<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
         OCTOBER 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 October 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 -
                   October 31, 1999 and
                   April 30, 1999                                       3

                   Condensed Consolidated Statements of
                   Operations - Three months Ended October 31,
                   1999 and October  31, 1998; Six months ended
                   October 31, 1999 and October 31, 1998                4

                   Condensed Consolidated Statements
                   of Cash Flows - Six Months
                   ended October 31, 1999 and October 31, 1998          5

                   Notes to Financial Statements                        6

     Item 2.   Management's Discussion
                   and Analysis of Results
                   of Operations and
                   Financial Condition                               7 - 11

PART II. OTHER INFORMATION


    Item 6.   Exhibits and Reports on Form 8-K                         12


    Signatures                                                         13




                                       2

<PAGE>


Part 1. FINANCIAL INFORMATION

        ITEM 1. FINANCIAL STATEMENTS
<TABLE>

                Direct Connect International Inc. and Subsidiary
                           Consolidated Balance Sheets

                 ASSETS

<CAPTION>
                                                                      October 31, 1999      April 30, 1999
                                                                      ----------------      --------------

                                                                                     (Unaudited)
                                                                                     -----------
     <S>                                                                <C>                 <C>

      Current assets
           Cash and cash equivalents                                         $34,474              $47,004
           Notes receivable, including accrued interest-Image                317,657              307,827
               Technology Inc.
           Note receivable, including accrued interest-Omnet Corp.           172,289              313,463
           Investments in Datatec, at cost                                    63,888              191,414
           Prepaid expenses and other current assets                          16,738                6,492
                                                                        -------------
                                                                                            --------------
                     Total current assets                                    605,046              866,200
                                                                        -------------       --------------
      Property and equipment , at cost
           Furniture and fixtures                                             17,425               17,425
           Less: accumulated depreciation                                      9,103                8,583
                                                                        -------------       --------------
                                                                               8,322                8,842
                                                                        -------------       --------------
      Notes receivable -officers                                             103,767               97,662
                                                                        -------------       --------------
                      Total assets                                          $717,135             $972,704
                                                                        =============       ==============

                LIABILITIES and STOCKHOLDERS' EQUITY

      Current liabilities
           Accounts payable                                                 $355,027             $339,207
           Accrued expenses and taxes payable                                269,269              285,005
           Notes payable-officers and stockholders                            30,000               30,000
           Notes payable, including accrued interest-other                 1,180,070            1,210,196
                                                                        -------------       --------------
                     Total current liabilities                             1,834,366            1,864,408
                                                                        -------------       --------------
                     Total liabilities                                     1,834,366            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                                            (6,292,242)          (6,066,715)
                                                                        -------------       --------------
                    Total stockholders' equity (deficit)                  (1,117,231)            (879,704)
                                                                        -------------       --------------
                    Total liabilities and stockholders'
                        equity                                              $717,135             $972,704
                                                                        =============       ==============

</TABLE>



                                       3
<PAGE>

<TABLE>

                Direct Connect International Inc. and Subsidiary
                      Consolidated Statements of Operations


<CAPTION>
                                            For the Three Months Ended                 For the Six Months Ended
                                            --------------------------                 ------------------------
                                         October 31, 1999    October 31,1998     October 31, 1999   October 31, 1998

                                                    (Unaudited)                              (Unaudited)

<S>                                      <C>                <C>                  <C>                 <C>

Sales                                              $0                 $0                    $0                   $0
                                         -------------      -------------        --------------      ---------------
Costs and expenses
   Depreciation                                   260                 ---                  520                  ---
   General and administrative expenses        220,669             218,163              458,520              464,221
                                         -------------      --------------       --------------      ---------------
                                              220,929             218,163              459,040              464,221
                                         -------------      --------------       --------------      ---------------
Operating loss                               (220,929)           (218,163)            (459,040)            (464,221)
Gain (loss) on sale of securities             148,325            (106,918)             252,795              706,362
Interest income                                10,593               5,568               22,164                7,430
Other income                                      ---              15,000                  ---               15,000
Interest expense                              (20,367)            (14,650)             (41,446)             (74,195)
                                         -------------      --------------       --------------      ---------------
Net income  (loss)                           ($82,378)          ($319,163)           ($225,527)             $190,376
                                         =============      ==============       ==============      ===============
Earnings (loss) per common share               ($0.01)             ($0.04)              ($0.02)                $0.01
                                         =============      ==============       ==============      ===============




</TABLE>


                                       4

<PAGE>

<TABLE>


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


<CAPTION>

                                                                                       For The Six Months ended
                                                                                       ------------------------

                                                                         October 31, 1999              October 31, 1998

                                                                         ----------------              ----------------
                                                                                           (Unaudited)
<S>                                                                      <C>                           <C>

Cash flows from operating activities
     Net income (loss)                                                         ($225,527)                   $190,376
                                                                         ----------------              ----------------
     Adjustments to reconcile net income (loss)
         to net cash provided by (used in) operating activities:
           Depreciation                                                              520                        ---
           Gain on sale of Datatec stock                                        (252,795)                   (706,362)
     (Increase) decrease in assets
           Prepaid expenses and other current assets                             (10,246)                     43,463
      Increase (decrease) in liabilities
           Accounts payable                                                       15,820                     (26,208)
           Accrued expenses and taxes payable                                    (15,736)                    (34,823)
                                                                          =================            ================
      Total adjustments                                                          (262,437)                  (723,930)
                                                                          =================            =================
      Net cash used in operating activities                                      (487,964)                  (533,554)
                                                                          ------------------           -----------------

Cash flows from investing activities
     Notes receivable-officers, increases                                         (12,105)                    (7,109)
     Notes receivable-officers, decreases                                           6,000                        ---
     Increase in due from Omnet                                                    (8,826)                  (303,793)
     Decrease in due from Omnet                                                   150,000                        ---
     Proceeds from sale of Datatec stock                                          380,321                  1,776,969
     Increase in notes receivable-Image                                            (9,830)                       ---
     Acquisition of equipment                                                       ---                       (9,857)
                                                                           ------------------          ------------------
     Net cash provided by investing activities                                    505,560                  1,456,210
                                                                           ------------------          ------------------
Cash flows from financing activities
     Increase in notes payable-other                                               96,552                      5,300
     Decrease in notes payable-other                                             (126,678)                (1,270,663)
                                                                           ------------------          ------------------
     Net cash used in financing activities                                        (30,126)                (1,265,363)
                                                                           ------------------          ------------------
Net decrease in cash and cash equivalents                                         (12,530)                  (342,707)
Cash and cash equivalents, beginning of period                                     47,004                    437,869
                                                                           ------------------          ------------------
Cash and cash equivalents at end of period                                        $34,474                    $95,162
                                                                           ==================          ==================
Supplemental disclosures of cash flows information
     Cash paid during the six 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 October 31, 1999, (b) the results of operations for the three months
         and six months  ended  October  31,  1999 and  October 31, 1998 and (c)
         changes in cash flows for the six months  ended  October  31,  1999 and
         October 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 October 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
         $5,340,000 at December 31, 1998 and which expire  during  various years
         through 2012.

5.       As reported, the Company holds shares of common stock of Glasgal
         Communications, Inc., now Datatec Systems, Inc. (Datatec).




                                       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 and six months ended
October  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.

The  Company  estimates  that  it  has  sufficient  funds  to  pay  general  and
administrative  expenses,  after giving effect to  reductions in such  expenses,
through April  30,2000,  although there can be no assurance that it will be able
to do so.

Net Sales
---------

Net sales for the three and six months ended October 31,1999 and October 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  October  31,1999,  the  Company  did not have a backlog  of orders  from its
customers.

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

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


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

Other  income  (loss)  amounted to  approximately  $159,000 and $275,000 for the
three  and six  months  ended  October  31,1999  as  compared  to  approximately
($100,000) and $713,000 for the three and six months ended October 31,1998.  The
increase for the three  months  ended  October 31, 1999 and the decrease for the
six month ended  October 31,  1998 were 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 and six months ended October
31,1999 were $220,669 and $458,520 as compared to $218,163 and $464,221 for  the
three and six months ended October 31,1998.


                                       7

<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  $1,180,070.  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  18,000 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  notes,  evidencing
the  obligation  are 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 would 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 was to 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 failed to raise such additional capital,  then
the holders of Image's common stock,  at the date of execution of the Agreement,
would 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 of microfilmed

                                       8
<PAGE>


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  would assist Image to achieve its
goal of becoming the  proprietary  supplier of judicial  Records and Briefs over
the Internet.

Because conditions precedent to the consummation of the proposed merger have not
yet been  satisfied,  there can be no assurance  that the merger with Image will
occur.

For the six months ended October  31,1999 the Company used cash from  operations
in the amount of $335,189 as compared to using $533,554 from  operations for the
six months ended  October,  1998.  The Company  used $30,126 from its  financing
activities  for  the  six  months  ended  October,  1999 as  compared  to  using
$1,265,363  from its financing  activities  for the six months ended October 31,
1998. These amounts also reflect a reduction of the Company's notes payable.

For the six months ended October 31,1999, the Company provided $352,785 from its
investing  activities  as compared to  providing  $1,456,210  for the six months
ended  October 31 1998.  Included in the amount for the six months ended October
31, 1999 were  proceeds in the amount of $221,546 from the sale of 82,000 shares
of Datatec stock.  Cash flows for the six months ended October 31, 1998 included
$1,776,969 from the sale of 448,271 shares of Datatec stock held by the Company.

The Company's  payroll tax obligations to the Internal  Revenue Service amounted
to  approximately  $140,000 at October 31, 1999.  The Company is  attempting  to
collect outstanding  indebtedness amounting to approximately $150,000 at October
31, 1999 in order to satisfy such payroll tax obligations.

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. In
October 1999,  such  creditor  acknowledged  to the  Company the value of such
shares in her possession in satisfaction of the obligation.


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


                                       9
<PAGE>

$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  $685,500 at October 31, 1999. The Company
recognized a gain of approximately $750,000 in connection with the sale of these
shares.

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
if the proposed merger with Image,  referred to above, is consummated (and there
can be no assurance that it 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


                                       10
<PAGE>

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 1999, the price of the Common Stock has been below the exercise price
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.








                                       11

<PAGE>



PART II. OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

                  Exhibits:

                           Financial Data Schedule

                  Reports on Form 8-K:

                           None




















                                       12









<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:    December 15, 1999                           By /s/Peter L. Schneider
         -----------------                              ---------------------
                                                           Peter L. Schneider
                                                           President and Chief
                                                           Operating Officer

Date:    December 15 , 1999                          By /s/Barry A. Rosner
         ------------------                             ------------------
                                                           Barry A. Rosner
                                                           Treasurer and Chief
                                                           Financial Officer










                                       13