UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q


           [X] Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934
                  For the quarterly period ended March 31, 2000
                                       or
            [ ] Transition Report Pursuant to Section 13 or 15 (d) of
                       the Securities Exchange Act of 1934

                          Commission file No. 33-17679

                          NORTH AMERICAN DATACOM, INC.
             (Exact name of registrant as specified in its charter)

       Delaware                                       84-1067694
 (State of incorporation)                (I.R.S. Employer Identification Number)

                       751 County Road 989 Iuka, MS 38852
               (Address of principal executive offices) (Zip Code)


                                 (662) 424-5050
                         (Registrant's Telephone Number)



      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  proceeding  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 [ ]





As of May 31, 2000, the Company had approximately  97,994,622 outstanding shares
of common stock.


<PAGE>


                                      INDEX


PART I - CONDENSED FINANCIAL INFORMATION                                  Page


 Item 1.  Unaudited Condensed Financial Information

      Condensed Consolidated Balance Sheets                                3

      Condensed Consolidated Statements of Operations                      4

      Condensed Consolidated Statement of Comprehensive Income             5

      Condensed Consolidated Statement of Changes in Stockholders' Equity  6

      Condensed Consolidated Statements of Cash Flows                      7

      Notes to Condensed Consolidated Financial Statements                8-12

Item 2.  Management's Discussion and Analysis of
        Financial Condition and Results of Operations                     12-14

Item 3.  Quantitative and Qualitative Disclosures about Market Risk        14




PART II - OTHER INFORMATION AND SIGNATURES

      ITEMS 1 through 6                                                   14-15

      Signatures                                                           15

<PAGE>

                           CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

                                     ASSETS

                                                     March 31,        June 30,
                                                       2000             1999
Current Assets:
     Cash                                          $333,226          $722,353
     Accounts Receivable                             15,645                 -
     Notes Receivable (Note 9)                      135,741                 -
     Employee Advances                               42,393           154,033
                                               -------------       -----------
              Total Current Assets                  527,005           876,386
                                               -------------       -----------
Investments (Note 4)                                208,350           322,500
                                               -------------       -----------
Property and Equipment (Note 5):
     Leasehold Property and Improvements             15,986             3,758
     Computers and Equipment                        769,489            38,009
     Communications Equipment                       356,611            94,016
     Conduit and Optic Fiber                     14,269,500                 -
     Other Equipment                                 40,352             6,617
                                               -------------       -----------
                                                 15,451,938           142,400
     Less Accumulated Depreciation and
       Amortization                                 (35,946)           (5,570)
                                               -------------       -----------
         Net Property and Equipment              15,415,992           136,830
                                               -------------       -----------
Other Assets                                        486,812            24,446
                                               -------------       -----------
              Total Assets                      $16,638,159        $1,360,162
                                               =============       ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
     Trade Note Payable (net of
       discount of $850,500)                   $ 14,269,500           $    -

     Accounts Payable (Note 7)                      662,500           25,375
     Accrued Expenses                                51,665           28,235
     Advances from Related Parties                  194,645           16,647
                                                -------------      -----------
              Total Current Liabilities          15,178,310           70,257
                                                -------------      -----------
     Notes Payable                                   30,079                -
                                                -------------      -----------
              Total Liabilities                  15,178,310          100,336
                                                -------------      -----------

Commitments and Contingencies (Note 6 and 8)
Stockholders' Equity (Note 10)
  Convertible Preferred Stock, No Par
  Value; 400,000 Shares Authorized; 51,212
  Shares Issued and Outstanding as of                     -          512,120
  June 30, 1999
Common Stock, $.001 Par Value; 150,000,000
  Shares Authorized; 97,824,622 (as adjusted)
  Shares Issued and Outstanding                   2,838,158          694,251
Other accumulated comprehensive income (Note 4)     (41,650)          47,125
     Retained Earnings (Accumulated Deficit)     (1,336,659)           6,330
                                                -------------      -----------
              Total Stockholders' Equity          1,459,849        1,259,826
                                                -------------      -----------
              Total Liabilities and
               Stockholders' Equity             $16,638,159       $1,360,162
                                                =============     ===========

                  See accompanying notes to financial statements.




<PAGE>




                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)


--------------------------------------------------------------------------------
                              For the Three Months     For the Nine     For the
                                 Ended March 31,        Months Ended      period
                                                                          from
                                                                      inception
                                                                      (September
                                                                        1, 1998)
                                                                         through
--------------------------------------------------------------------------------

                              2000          1999         March 31,     March 31,
                                                           2000           1999

Net Service Revenues         $69,787       $ 1,875     $ 167,997      $  1,875

Cost of Services              22,420             -        29,742             -

Gross Profit                  47,367         1,875       138,255         1,875

Selling, General
  and Administrative Expenses 326,568       70,889     1,009,792        70,889

Operating Loss
                             (279,201)     (69,014)     (871,537)      (69,014)

Other Income (Expenses), Net      (70)           -         6,233             -

                 Net Loss    (279,271)      (69,014)     (865,304)     (69,014)

Basic and Diluted Loss per
  Common Share (Note 2)      $ (0.003)     $ (0.001)     $ (0.010)    $ (0.001)
                              =========      =======    ===========  ==========

Cash dividends per
 common share                   $   -          $  -         $   -      $    -

                 See accompanying notes to financial statements.




<PAGE>



                 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                                   (UNAUDITED)

                                    For the three months     For the nine months
                                       ended March 31,         ended March 31,
                                       2000        1999       2000       1999
                                     ----------  ---------   -------  --------

Net loss
                                    $(279,271)  $(69,014)   $(865,304) $(69,014)

Net unrealized loss on investments
(Note 4)                              (41,650)          -     (41,650)        -
                                     ----------  ---------    ---------  -------

Comprehensive loss
                                    $(320,921)   $(69,014)  $(906,954) $(69,014)
                                    ==========  =========    =========  ========

                 See accompanying notes to financial statements.




<PAGE>


              STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY For the
        Period from Inception (September 1, 1999) through March 31, 2000
                                (Notes 9 and 10)
                                   (UNAUDITED)
<TABLE>
    <S>                     <C>       <C>      <C>             <C>           <C>          <C>              <C>             <C>


                              Preferred            Common Stock           Additional   Accumulated    Net Unrealized   Stockholders'
                                Stock                                                                 Gain (Loss) on
                           Shares     Amount   Shares        Par Value       PIC         Deficit       Investments       Equity


Balances, September 1,     $ -         $ -      $ -             $ -          $ -         $  -              $ -            $ -
1998

 Issuance of                 -           -     500,000          500            -            -                -            500
initial common
        stock

 Exchange of stock for                       3,000,000        3,000        497,000          -                -          500,000
    investments

 Acquistion of
   Freedom                                      50,000           50         61,201          -                -           61,251

 Exchange of notes
for preferred stock      51,212      512,120         -             -           -            -                -          512,120

 Stock issued to               -          -    450,000           450       112,050          -                -          112,500
  employees

 Issuance of stock             -          -     10,000            10         9,990          -                -           10,000
for services

 Sale of common                -          -     20,000            20         9,980          -                -           10,000
stock

 Unrealized gain on
   Investments                 -          -         -              -            -           -            47,125          47,125

     Net loss                  -          -         -              -            -      (225,116)             -         (225,116)

Balances, June 30, 1999     51,212    512,120   4,030,000       4,030      690,221     (225,116)         47,125       1,028,380

Conversion of
preferred stock
 to common stock           (51,212)  (512,120)  2,048,480       2,048      510,072          -                -               -

 Exchange of notes
for common stock                -        -        164,916         165      107,939           -               -         108,104

 Issuance of stock
for services                    -        -         85,000          85       84,915           -               -          85,000

 Sale of common
stock                           -        -        175,500         176      227,324           -               -         227,500

 Acquisition of
Action Communications           -        -        150,000         150      599,850           -               -         600,000


Acquisition of
PRCI                       80,000     20,000    77,662,826     77,663           -       (246,239)            -        (148,576)

 Issuance of
shares for
services rendered              -          -      1,687,934      1,688       99,588           -                -         101,276

 Conversion of
PRCI preferred
stock to
common stock              (80,000)   (20,000)      80,000          80       19,920           -                -              -

 Conversion of
PRCI notes to
common stock                  -           -       170,000          170       9,830           -                -           10,000

 Exercise of
warrants to acquire
common stock                  -           -    11,739,966       11,740     390,504           -                -          402,244

 Net unrealized
loss from
 investments                  -           -            -             -          -            -            (88,775)       (88,775)

 Net loss for nine
months ended March
31, 2000                      -           -            -             -          -        (865,304)             -        (865,304)

Balances, March 31,
2000                        $ -         $ -       $97,994,629    $7,995   $2,740,163   $(1,336,659)      $(41,650)     $1,459,849
                     ============== ============  ============  ========= ==========   ============      =========     ==========
</TABLE>

                See accompanying notes to financial statements.


<PAGE>


                             STATEMENT OF CASH FLOWS
                                   (UNAUDITED)


                                                For the nine    For the period
                                                months ended    from inception
                                               March 31, 2000   (September 1,
                                                                    1998)
                                                                   through
                                                                March 31, 1999

                                              --------------   -----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                       $  (865,304)      $     (69,014)
Adjustments to reconcile net loss to cash
     provided by operations:
          Depreciation and amortization             30,374                   -

  Changes in operating assets and liabilities,
    net of acquisitions:
              Decrease in accounts receivable      (16,001)           (155,908)
              Increase (decrease) in
accounts payable and accrued expenses             (146,448)             14,412
                                              --------------   -----------------

Net cash used in operations                       (997,379)           (210,510)
                                              --------------   -----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
          Purchase of property and equipment      (179,529)            (94,406)
          Purchase of investments                  (52,851)           (750,000)
          Increase in other assets                 (38,037)             (8,947)
          Decrease notes receivable               (129,105)              1,147
                                              --------------   -----------------
Net cash used in investing activities             (399,522)           (852,206)
                                              --------------   -----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
          Increase in advances from related          81,915             396,966
parties
          Proceeds from sale of common stock        979,971             664,250
          Increase in notes payable                (54,112)              20,000
                                              --------------   -----------------

Net cash provided by financing activities         1,007,774           1,081,216
                                              --------------   -----------------

INCREASE (DECREASE) IN CASH for the period
(Note 7)                                          (389,127)              18,500
CASH, beginning of period
                                                    722,353                   -
                                              --------------   -----------------

CASH, end of period                              $  333,226       $      18,500
                                              ==============   =================


                 See accompanying notes to financial statements.


<PAGE>


                          NORTH AMERICAN DATACOM, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.  Basis of Presentation:

      In the  opinion of  management,  the  accompanying  unaudited,  condensed,
consolidated  financial  statements contain all adjustments  (consisting of only
normal recurring  accruals)  necessary to present fairly the Company's financial
position as of March 31, 2000,  and its results of operations for the three- and
nine-month  periods  ending March 31, 2000 and 1999 (1999  represents the period
from  inception  -  September  1,  1998),  and its cash flows for the three- and
nine-month  period ending March 31, 2000 and 1999. The results of operations for
the interim periods are not necessarily indicative of the results to be expected
for the fiscal year.

  The Company

      On March 17, 2000 the Company changed its name to North American  DataCom,
Inc.  from Pierce  International,  Inc.  North  American  DataCom,  Inc. and its
subsidiaries  ("NAD or the "Company")  are  developing a major  southern  United
States  communications  network.  This network combines  state-of-the-art  fiber
optics,  wireless and satellite technologies with traditional business resources
to provide wideband  real-time data  communication.  The Company is engaged,  or
plans to engage,  in the following lines of business:  fiber optic and broadband
wireless  network,  Internet  access,  remote  data  storage,   consulting,  and
telecommunications projects.

Operations

      Effective December 21, 1999, North American Software  Associates,  Limited
("NAS") (incorporated in September 1998) merged into Pierce International,  Inc.
("PRCI") in exchange  for  76,801,017  shares of the PRCI's  common  stock.  The
merger has been  accounted for as a reverse  acquisition,  whereby NAS is deemed
the acquirer because the shareholders of NAS obtained a controlling  interest in
the Company as a result of the merger.

The Company is engaged, or plans to engage, in the following businesses:

Fiber  Optic and  Broadband  Wireless  Network.  The Company is building a fiber
optic and broadband wireless  communications  network,  which will allow for the
high-speed   transmission  of  large  amounts  of  data.  It  is  expected  that
businesses, government agencies and institutions will use the Company network as
a preferred  alternative to existing  telephone and satellite data  transmission
systems.

Internet Access As of March 31, 2000 the Company has provided  Internet  service
to over 1,500 customers in Mississippi, Tennessee and Alabama. Internet services
provided by the Company  include  basic dial-up  access to the Internet  through
standard computer modems, high speed Internet access, and the design and hosting
of websites for customers.

Remote Data  Storage The Company took  delivery of  equipment in December,  1999
having a cost of  approximately  $575,000 that will allow third parties to store
and access  data  stored in digital  form on  computer  systems  maintained  and
operated by the Company in its  facility in Iuka,  Mississippi.  As of March 31,
2000, the Company did not have any agreements  with any third parties  regarding
the storage of computer data.

Consulting The Company plans to assist corporations,  government  agencies,  and
institutions  in upgrading their computer  systems to function more  effectively
with current economic, technical and commercial conditions.

Telecommunication   Projects  The  Company,  through  expansion  of  its  Action
Communication  business,  plans to assist corporations,  government agencies and
institutions   in  the   design   and   installation   of  their  own   internal
telecommunications   networks.   The  Company  plans  to  use   state-of-the-art
technology,  which will enable its clients to transfer and receive large amounts
of data at high speed between both internal and external sources.



<PAGE>


             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (UNAUDITED)

2.  Summary of Significant Accounting Policies:

Investments

      Investments  are  classified  as  available-for-sale  and are  reported at
estimated fair value, with unrealized gains and losses,  net of taxes,  reported
as a separate component of stockholders' equity.  Realized gains and losses, and
declines  in value  judged to be other than  temporary,  are  included  in other
income.  The cost of  securities  sold is based on the  specific  identification
method and interest earned is included in other income.

Revenue Recognition

      Revenue is recognized when services are rendered.

Earnings per Share

      Basic and diluted loss per share of common stock have been computed  based
upon the weighted  average  number of shares  outstanding  during the three- and
nine-month  periods ending March 31, 2000, and 1999 (1999  represents the period
from  inception  -  September  1,  1998).  Common  stock  equivalents  were  not
considered, as their effect would be anti-dilutive.

Stock Options

      Stock options are granted to certain officers and key employees,  and also
to certain  non-employees  in exchange  for  services.  As  permitted  under the
provisions of Statement of Financial  Accounting  Standards No. 123, "Accounting
for Stock-Based  Compensation"  ("SFAS 123"), the Company measures  compensation
cost for  employee  stock-based  compensation  using the  intrinsic  value based
method  of  accounting   prescribed  by  Accounting  Principles  Board  No.  25,
"Accounting for Stock Issued to Employees," and to provide pro forma disclosures
of net income  (loss) and  earnings  (loss) per share as if the fair value based
method of accounting had been applied. Stock options granted to non-employees in
exchange  for  services  are valued at fair value at the time the  services  are
rendered.

Property, Plant and Equipment

      Property,  plant and equipment are recorded at cost and  depreciated  on a
straight-line  basis for book purposes and accelerated  methods for tax purposes
over the following  estimated useful lives:  conduit and optic fiber - 15 years;
communications  equipment - 3-10  years;  computers  and  equipment - 3-7 years;
leasehold property and improvements - the term of the lease; and other equipment
- 3-10 years.

Continuing Operations

      The accompanying  unaudited  financial  statements have been prepared on a
going concern basis, which contemplates continuity of operations and realization
of assets and satisfaction of liabilities in the normal course of business.  The
Company  is in the  process of  identifying  potential  sources  of capital  and
potential  joint venture and/or  strategic  partners.  The  continuation  of the
Company as a going  concern is  dependent  upon the Company  raising  additional
capital, and attaining and maintaining profitable operations.

3.  Acquisitions

      On December 3, 1999 the Company  acquired  all the common  stock of Action
Communications,  Inc. ("Action") in exchange for approximately 150,000 shares of
the restricted common stock of the Company (valued at approximately,  $600,000).
Action currently  provides digital and alpha numeric paging to nine southeastern
states,  and is expanding its coverage  area to include  portions of the eastern
and  southwestern  United  States.  Action is also a  specialized  mobile  radio
carrier  providing  dispatch,  telephone  and  Global  Position  System  ("GPS")
services.   This  transaction  has  been  accounted  for  as  a  purchase,   and
accordingly,  the results of  operations of Action are included in the Company's
consolidated


<PAGE>


             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (UNAUDITED)

3.  Acquisitions (continued)

statements of operations  from the date of  acquisition.  The purchase price has
been  allocated  to the  estimated  fair value of the assets,  acquired  and the
liabilities assumed.

4. Investments:

      The  Company's  investments  are  classified  as  available-for-sale.  The
amortized  cost,  gross  unrealized  gains  (losses) and estimated fair value of
these investments were as follows at March 31, 2000 and June 30, 1999:

                                         Amortized   Gross Unrealized  Estimated
March 31, 2000                             Cost      Gains (Losses)   Fair Value

New York Regional Rail Corporation
Stock Options                             $250,000       ($41,650)    $208,350

June 30, 1999
New York Regional Rail Corporation
Stock Options                             $250,000        $72,500     $322,500

      The Company  previously  held assigned  common stock interests in New York
Regional  Rail  Corporation  ("NYRR") that were sold in May 1999 with a realized
gain of $200,000.  Cash received was invested in money market  instruments.  The
above represents options to acquire 500,000 shares of NYRR common stock for $.12
per share.

5.  Property, Plant and Equipment

     In March 2000,  the Company  acquired 505 miles of fiber optic  conduit for
$15,120,000. (See Note 7)

6.  Commitments:

      The  Company  currently  leases  25,000  square  feet at the  former  NASA
facility  from the State of  Mississippi.  The lease  expires in December  2008.
Total  rentals  under  this  lease  for the year  ending  December  2000 will be
approximately $87,500,  $100,000 for the year ending December 2001, and $125,000
for each remaining year.

7.  Non cash investing and financing activities:

      In September 1998, the Company agreed with Robert Crawford, a Director and
President of the Company,  to exchange  1,500,000 shares of common stock for the
assignment  of 250,000  shares of New York Regional  Rail  Corporation  ("NYRR")
common  shares.  In  addition,  the Company  issued a $250,000  note payable for
250,000  additional NYRR common shares.  In May 1999, the Company,  generating a
realized gain of $200,000  (See Notes 2 and 5), sold the 500,000  shares of NYRR
common stock at $1.40 per share (See Notes 2 and 5).

      In  March  2000,  the  Company  entered  into  an  agreement  to  purchase
approximately  $15,120,000  of conduit and fiber  optic cable from an  unrelated
company. The purchase is personally guaranteed by the Chief Executive Officer of
the Company.  (See Note 5) Payments are to be made quarterly  through March 2001
and the agreement is non-interest  bearing.  Accordingly,  the trade payable has
been discounted using an implicit interest rate of approximately 9%.

      In December 1999,  the Company  purchased  approximately  $575,000 of data
storage  equipment  from an  unrelated  company in exchange  for a note  payable
bearing interest of 18% per annum, due June 30, 2000.

8. Litigation:

      As of March 31, 2000, the Company was not a party to any litigation.



<PAGE>


             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (UNAUDITED)

9.   Related Party Payable and Related Party Transactions:

      In addition to those items  discussed in Note 7, on November 30, 1999, the
Company  agreed to exchange  options to acquire 85,000 and 105,000 shares of its
pre merger  restricted  common  stock to James  White and Robert  Crawford,  for
services each, respectively,  provided to the Company in 1999. Included in Notes
Receivable is a $50,000 notes  receivable  from a company owned by a relative of
the Company's  Chief  Executive  Officer.  The note is  unsecured,  non-interest
bearing, and no set repayment plan.

10. Stockholders' Equity:

      The  Company  has  400,000  authorized  shares of no par  value,  Series 1
convertible  preferred stock.  There were no preferred shares  outstanding as of
March 31, 2000,  and there were 51,212 shares  outstanding  as of June 30, 1999.
The  preferred  shares are  entitled to  dividends,  when and as declared by the
Company's Board of Directors, from funds which are legally available.

      The Company issued 80,000 shares of convertible  Series I preferred  stock
in 1997. The stock was issued in conjunction with a private placement  conducted
by PRCI.  The Series I  Convertible  Preferred  Stock  holders  are  entitled to
dividends  when and as declared by the Company's  Board of Directors from funds,
which  are  legally  available.  These  Series I  Preferred  Stock  shares  were
converted in January 2000 into an  identical  number of shares of the  Company's
restricted common stock.

      As discussed  in Note 2, the Company  completed a reverse  acquisition  of
PRCI in a transaction accounted for in a manner similar to a recapitalization.

      In November 1998, and January 1999,  the Company  entered into  employment
agreements  with five  initial  employees  to issue  450,000  restricted  common
shares, based on a vesting formula, in exchange for $112,500.

      In February 1999, the Company  exchanged 10,000 shares of its common stock
for services rendered, aggregating $10,000.

      During the period from April 1999,  to December 3, 1999,  the Company sold
195,500  shares of  restricted  common  stock for a total of  $237,500 at prices
ranging from $0.50 to $5.00 per share.

      In June 1999, the Company  issued 51,212 shares of  convertible  preferred
stock to retire notes payable  totaling  $512,120.  These preferred  shares were
converted  into  2,048,480  shares of restricted  common stock of the Company in
November 1999.

      In June 1999,  long-term debt obligations of $350,000 held by shareholders
were  converted into shares of Series A Preferred  Stock.  In November 1999, the
Preferred shares were converted into 1,567,500  pre-merger  common shares of the
Company. The Preferred  shareholders and certain note holders also held options,
expiring in 2000 and 2001, to acquire approximately  1,263,750 pre-merger common
shares for $563,750. (See Notes 9 and 10)

      Notes issued by the Company between January and November 1999  aggregating
approximately  $525,000 were exchanged for 164,916  shares of restricted  common
stock of the Company in December 1999.

      In January 2000 all the 80,000 preferred shares were converted into 80,000
shares of common  stock of the  Company.  Also in  January  2000,  the  warrants
attached to these preferred  shares were exercised with payment of $60,000,  and
80,000 Rule 144 restricted common shares were issued.

      In February 2000 a $10,000  convertible  note of PRCI was  converted  into
170,000 shares of common stock.


<PAGE>


             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
                                   (UNAUDITED)

10. Stockholders' Equity (continued)

      On March 31, 2000 options were  exercised and payment made for  11,739,966
Rule 144 restricted common shares (See Note 11).


11.   Stock Option Plan:

      As of March 31,  2000 the  Company had common  stock  options  outstanding
totaling 16,116,301 shares as follows:

       Number of       Exercise    Number of Options   Expiration    Grantee
        Options         Price      Exercisable at         Date
                                     March 31, 2000

       4,616,903      0.043319       $ 4,616,903       12/31/01      Employees

       4,963,171      0.086638         4,963,171       12/31/01  Non-employees

         577,113      0.043319           577,113       12/31/01  Non-employees

         115,423      0.086638           115,423       12/31/00  Non-employees

       1,878,926      0.250000         1,878,926       12/31/01  Non-employees

          92,338      0.086638            92,338       12/31/01  Non-employees

       3,000,987      0.173276         3,000,987       12/31/01  Non-employees

         230,845      0.433191           230,845       12/31/01  Non-employees

         640,595      0.866382           640,595       12/31/01  Non-employees
     --------------
      16,116,301
     ==============


      All stock options  issued to officers and employees have an exercise price
not less than the fair market value of the Company's common stock on the date of
grant,  and in  accordance  with  accounting  for  such  options  utilizing  the
intrinsic value method there is no related  compensation expense recorded in the
Company's   financial   statements.   Had  compensation   cost  for  stock-based
compensation  been  determined  based  on the  fair  value  at the  grant  dates
consistent  with the method  prescribed  by SFAS 123,  there  would have been no
effect on the  Company's  net loss or loss per  share  amounts  for the  periods
presented in the accompanying statements of operations.

      On August 10,  1987,  PRCI  adopted an  Incentive  Stock  Option Plan (the
"Plan") where under options granted are intended to qualify as "incentive  stock
options"  under  Section 422A of the Internal  Revenue code of 1954,  as amended
(the "Code").  Pursuant to the Plan, options to purchase up to 400,000 shares of
the Company's Common Stock may be granted to employees of the Company. This Plan
is  administered  by the Board of Directors.  As of the date of this report,  no
options have been granted under this Plan.

<PAGE>


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

      The  following  is   management's   discussion  and  analysis  of  certain
significant  factors that have  affected the Company's  financial  condition and
results of operations during the periods included in the accompanying  unaudited
balance sheets and statements of operations.

     Safe Harbor  Statement Under Private  Securities  Litigation  Reform Act of
1995

      This Quarterly Report on Form 10-Q and other reports and statements issued
on behalf of the Company may include  forward-looking  statements in reliance on
the safe  harbor  provided by the Private  Securities  Litigation  Reform Act of
1995.  These  forward-looking  statements are subject to  substantial  risks and
uncertainties,  including those discussed  below,  and actual results may differ
materially  from those  contained  in any such  forward-looking  statement.  The
review of factors pursuant to the Private  Securities  Litigation  Reform Act of
1995 should not be construed

Safe Harbor  Statement Under Private  Securities  Litigation  Reform Act of 1995
(continued)

as exhaustive. Further, the Company undertakes no obligation to update or revise
any  such   forward-looking   statements   to  reflect   subsequent   events  or
circumstances.

 MERGER OF NORTH AMERICAN SOFTWARE ASSOCIATES, LIMITED WITH PIERCE INTERNATIONAL

      Effective December 21, 1999, NAS merged into Pierce International, Inc. in
exchange for 76,801,017  shares of common stock. The merger was accounted for as
a reverse acquisition since the former shareholders of NAS now own a controlling
interest in the Company. In connection with this transaction,  the management of
the Company resigned and was replaced by the management of NAS.

       In January 1999 the Company  entered into a 10-year  lease for an initial
25,000  square foot  segment of this  facility  at annual rent of  approximately
$90,000.  The Company has options to lease additional  segments totaling 100,000
square  feet.  The  Company  believes  that  this  facility,  with its  existing
infrastructure  and  security  features,  is ideally  suited  for the  Company's
present and proposed business.

      As of  March  31,  2000,  the  Company  had  approximately  30  full  time
employees.  The Company plans to hire additional employees as may be required by
the level of its operations.

      As of December 20, 1999, PRCI had 7,515,705  outstanding  shares of common
stock and 80,000  outstanding shares of preferred stock. Each share of preferred
stock is convertible into one share of common stock.

      Effective  December  21,  1999,  PRCI  acquired  all  of  the  issued  and
outstanding  shares of NAS in  exchange  for  77,662,826  shares of PRCI  common
stock. The former shareholders of NAS became owners of a controlling interest in
PRCI.  In  connection  with this  transaction,  the  former  management  of PRCI
resigned and was replaced by the management of NAS (See Form 8-K, dated December
21, 1999).

Liquidity

      The Company expects the first segment of the network to cost approximately
$70 million and will link the following metropolitan regions and the communities
between these  locations:  Memphis,  TN -  Huntsville,  AL -  Chattanooga,  TN -
Atlanta, GA. The second and third segments,  estimated to cost in excess of $100
million,  will  link:  Chattanooga,  TN -  Birmingham,  AL - New  Orleans,  LA -
Jacksonville, FL.

      The Company  plans to fund the cost of its planned  network  through joint
venture  arrangements  with third parties.  The Company plans to provide initial
capital to this venture.  The Company's  third party members in the venture will
provide  right-of-way  access,  equipment and  engineering  and other  technical
services.  The Company plans to raise the initial  capital funds for the venture
through private placement sale of Company debt and equity securities.

      As of March 31, 2000,  the Company had entered  into  several  preliminary
agreements with third parties relating to this network.

      Working  capital  at March  31,  2000 was  negative  $15,501,805.  Of this
amount,  the  seller of the fiber  optic  conduit  purchased  by the  Company is
financing $15,120,000. An initial payment of $2,000,000 was due May 15, 2000 and
a second  payment of $4,048,000  was due May 31, 2000.  These  payments have not
been  made as due and the  Company  is  currently  working  with the  vendor  to
restructure  the  agreement.  The Company is  planning  to sell common  stock to
private  investors  to fund these  payments.  The  acquisition  of data  storage
equipment  is also  financed  by its  manufacturer  and is due for payment on or
about June 30,  2000.  Payment  for this  equipment  will be financed by sale of
equity or debt  instruments  by the  Company  on or before  June 30,  2000.  The
Company plans to continue to rely heavily on its current shareholders and option
holders to fund its operations for the foreseeable future.



<PAGE>

Results of Operations:

      During the quarter  ended  March 31, 2000 the Company had a net  operating
loss from its current  operations of $279,271.  For the nine-month period ending
March 31, 2000 the Company had a net  operating  loss of  $865,304.  The Company
started  operations in January 1999, and did not have operations in 1998.  These
losses are due to the  incipient  nature of the  Company's  operations  and will
likely  continue for the foreseeable  future as the Company  continues to expand
its operations.

      Revenues are currently derived from local Internet service  (approximately
51%) and local pager and communication services  (approximately 49%). Both these
businesses  currently  have  positive  operating  margins.  Management  plans to
significantly  expand its ISP and its communication and pager services along the
fiber optic network it is  developing.  In addition,  as of March 31, 2000,  the
Company  has  invested  approximately  $700,000  in its Remote  Data and Storage
business and $200,000 for planning and  engineering  in its fiber optic  venture
affiliate,  North American InfoTech. Neither of these businesses are expected to
have  revenues  until the 3rd quarter of fiscal  2001.  Both are planned to have
positive cash flows starting the 1st quarter of fiscal 2002.

Other Matters:

      On April 7, 2000 the  Company's  OTCBB  trading  symbol was  changed  from
"PRCI" to "NADA." The Company filed a Form 12B-25 with the  Securities  Exchange
Commission on May 15, 2000,  indicating that the Company would be late in filing
its  Form  10-Q  for  the  quarter  ended  March  31,  2000.  Accordingly,   the
Over-the-Counter  Bulletin  Board  ("OTCBB")  appended  the  letter  "E"  to the
Company's trading symbol.  Management  believes that the Company will be able to
have the "E" removed  shortly after the filing date of this Form 10-Q.  However,
if for some  reason this  designation  is not  removed in a timely  manner,  the
trading of the Company's common stock may be suspended on the OTCBB. Should this
occur,  the Company's common shares would likely be traded in the "Pink Sheets,"
which could  significantly  reduce the ability of the Company's  shareholders to
readily trade the common stock of the Company.

      On April 28, 2000 the Company was approved by the State of  Mississippi as
an ICX carrier,  an interstate  marketer of  telecommunication  products,  and a
CLEC,   a   competitive   local   exchange   carrier,   which   provides   local
telecommunications products and services.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

      The Company  currently does not have  significant  market risks related to
interest rate risk,  foreign currency exchange rate risk,  commodity price risk,
or other relevant market risks.

PART II - OTHER INFORMATION

      On March 10, 2000,  the Company held a  shareholders'  meeting,  and three
items were approved.  The first item approved was the amendment of the Company's
Articles  of  Incorporation,  such  that the  authorized  capitalization  of the
Company will be  increased to  150,000,000  shares of common  stock,  $0.001 par
value, and 10,000,000 shares of preferred stock, no par value.

      The second item of business approved was to change the name of the Company
to North  American  DataCom,  Inc.  The last item of business  approved  was the
merger of the  Company,  which  resulted  in the  Company  becoming  a  Delaware
corporation.  The terms of the merger were  provided in the proxy  statement for
the  meeting,  which  was sent to all of the  Company's  shareholders  of record
February 4, 2000.


<PAGE>

PART II - OTHER INFORMATION (continued)

      As a result of the March 10, 2000 shareholders meeting and the approval of
the authorized shares of the Company to 150,000,000 common shares the balance of
the 76,801,017 shares arising from the PRCI merger were authorized to be issued.
These shares are all restricted  pursuant to Rule 144 of the Securities Exchange
Commission.  The balance will be issued when the authorized shares are increased
by vote of the shareholders.

ITEMS 1 through 6 (a) - Form 8-K,  dated  December 20, 1999  provides  responses
required.

ITEM 6 (b) - Form 8-K,  dated  December 20, 1999,  disclosing  the merger of the
Company with North American  Software  Associates,  Ltd. was filed on January 3,
2000.

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 hereunto duly authorized.


                                 NORTH AMERICAN DATACOM, INC.
                                - - - - - - - - - - - - - - -
                                        (Registrant)

DATE: June 15, 2000
                                 /s/ Robert R. Crawford
                                 - - - - - - - - - - - - - - - - - - - - - -
                                    Robert R. Crawford, Chief Executive Officer


                                 /s/ David A. Cray
                                 - - - - - - - - - - - - - - - - - - - - - -
                                    David A. Cray, V.P., Corporate Treasurer