the Company will be able to obtain such financing or sell assets,  in which
event such  obligations  will have a material  adverse effect upon the Company's
operations.

To continue its business, the Company will have to seek additional financing and
there can be no  assurance  that it will be able to obtain  such  financing.  No
assurance can be given as to the number of outstanding warrants, which represent
a potential  source of funds,  that will be exercised.  The Company is exploring
alternatives  to utilizing its equity  investments in connection  with financing
its operations and developing new business opportunities.

In that connection,  the Company signed a merger agreement, dated as of November
30,  1998 (the  Agreement),  with Image  Technology  Corp.  (Image)  whereby the
Company would merge into a subsidiary of Image, and the Company would become the
surviving  corporation.  The Company's  shareholders  would receive,  subject to
adjustment,  approximately  25% of Image's issued and  outstanding  common stock
after the merger.

The  Agreement  is subject to receipt by the  Company's  Board of Directors of a
fairness opinion by an independent  financial  consultant or investment  banking
firm and  shareholder  approval.  The  Agreement  is also subject to approval of
Image's shareholders.

In anticipation of the proposed  merger,  the Company loaned Image,  for working
capital purposes,  the principal amount of $260,000 with interest at the rate of
six and one-half percent (6-1/2%) per annum. The promissory note, dated November
30, 1998,  evidencing  the obligation is due, in the event that the Agreement is
terminated, on or before the 30th day after such termination.

The Agreement  provides that at the time of filing of the  Certificate of Merger
in Delaware, the Company will have at least $1,000,000 of unrestricted free cash
together with a sufficient sum of liquid  tangible assets to pay all outstanding
liabilities and all other fees of the Company in connection with the merger.  In
addition,  Image will use its best efforts to raise a minimum of  $2,000,000  of
additional  capital during the period ending  September 30, 1999,  which has not
occurred.  If Image fails to raise such additional capital,  then the holders of
Image's  common  stock,  at the  date of  execution  of the  Agreement,  will be
entitled to increase their  aggregate  holdings so as to be equivalent to 85% of
the  outstanding  shares  of Image  common  stock at the time of  filing  of the
Certificate  of  Merger,   thereby   reducing  the  holdings  of  the  Company's
shareholders of Image common stock after the merger from 25% to 15%.

Image's  principal  business is conducted  through Court Record Services,  Inc.,
which is one of the  leading  providers  of Records  and Briefs for the  Federal
Courts of  Appeal  and the U.S.  Supreme  Court to law  libraries  and the legal
profession.   Image   has   significant   assets   in   its   vast   collections


                                        9

<PAGE>


of microfilmed  and digitized  Records and Briefs of the U.S.  Federal Courts of
Appeal and the U.S.  Supreme  Court.  The  collection  also  includes  cases for
appellate courts of the states of New York and Pennsylvania. These assets enable
Image through its  CourtRecordServices.com  web site to offer Records and Briefs
instantaneously through the Internet to the attorney, professor or law librarian
who requires such information.

The assets of the Company  will assist Image to achieve its goal of becoming the
proprietary supplier of judicial Records and Briefs over the Internet.

For the three months ended July 31,1999 the Company used cash from operations in
the amount of $236,660 as compared to using  $397,006  from  operations  for the
three  months  ended  July 31,  1998.  The  Company  provided  $59,496  from its
financing  activities  for the three  months  ended July 31, 1999 as compared to
using  $1,271,467 from its financing  activities for the three months ended July
31, 1998. These amounts also reflect a reduction of the Company's notes payable.

For the three months ended July 31,1999,  the Company provided $144,238 from its
investing  activities as compared to providing  $1,280,888  for the three months
ended July 31, 1998.  Included in the amount for the three months ended July 31,
1999 were  proceeds in the amount of $152,775  from the sale of 50,000 shares of
Datatec  stock.  Cash flows for the three  months  ended July 31, 1998  included
$1,285,663 from the sale of 294,313 shares of Datatec stock held by the Company.

During 1998 in  consideration of providing an open line of credit of $225,000 to
the Company,  the Company issued to the wife of one of its officers  warrants to
purchase  100,000  shares of the Company's  common stock at an exercise price of
$.20 per share.  The time for exercise of such warrants expires in 2002. At July
31,  1999,  the  Company's  obligation  under  this line of credit  amounted  to
approximately  $96,700.  This  obligation is included under notes payable other,
and is secured by 40,000 shares of Datatec common stock owned by the Company.

The Company  intends  either to pay off its note  obligations  or to convert the
notes (including  accrued interest  thereon) into Common Stock at a rate of five
shares of Common Stock in connection  with a proposed  meeting of  stockholders.
There can be no  assurance  that the  Company  will be able to  effectuate  such
payment or  conversion.  Litigation  by  noteholders  to enforce the notes would
materially  adversely  affect the Company's  operations.  In connection with the
acquisition  of certain  outstanding  notes of the  Company  by  Medical  Device
Alliance,  Inc.  (MDA),  all of which  are past due,  aggregating  approximately
$1,600,000  at April 30,  1998,  the  Company  delivered  228,571  shares of its
Datatec  stock  in May  1998,  in  transferable  form,  as  collateral  for such
obligations. The Company has been advised that all such shares were subsequently
sold resulting in proceeds to MDA of approximately $976,000 in reduction of such
obligations  which total  approximately  $673,900 at July 31, 1999.  The Company
recognized a gain of approximately $750,000 in connection with the sale of these
shares.




                                       10

<PAGE>


In 1992, the Company, in order to regain listing on the NASDAQ Small Cap System,
to provide for operating  requirements and in contemplation of a possible change
in the  nature of the  Company's  business,  completed  a private  placement  of
securities in October 1992, in which  investors  subscribed for 100 Units,  each
Unit consisting of 50,000 shares of Convertible  Preferred Stock and 25,000 1992
Warrants to purchase  shares of Common  Stock,  for a total of  $3,000,000.  The
warrants  expired on June 30,  1997.  Such private  placement  was closed in two
stages,  the first of which  involved the purchase of 52-1/2 Units and closed in
July 1992,  with the balance of the Units offered (47-1/2 Units) being purchased
in October 1992. At July 31, 1997, approximately 53% of such Preferred Stock was
acquired by MDA. As a result of the consummation of such private placement,  (a)
the Redeemable  Class A Warrant  exercise price has been adjusted from $1.00 per
share to $.53 per share and the number of shares of Common Stock  issuable  upon
exercise of Redeemable Class A Warrants has been increased from 3,438,900 shares
to 6,488,517  shares of Common Stock so that each holder of a Redeemable Class A
Warrant  will be able to purchase  1.8868  shares of Common Stock for $1.00 upon
exercise of each Warrant and (b) the Redeemable  Class B Warrant  exercise price
has been  adjusted  from  $1.50 per  share to $.75 per  share and the  number of
shares of Common Stock issuable upon exercise of Redeemable Class B Warrants has
been increased from 1,719,450 shares to 3,438,900 shares of Common Stock so that
each holder of a  Redeemable  Class B Warrant will be able to purchase one share
of Common Stock per warrant upon exercise of such  Warrant.  It is expected that
as a result of the proposed merger with Image,  referred to above, there will be
a further  adjustment  in the exercise  price and the number of shares  issuable
upon such exercise.

The Company  entered into a common stock purchase  agreement  (the  "Agreement")
with Datatec  governing  certain equity  investments which the Company has made,
and in the future  intends to make,  in Datatec  common  stock.  Pursuant to the
Agreement,  in January 1994 the Company  converted  outstanding  indebtedness of
Datatec owed to the Company into equity of Datatec which,  upon  consummation of
the Datatec merger with Sellectek  Incorporated,  resulted in the Company owning
approximately  28% of the  outstanding  shares  of  Datatec  or 18.5% on a fully
diluted basis. In addition, the Agreement gives Datatec the right to require the
Company to purchase an  additional  number of shares of common  stock of Datatec
equal to 13.5% of the then outstanding shares (the "Additional  Shares"), or 10%
on a fully diluted basis, for an aggregate of  approximately  $8.4 million after
giving effect to certain fees (the  "Additional  DCI  Investment").  Datatec may
require this purchase if, and then only to the extent that, the Company receives
proceeds  from the  exercise  of  existing  Company  warrants.  There  can be no
assurance  that any or all of such warrants  will be exercised.  The Company has
issued warrants to the public to purchase  6,448,517 shares of Common Stock at $
 .53 per share and warrants to purchase 3,438,900 shares of Common Stock at $ .75
per share. Such warrants will expire on March 31, 2000, as extended. The Company
has the right to  retain  the  first  $500,000  of  warrant  exercise  proceeds;
however,  such amount  must be used by the Company to purchase  shares of Common
Stock of Datatec if the aggregate amount of warrant exercise proceeds applied to
the purchase of Datatec  common  stock,  after the earlier of the  expiration of
exercise  of  all  warrants  or  24  months  after  the   effectiveness  of  the
registration  statement  covering the Common Stock  underlying the warrants,  is
less  than $8.4  million.  In view of the fact  that,  at the  present  time and
throughout 1998, the price of the Common Stock has been below the exercise price


                                       11

<PAGE>


of the warrants, it is impossible to predict  the  timing of  exercise of any of
the  outstanding  warrants,  or  if such  warrants  will ever be exercised.  The
Company anticipates such an event will not arise for at least two years and that
should such eventuality arise, the Company will attempt to meet such  obligation
either   through  loans  (which   may  be  secured  by all or a  portion  of its
Datatec  equity), equity financings  or some  combination  thereof.  If  Datatec
does not require the Additional DCI Investment, the Company may still  purchase,
on the same terms, the Additional Shares.

DEFERRED INCOME TAX ASSETS

Deferred  income  tax assets as of April 30,  1998 and April 30,  1999 have been
reduced to zero due to uncertainties concerning their realization.


                                       12




<PAGE>



PART II. OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

                  Exhibits:

                           Financial Data Schedule

                  Reports on Form 8-K:

                           None








                                       13




<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.

                                               DIRECT CONNECT INTERNATIONAL INC.
                                                        (Registrant)



Date:    October 13, 1999                              By /s/Peter L. Schneider
         ----------------                                 ---------------------
                                                             Peter L. Schneider
                                                             President and Chief
                                                             Operating Officer

Date:    October 13, 1999                              By /s/Barry A. Rosner
         ----------------                                 ------------------
                                                             Barry A. Rosner
                                                             Treasurer and Chief
                                                             Financial Officer








                                       14