FORM 10-QSB


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                             ----------------------

             Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                For the Quarterly Period Ended December 31, 1999

                         Commission File Number 33-16757

                           ONE WORLD ONLINE.COM, INC.
       (Exact name of small business issuer as identified in its charter)


      Nevada                                             87-0411771
(State or other jurisdiction of               (IRS Employer Identification No.)
 incorporation or organization)


                4778 North 300 West, Suite 200, Provo, Utah 84604
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (801) 852-3540
              (Registrant's telephone number, including area code)

     Check whether the issuer (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the Exchange  Act 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 __

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of February 15, 2000: 15,475,000.






<PAGE>

PART I -- FINANCIAL INFORMATION

Item 1.  Financial Statements.




                                                      ONE WORLD ONLINE.COM, INC.
                Index to Condensed Consolidated Financial Statements (unaudited)

--------------------------------------------------------------------------------


                                                                            Page
                                                                            ----

Condensed Consolidated Balance Sheet (unaudited)                               3

Condensed  Consolidated  Statement  of  Operations
for the Three  Months  Ended December 31, 1999 (unaudited)                     4

Condensed Consolidated Statement of Operations for
the Six Months Ended December 31, 1999 (unaudited)                             5

Condensed Consolidated Statement of Cash Flows for
the Six Months Ended December 31, 1999 (unaudited)                             6

Notes to Condensed Consolidated Financial Statements
(unaudited)                                                                    7



--------------------------------------------------------------------------------

                                        2

<PAGE>
<TABLE>
<CAPTION>

                                                                                      ONE WORLD ONLINE.COM, INC.
                                                                Condensed Consolidated Balance Sheet (unaudited)

                                                                                               December 31, 1999
----------------------------------------------------------------------------------------------------------------

              Assets
<S>                                                                                                    <C>
Current assets:
         Cash                                                                                        $   519,000
         Accounts receivable                                                                              11,000
         Inventory                                                                                       220,000
         Other current assets                                                                             12,000
                                                                                                     -----------

                          Total current assets                                                           762,000
                                                                                                     -----------

         Equipment, net                                                                                  603,000
         Other assets                                                                                    242,000
                                                                                                     -----------

                           Total assets                                                              $ 1,607,000
                                                                                                     -----------


----------------------------------------------------------------------------------------------------------------

              Liabilities and Stockholders' Equity

Current liabilities:
         Accounts payable                                                                            $   118,000
         Accrued liabilities                                                                             232,000
         Current portion of capital lease obligation                                                       6,000
                                                                                                     -----------

                          Total current liabilities                                                      356,000
                                                                                                     -----------

Capital lease obligation                                                                                   7,000
                                                                                                     -----------

Stockholders' equity
         Common stock                                                                                     15,000
         Additional paid in capital                                                                    5,558,000
         Accumulated deficit                                                                          (4,329,000)
                                                                                                     -----------

                           Total stockholders' equity                                                  1,244,000
                                                                                                     -----------

                           Total liabilities and stockholders' equity                                $ 1,607,000
                                                                                                     -----------


----------------------------------------------------------------------------------------------------------------
 See accompanying notes to condensed consolidated financial statements

                                                                     3
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                                                                      ONE WORLD ONLINE.COM, INC.
                                                      Condensed Consolidated Statement of Operations (unaudited)

                                                                    For the Three Months Ended December 31, 1999
----------------------------------------------------------------------------------------------------------------


<S>                                                                                               <C>
Revenue                                                                                           $      367,000

Cost of sales                                                                                            234,000
                                                                                                  --------------

                                         Gross margin                                                    133,000

Distributor incentives                                                                                  (105,000)
Selling, general and administrative expenses                                                          (1,384,000)

Other Income                                                                                              14,000
                                                                                                  --------------

                                          Loss before income taxes                                    (1,342,000)

Income tax benefit                                                                                            -
                                                                                                  --------------

                                         Net Loss                                                 $   (1,342,000)
                                                                                                  --------------

Loss per share - basic and diluted                                                                $        (0.09)
                                                                                                  --------------

Weighted average shares -  basic and diluted                                                          15,475,000
                                                                                                  --------------







----------------------------------------------------------------------------------------------------------------
See accompanying notes to condensed consolidated financial statements

                                                                     4
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                                                                      ONE WORLD ONLINE.COM, INC.
                                                      Condensed Consolidated Statement of Operations (unaudited)

                                                                      For the Six Months Ended December 31, 1999
----------------------------------------------------------------------------------------------------------------




<S>                                                                                               <C>
Revenue                                                                                           $      685,000

Cost of sales                                                                                            524,000
                                                                                                  --------------

                                     Gross margin                                                        161,000

Distributor incentives                                                                                  (222,000)
Selling, general and administrative expenses                                                          (2,655,000)

Other Income                                                                                              56,000
                                                                                                  --------------

                                      Loss before income taxes                                        (2,660,000)

Income tax benefit                                                                                            -
                                                                                                  --------------

                                     Net Loss                                                     $   (2,660,000)
                                                                                                  --------------

Loss per share - basic and diluted                                                                $        (0.17)
                                                                                                  --------------

Weighted average shares -  basic and diluted                                                          15,475,000
                                                                                                  --------------


----------------------------------------------------------------------------------------------------------------
 See accompanying notes to condensed consolidated financial statements

                                                                     5

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                                                                      ONE WORLD ONLINE.COM, INC.
                                                      Condensed Consolidated Statement of Cash Flows (unaudited)

                                                                      For the Six Months Ended December 31, 1999
----------------------------------------------------------------------------------------------------------------


<S>                                                                                               <C>
Cash flows from operating activities:
             Net loss                                                                             $   (2,660,000)
             Adjustments to reconcile net loss to
                          net cash used in operating activities:
                                      Depreciation                                                       110,000
                                      Change in:
                                                  Accounts receivable                                    (11,000)
                                                  Inventory                                               32,000
                                                  Other current assets                                     5,000
                                                  Other assets                                           (91,000)
                                                  Accounts payable                                         6,000
                                                  Accrued liabilities                                    106,000
                                                                                                  --------------

                                                               Net cash used in
                                                               operating activities                   (2,503,000)
                                                                                                  --------------

Cash flow from investing activities:

             Purchase of equipment                                                                      (235,000)
                                                                                                  --------------

Cash flow from financing activities:

             Principal payments on capital lease obligation                                               (2,000)
                                                                                                  --------------

Net decrease in cash                                                                                  (2,740,000)

Cash, beginning of period                                                                              3,259,000
                                                                                                  --------------

Cash, end of period                                                                               $      519,000
                                                                                                  --------------





----------------------------------------------------------------------------------------------------------------
See accompanying notes to condensed consolidated financial statements

                                                                     6

</TABLE>
<PAGE>
                                                      ONE WORLD ONLINE.COM, INC.

                Notes to Condensed Consolidated Financial Statements (unaudited)

--------------------------------------------------------------------------------

(1)  Interim Condensed Consolidated Financial Statements

The unaudited condensed  consolidated  financial statements include the accounts
of One World  Online.com,  Inc.  and  subsidiaries  and include all  adjustments
(consisting of normal  recurring items) which are, in the opinion of management,
necessary to present  fairly the financial  position as of December 31, 1999 and
the results of operations  for the three and six months ended  December 31, 1999
and cash  flows for the six months  ended  December  31,  1999.  The  results of
operations  and cash flows for the six months  ended  December  31, 1999 are not
necessarily indicative of the results to be expected for the entire year.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have  been  condensed  or  omitted  pursuant  to  the  Securities  and  Exchange
Commission  rules  and  regulations.   These  unaudited  condensed  consolidated
financial  statements  should  be  read in  conjunction  with  the  consolidated
financial  statements and notes thereto  included in the Company's June 30, 1999
Annual report on Form 10-KSB.  The accounting  policies  followed by the Company
are set forth in Note 2 to the Company's  consolidated  financial  statements in
its June 30, 1999 Annual report on Form 10-KSB.

(2)  Basic and Diluted Net Loss Per Common Share

Net loss per share is based on the weighted average number of shares outstanding
at December 31, 1999.  Stock options are not included in the  calculation of net
loss per common share because their  inclusion  would be  antidilutive,  thereby
reducing  the net loss  per  common  share.  Therefore,  there is no  difference
between basic and diluted net loss per common share for the periods presented in
which the Company  incurred a net loss.  The Company  has common  stock  options
outstanding  at  December  31,  1999 that,  if  exercised,  would  result in the
issuance of an additional 4,177,500 shares of common stock.

(3)  Comparative Financial Information

The  Company  began  operations  on  November  12,  1998  (date  of  inception),
therefore, comparative financial information for the three and six month periods
ended December 31, 1998, would be for the period from November 12, 1998 (date of
inception) to December 31, 1998.  This  information  is not presented due to the
immaterial  amounts  in the 1998  financial  statements.  In  addition  the 1998
financial  statements would not be comparative to the 1999 financial  statements
due to the different time periods covered (92 days in 1999 and 49 days in 1998).











--------------------------------------------------------------------------------

                                        7








<PAGE>



Item 2. Management's Discussion and Analysis or Plan of Operation.

         The  following  discussion  and  analysis  provides  information  which
management  believes is  relevant  to an  assessment  and  understanding  of the
Company's  consolidated  results of  operations  and  financial  condition.  The
discussion  should  be read  in  conjunction  with  the  condensed  consolidated
financial  statements and  accompanying  notes and  Management's  Discussion and
Analysis or Plan of Operation for the year ended June 30, 1999. Wherever in this
discussion  the term  "Company" is used, it should be understood to refer to One
World  Online.com,  Inc.  ("One World") and its wholly owned  subsidiaries,  One
World Online  Incorporated dba One World Online Marketing ("OWOL Marketing") and
I Ventures,  Inc. dba One World Online Technologies ("OWOL Technologies"),  on a
consolidated  basis, except where the context clearly indicates  otherwise.  The
Company's  December  31,  1999  unaudited   condensed   consolidated   financial
statements  assumes  the  acquisition  of One World by OWOL  Marketing  and OWOL
Technologies  on November 12, 1998.  Assets and  liabilities of One World,  OWOL
Marketing and OWOL Technologies are reported at their historical book value. See
Note 1 to the  Company's  Notes  to  Consolidated  Financial  Statements  in the
Company's June 30, 1999 Annual Report on Form 10-KSB.

         The Company began  operations on November 12, 1998 (date of inception),
therefore, comparative financial information for the three and six month periods
ended  December  31,  1998 would be for the period  from  November  12,  1998 to
December 31, 1998. Comparative 1998 financial information is not discussed below
due to the immaterial amounts in the 1998 financial statements. In addition, the
1998 financial  information is not comparative to the 1999 financial information
due to the different periods covered (92 days in 1999 and 49 days in 1998).

Overview

         Since inception,  the Company,  has focused primarily on developing its
main product line of  e-commerce  sites,  building the One World  Community  and
related   software,    building   a    high-performance,    scaleable   hardware
infrastructure,   hiring  capable  personnel,  developing  its  marketing  plan,
developing technology and e-commerce solutions and raising capital.

Plan of Operation

         The  Company  proposes  to  be  a  nationwide  enhanced  online  portal
pioneering a new Internet service model that rewards its customers with what the
Company  believes  is a first of its kind  Community  Dollar  Internet  currency
program,  as described  below.  The Company is seeking to capture a piece of the
projected $5 trillion  e-commerce  market by taking its  full-solution  Internet
products  and  services  that are  currently  in  development  to the  masses by
offering a one-stop source for Internet  Solutions and building loyalty with its
Community Dollar program.  The Company's  Internet  Solutions are in the initial
stages of implementation and include nationwide  enhanced ISP service; a virtual
online shopping community at  www.oneworldonline.com  that provides over 225,000
products;  an Internet  radio  station,  library,  arcade,  and more; a Web site
creation and hosting service;  a provider of e-commerce  solutions for small and
mid-sized  businesses;  and an Internet  marketing  and  training  resource  for
businesses and individuals.  The Company  utilizes the high  performance  global
network of fiber,  satellite and switching facilities of PSINet, Inc., the first
and largest  independent  facilities based commercial  Internet Super Carrier to
provide internet connectivity services to its customers.

         The Company has instituted a concept called Community  Dollars.  When a
customer purchases One World's  web-related  products and services,  such as ISP
service,  web sites,  hosting,  Internet  training,  and others,  their personal
online shopping account is credited with Community  Dollars.  As customers watch
their account balance grow and use their Community  Dollars to purchase products
from the One World Online.com Preferred  Community,  they are expected to become
more loyal to the value offered by One World.

                                       8
<PAGE>

Liquidity and Capital Resources

         Since  inception,  the Company has  financed its  operations  primarily
through  the  private  placement  of its  common  stock and sale of  convertible
promissory  notes.  For the six months ended December 31, 1999, the Company used
net cash for operating  activities of  $2,503,000.  As of December 31, 1999, the
Company's current liabilities totaled $356,000.  The Company's other liabilities
were  comprised of a $7,000  capital lease  obligation.  The Company had working
capital as of December 31, 1999 of $406,000.

         The  Company's  capital   requirements   depend  on  numerous  factors,
including  market  acceptance  of the Company's  web site,  technical  services,
online community,  training programs and ISP service.  Capital requirements also
depend on the amount of resources needed for its product  development  programs.
As of February  15,  2000,  the Company had not  committed to spend any material
amounts on capital  expenditures.  As of December 31,  1999,  the Company had an
estimated  $30,562 in Community  Dollar  obligations  that  comprise part of the
Company's reported accrued liabilities.  The Company is also highly dependent on
its Internet Marketing  Consultants ability to market its products and services.
The Company  expects to experience an increase in its capital  expenditures  and
operating  expenses  consistent  with the growth of its operations and staffing,
and anticipates that this will continue for the foreseeable future. There can be
no  assurance,  however,  that the  Company  will  continue  to grow or that its
products and services will be accepted by the market place.

         From  January  2000  through  February  15,  2000,  the Company  raised
$719,000  through  the sale of 10%  Secured  Convertible  Promissory  Notes (the
"Notes").  The Notes are  convertible  into the  Company's  common  stock at the
conversion rate of $3.00 per share. The Notes are secured by  substantially  all
of the assets of One World. Principal and accrued interest is due and payable in
a single balloon payment on February 1, 2002. Any inability to pay off the Notes
when  they  become  due will have a  material  adverse  effect  on the  Company,
including possibly  requiring the Company to significantly  curtail or cease its
operations  and  possibly  resulting  in the  foreclosure  by  Note  holders  of
substantially all of One World's assets.

         The Company believes that existing funds and anticipated  revenues will
be  sufficient  to support the  Company's  operations  through  March 2000.  The
Company  will  need to raise  significant  additional  funding  to  support  its
operations  during the next  twelve  months.  Such  additional  funding  will be
required to fully execute its business plan which includes  continuing its focus
as a  seller  of ISP  access  and  services,  building  the  virtual  One  World
Online.com  Community and developing and selling web sites and related  products
and services. The Company has no material current contractual  arrangements with
respect to additional  financing and there can be no assurance  that  additional
financing  will be available  on  commercially  reasonable  terms or at all. Any
inability to obtain additional  financing will have a material adverse effect on
the Company,  including possibly requiring the Company to significantly  curtail
or cease its operations.

         The Company's  liquidity and capital resources will also be affected by
the One World Online Charitable Foundation,  a charitable organization ("OWOCF")
that established  under Section  509(a)(3) of the Internal Revenue code of 1986,
as amended (the "Code").  OWOCF was  established  in May 1999 by the founders of
the  Company to act as the  charitable,  community  service arm of the One World
Online.com,  Inc. community. OWOCF owns all of the equity ownership of One World
Online Charities,  LLC ("OWOC"),  a Utah limited liability  company,  and is the
sole  manager  of  OWOC.  The  Company  has  grand-fathered  OWOC  as the  first
distributor  frontline to the Company in the  Company's  relationship  marketing
organization  of independent  distributors.  This means that OWOC will receive a
monthly  payment from the Company based on the sales of the  distributors  below
OWOC in the  Company's  network  marketing  organization.  In the  three and six
months ended December 31, 1999, $4,218 and $6,851, respectively, was contributed
by the  Company to OWOC.  These  payments  could be as much as 22% of the shared
revenue paid out to the independent  distributors of the Company,  however,  the
actual  percentage paid to OWOC will likely be  significantly  less in any given
month.  The  Company has a perpetual  right to  purchase  all of the  membership
interest  owned by OWOCF in OWOC for the fair  market  value of this  membership
interest at the time the  Company  elects to purchase  this  interest.  The fair
market value will be determined by mutual  agreement,  or if agreement cannot be
reached, by a panel of three arbitrators.

                                       9
<PAGE>

         In addition to the monthly payments  referenced in the prior paragraph,
the Company made discretionary payments to OWOCF in the amount of $41,666 during
the three and six months ended December 31, 1999. These  discretionary  payments
were  used by  OWOCF  to fund  its  operations  and to make  donations  to other
charities that are not affiliated with the Company or its founders,  officers or
directors.  During  the  first  quarter  of 2000  the  Company  expects  to make
discretionary contributions to OWOCF of at least $43,000.

         The  Company may  experience  variations  on a  quarterly  basis in its
results  of  operations,  in  response  to a) the  timing of  Company  sponsored
distributor  events,  b) new product  introductions,  c) the  adverse  effect of
Internet Marketing Consultants or the Company's failure, or allegations of their
failure,  to comply with  applicable  government  regulations,  d) the  negative
impact  of  changes  in or  interpretations  of  regulations  that may  limit or
restrict the sale of certain Company  products,  e) the operation of the network
marketing  system,  f)  the  recruiting  and  retention  of  Internet  Marketing
Consultants,   and  g)  consumer  perceptions  of  the  Company's  products  and
operations.

     The Company  does not expect any  significant  changes in the number of its
employees during the next twelve months.

Year 2000

         The  Company had  developed  plans to address  the  possible  exposures
related to the impact on its computer  systems of the Year 2000.  Since entering
the year 2000,  the Company has not  experienced  any major  disruptions  to its
business  nor is it  aware  of any  significant  Year  2000-related  disruptions
impacting  its  customers  and  suppliers.  Furthermore,  the  Company  did  not
experience  any  material  impact on business at calendar  year end. The Company
will continue to monitor its critical  systems over the next several  months but
does not anticipate any significant  impacts due to Year 2000 exposures from its
internal systems as well as from the activities of its suppliers and customers.

Forward-Looking Statements

         When used in this Form 10-KSB, in other filings by the Company with the
SEC,  in  the  Company's   press   releases  or  other  public  or   stockholder
communications,  or in oral  statements  made with the approval of an authorized
executive officer of the Company, the words or phrases "would be," "will allow,"
"intends to," "will likely  result," "are  expected  to," "will  continue,"  "is
anticipated,"  "estimate,"  "project,"  or similar  expressions  are intended to
identify  "forward-looking   statements"  within  the  meaning  of  the  Private
Securities Litigation Reform Act of 1995.

         The  Company  cautions  readers  not to  place  undue  reliance  on any
forward-looking  statements,  which speak only as of the date made, are based on
certain  assumptions and expectations  which may or may not be valid or actually
occur,  and which  involve  various risks and  uncertainties,  including but not
limited  to  regulation  and legal  uncertainties,  reliance  on key  personnel,
uncertainties  regarding Company's ability to develop a market, possible lack of
acceptance of the Company's  products,  uncertainties in connection with the use
of  the  Internet  as a  medium  of  commerce  and  communications,  the  highly
competitive nature of the Company's industry,  rapid technological  changes, the
need  for  significant   additional  capital  and  dependence  on  retail  sales
representatives.  Please refer to the  "Management's  Discussion and Analysis or
Plan of Operation" and  specifically the discussion under "Risk Factors" that is
found in the Company's  Annual Report on Form 10-KSB for the year ended June 30,
1999, for more details.  In addition,  sales and other revenues may not commence
and/or  continue as  anticipated  due to delays or otherwise.  As a result,  the
Company's  actual results for future periods could differ  materially from those
anticipated or projected.

         Unless  otherwise  required by  applicable  law,  the Company  does not
undertake,   and   specifically   disclaims  any   obligation,   to  update  any
forward-looking statements to reflect occurrences,  developments,  unanticipated
events or circumstances after the date of such statement.






                                       10
<PAGE>


                          PART II -- OTHER INFORMATION

Item 1. Legal Proceedings.

         On January  28,  2000,  the Company  filed suit  against  Doug  Burdick
("Burdick"),  a former Company consultant,  in the Forth Judicial District Court
in Utah County, Utah. The Company alleges,  among other things, that Burdick has
wrongfully  attempted to use  intellectual  property and ideas that are owned by
the Company for Burdick's own personal  benefit and gain. The Company is seeking
$500,000 in damages relating to Burdick's alleged breach of contract,  breach of
duties  of good  faith  and fair  dealing,  extortion,  slander,  disparagement,
tortuous  interference of contract and economic relations and injunctive relief.
The Company was granted a temporary  restraining  order that expires on February
27, 2000 prohibiting Burdick from, among other things,  contacting  investors or
certain  consultants  of the  Company or making  negative  statements  about the
Company. An evidentiary hearing relating to the temporary  restraining order has
been scheduled for February 25, 2000.

         The  lawsuit  is  subject  to all of the  risks  and  uncertainties  of
litigation and the outcome cannot presently be predicted. Specifically, there is
no  assurance  that the Company will be  successful  in this lawsuit or that the
lawsuit  will be  resolved  on  acceptable  terms,  and the  Company  may  incur
significant  costs in  asserting  its claims.  The Company is not engaged in any
other legal proceedings.

Item 2. Changes in Securities.

         During the three months ending  December 31, 1999, the Company  granted
stock options  exercisable  for 342,500 shares of the Company's  common stock at
exercise  prices of between  $5.00 and $5.75 per share.  The stock option grants
were exempt from registration  under Rule 506 of Regulation D, Sections 4(2) and
4(6) of the  Securities  Act of 1933 and/or  because the stock option grants did
not constitute  sales under Section 5 of the Securities Act of 1933. The Company
did not use an underwriter in connection with its grant of stock options.

Item 3. Defaults Upon Senior Securities.

         None.

Item 4. Submission of Matters to Vote of Securityholders.

         None.

Item 5. Other Information.

         None.

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

         (a)      Index To Exhibits

                                       11
<PAGE>


EXHIBIT NO.                       DESCRIPTION OF EXHIBIT
-----------                       ----------------------

2.1                     Agreement and Plan of Reorganization Between the Company
                        and OWOL Marketing (Schedules are omitted) (Incorporated
                        by referenced  to Exhibit 2.1 of the  Company's  Current
                        Report on Form 8-K, dated June 29, 1999)

2.2                     Agreement and Plan of Reorganization Between the Company
                        and   OWOL   Technologies    (Schedules   are   omitted)
                        (Incorporated  by  referenced  to  Exhibit  2.2  of  the
                        Company's  Current  Report on Form 8-K,  dated  June 29,
                        1999)

3(i).1                  Articles of Incorporation of One World  (Incorporated by
                        referenced  to Exhibit  3(i).1 of the  Company's  Annual
                        Report on Form 10-KSB dated June 30, 1999)

3(i).2                  Articles of  Amendment to Articles of  Incorporation  of
                        One World  (Incorporated by referenced to Exhibit 3(i).1
                        of the Company's  Current Report on Form 8-K, dated June
                        29, 1999)

3(i).3                  Articles   of    Incorporation    of   OWOL    Marketing
                        (Incorporated  by  referenced  to Exhibit  3(i).3 of the
                        Company's  Annual  Report on Form 10-KSB  dated June 30,
                        1999)

3(i).4                  Articles   of   Incorporation   of   OWOL   Technologies
                        (Incorporated  by  referenced  to Exhibit  3(i).4 of the
                        Company's  Annual  Report on Form 10-KSB  dated June 30,
                        1999)

3(i).5                  Articles of Amendment  to the Articles of  Incorporation
                        of OWOL  Technologies  (Incorporated  by  referenced  to
                        Exhibit  3(i).5 of the  Company's  Annual Report on Form
                        10-KSB dated June 30, 1999)

3(ii).1                 Bylaws  of One  World  (Incorporated  by  referenced  to
                        Exhibit  3(ii).1 of the Company's  Annual Report on Form
                        10-KSB dated June 30, 1999)

3(ii).2                 Bylaws of OWOL Marketing  (Incorporated by referenced to
                        Exhibit  3(ii).2 of the Company's  Annual Report on Form
                        10-KSB dated June 30, 1999)

3(ii).3                 Bylaws of OWOL Technologies  (Incorporated by referenced
                        to Exhibit  3(ii).3 of the  Company's  Annual  Report on
                        Form 10-KSB dated June 30, 1999)

27.1                    Financial Data Schedule

         (b)      Reports on Form 8-K:

                  None.

                                       12
<PAGE>

                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                    ONE WORLD ONLINE.COM, INC.


                                    By     /s/ David N. Nemelka
                                    ---------------------------
Date: February 18, 2000             David N. Nemelka
                                    President, Chief Executive Officer, Director



                                    By     /s/ Paul D. Korth
Date: February 18, 2000             ---------------------------
                                    Paul D. Korth
                                    Principal Financial and Chief Accounting
                                    Officer



















                                       13
<PAGE>