HEAVENLY HOT DOGS, INC.
            U.S. SECURITIES AND EXCHANGE COMMISSION
                    Washington, D. C. 20549

                         FORM 10-QSB

(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

(  ) 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: 33-1773NY

                          Heavenly Hot Dogs, Inc.
            (Exact name of registrant as specified in charter)

     Nevada                               13-3403584
State or other jurisdiction of      (I.R.S. Employer I.D. No.)
 incorporation or organization

4685 S. Highland Dr., Suite 202, Salt Lake City, UT     84117
(Address of principal executive offices)            (Zip Code)

Issuer's telephone number, including area code:  801 274-1011

Check whether the Issuer (1 ) filed all reports required to be filed by
section 13 or 15 (d) of the Exchange Act during the past 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.
     (1) Yes [ ]   No [X]          (2)  Yes [X]    No [  ]


                (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as os the last practicable date.

       Class               Outstanding as of March 31, 2000
   Common Stock, $0.001             379,334,405



FORWARD-LOOKING INFORMATION

THIS FORM 10QSB AND OTHER STATEMENTS ISSUED OR MADE FROM  TIME TO TIME BY
THE COMPANY OR ITS REPRESENTATIVES CONTAIN  STATEMENTS WHICH MAY CONSTITUTE
"FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE SECURITIES ACT OF
1933 AND THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED BY THE PRIVATE
SECURITIES LITIGATION REFORM  ACT OF 1995, 15 U.S.C.A. SECTIONS 77Z-2 AND
78U-5. THOSE STATEMENTS INCLUDE STATEMENTS REGARDING THE INTENT, BELIEF OR
CURRENT  EXPECTATIONS  OF THE COMPANY AND MEMBERS OF ITS MANAGEMENT TEAM AS
WELL AS THE ASSUMPTIONS ON WHICH SUCH STATEMENTS ARE BASED.

PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING
STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE
RISKS AND UNCERTAINTIES, AND THAT ACTUAL RESULTS MAY DIFFER MATERIALLY FROM
THOSE CONTEMPLATED BY SUCH FORWARD-LOOKING STATEMENTS. IMPORTANT FACTORS
CURRENTLY KNOWN TO MANAGEMENT THAT COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM  THOSE IN FORWARD- LOOKING STATEMENTS ARE SET FORTH HEREIN.
THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE OR REVISE FORWARD-LOOKING
STATEMENTS TO REFLECT CHANGED ASSUMPTIONS, THE OCCURRENCE OF UNANTICIPATED
EVENTS OR CHANGES TO  FUTURE OPERATING RESULTS OVER TIME.

<PAGE>
                      PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

The accompanying balance sheets of Heavenly Hot Dogs, Inc. (a development
stage company) at March 31, 2000 and December 31, 1999, and the statements
of operations for the three months ended March 31, 2000 and 1999 and the
period from January 1, 1991 to March 31, 2000, and the cash flows for the
three months ended March 31, 2000 and 1999, and the period from January 1,
1991 to March 31, 2000, have been prepared by the Company's management and
they include all information and notes to the financial statements
necessary for a complete presentation of the financial position, results of
operations, and cash flows in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered
necessary for a fair presentation of the results of operations and
financial position have been included and all such adjustments are of a
normal recurring nature.

Operating results for the quarter ended March 31, 2000 are not necessarily
indicative of the results that can be expected for the year ending December
31, 2000.

<TABLE>
                          Heavenly Hot Dogs, Inc.
                       ( Development Stage Company )
                         CONDENSED BALANCE SHEETS
                                (Unaudited)
<CAPTION>
                                        March 31,    December 31,
                                          2000          1999
                                         -------       -------
<S>                                     <C>           <C>
                      ASSETS
CURRENT ASSETS
  Current Assets                        $      -       $     -
                                        --------       --------
     Total Current Assets                      -             -
                                        --------       --------
                                        $      -       $     -
                                        ========       ========

                LIABILITIES AND STOCKHOLDERS' (DEFICIT)
CURRENT LIABILITIES
  Accounts payable                       $     -       $     -
                                         -------       --------
    Total Current Liabilities                  -             -
                                         -------       --------
STOCKHOLDERS' (DEFICIT)
      Common stock
       750,000,000 shares authorized,
       $.001 par value, 379,334,405
       shares issued and
       outstanding                      379,334       379,334
  Capital in excess of par value      1,814,444     1,814,444
  Retained earnings (deficit)        (2,221,341)   (2,221,341)
  Deficit accumulated during the
    development stage                         -             -
                                       --------      --------
                                        (27,563)      (27,563)
  Less treasury stock,
    15,750,000 shares, at cost           27,563        27,563
                                       --------      --------
    Total Stockholders' (Deficit)       $     -       $     -
                                       --------       --------
                                        $     -       $     -
                                       ========       ========
</TABLE>
Note: The Balance Sheet as of December 31, 1999, was taken from the audited
financial statements at that date and condensed.

The accompanying notes are an integral part of these unaudited condensed
financial statements.

<TABLE>
<CAPTION>
                       HEAVENLY HOT DOGS, INC.
                   [A Development Stage Company]

                 CONDENSED STATEMENTS OF OPERATIONS
                           (Unaudited)

                                                          Cumulative from
                                                         the Re-entering of
                                           Three Months   Development Stage
                                              Ended        on January 1,
                                             March 31,     1991 through
                                           -------------    March 31,
                                           2000      1999      2000
                                          ------    ------ ---------------
<S>                                       <C>       <C>        <C>
REVENUE                                    $     -   $    -     $     -
                                           -------   ------     -------

EXPENSES:
 General and
    administrative                               -        -           -
                                           -------   ------     -------
      Total Expenses                             -        -           -
                                           -------   ------     -------
LOSS FROM OPERATIONS                             -        -           -
                                           -------   ------     -------
Current Income Taxes                             -        -           -

Deferred Income Taxes                            -        -           -
                                           -------   ------     -------
NET (LOSS)                                $      -  $     -    $      -
                                           -------   ------     -------
(LOSS) PER SHARE:                          $ (.00)   $ (.00)   $   (.00)
                                            ======    ======    ======

</TABLE>

The accompanying notes are an integral part of these unaudited condensed
financial statements.


<TABLE>
<CAPTION>
                        HEAVENLY HOT DOGS, INC.
                    [A Development Stage Company]

                 CONDENSED STATEMENTS OF CASH FLOWS
                          (Unaudited)
                                                          Cumulative from
                                                         the Re-entering of
                                                          Development Stage
                                  For the Three Months       on January 1,
                                     Ended March 31,         1991 through
                                   -------------------         March 31,
                                    2000         1999            2000
                                   -------     -------   -----------------
<S>                                 <C>         <C>            <C>
Cash Flows From Operating Activities:

 Net loss                           $      -    $      -       $      -
  Adjustments to reconcile net
  loss to net cash used by
  operating activities:
   Changes in assets and liabilities       -           -              -
                                     -------     -------         ------
  Net Cash (Used)
        by Operating Activities            -           -              -
                                     -------     -------         ------
Cash Flows From Investing Activities:
  Net Cash (Used)
        by Investing Activities            -           -              -
                                     -------     -------         ------
Cash Flows From Financing Activities:
  Net Cash (Used)
        by Financing Activities            -           -              -
                                     -------     -------         ------
Net Increase in Cash                       -           -              -

Cash at Beginning of Year                  -           -              -
                                     -------     -------         ------
Cash at End of Year                  $     -     $     -         $    -
                                     =======     =======         ======

Supplemental Disclosures of Cash Flow Information:
 Cash paid during the period for:
    Interest                        $     -     $     -         $    -
    Income taxes                    $     -     $     -         $    -
</TABLE>

Supplemental Schedule of Non-cash Investing and Financing Activities:
     For the three months ended March 31, 2000:
       None.

     For the three months ended March 31, 1999:
       None.

The accompanying notes are an integral part of these unaudited condensed
financial statements.



                        HEAVENLY HOT DOGS, INC.
                    [A Development Stage Company]

           NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization   Heavenly Hot Dogs, Inc. (the Company) was organized under
the laws of the State of Delaware on April 2, 1987 as BK Ventures, Inc.
The Company was organized to create a corporate vehicle to seek and acquire
a business opportunity. In March 1988, The Company completed a public
offering of 15,785,667 units at $.015 per unit.  Each unit consisted of one
share common stock, three A warrants to purchase three share of common
stock at $.25 per share, and three B warrants to purchase three shares of
common stock at $.05 per share. The A warrants had an expiration on March
24, 1989, while the B warrants had an expiration date of March 24, 1990.

On May 20, 1988 the Company acquired approximately 93.4% of the outstanding
shares of Heavenly Hot Dogs, Inc. (HHD), a Colorado corporation,
incorporated on March 11, 1985.  On June 30, 1988 the Company agreed to
issue an additional 13,464,000 shares of its common stock in exchange for
the remaining 6.6% outstanding shares of HHD.  On June 3, 1988 HHD changed
its name from Heavenly Hot Dogs, Inc. to HHD, Inc.  On June 7, 1988, the
Company changed its name from BK Ventures, Inc. to Heavenly Hot Dogs, Inc.
As a result of the acquisition of HHD, there was a complete change in
control of the Company with HHD's officers and directors replacing the
Company's officers and directors.

HHD operated as a subsidiary of the Company and attempted to manufacture
self-contained fiberglass buildings which would provide for walk-up and
drive-thru sales of premium Chicago style hot dogs and related fast food
products.  The Company planed to sell franchises for the retail sale of its
Chicago style Hot Dogs.  The Company discontinued these operations during
1990 and has been inactive since that time.  The Company is currently
seeking potential business ventures. The Company is considered to have re-
entered into a new development stage on January 1, 1991.  The Company's
management failed to complete annual reports with the State of Delaware and
Colorado, of which both had suspended the Company's charter within the
state.

In December 1999 the sole officer and director of the Company resigned and
selected new management.  In March 2000, the new management brought the
Company current in its reporting with State of Delaware, which has
reinstated the Company's charter. During April 2000, the Company issued
300,000,000 shares of common stock for services rendered and payment of
expenses valued at $30,000. This issuance resulted in a change in control
of the Company.

In June 2000, the Company's officers and directors resigned and selected
new management.  In June 2000, the Company issued 70,000,000 shares of its
common stock to the new officer and sole director for services rendered to
the Company valued at $7,000.

In June 2000, the Company changed its domicile from Delaware to Nevada.

Condensed Financial Statements   The accompanying financial statements have
been prepared by the Company without audit.  In the opinion of management,
all adjustments (which include only normal recurring adjustments) necessary
to present fairly the financial position, results of operations and cash
flows at March 31, 2000 and 1999 and for the periods then ended have been
made.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 1999
audited financial statements.  The results of operations for the periods
ended March 31, 2000 are not necessarily indicative of the operating
results for the full year.

Development Stage   The Company is considered a development stage company
as defined in SFAS No. 7.

Loss Per Share - The computation of loss per share of common stock is based
on the weighted average number of shares outstanding during the periods
presented, in accordance with Statement of Financial Accounting Standards
No. 128, "Earnings Per Share" [See Note 5].

Cash and Cash Equivalents - For purposes of the statement of cash flows,
the Company considers all highly liquid debt investments purchased with a
maturity of three months or less to be cash equivalents.

Accounting Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles required
management to make estimates and assumptions that effect the reported
amounts of assets and liabilities, the disclosures of contingent assets and
liabilities at the date of the financial statements, and the reported
amounts of revenues and expenses during the reporting period.  Actual
results could differ from those estimated by management.

Recently Enacted Accounting Standards   Statement of Financial Accounting
Standards (SFAS) No. 136, "Transfers of Assets to a not for profit
organization or charitable trust that raises or holds contributions for
others", SFAS No. 137, "Accounting for Derivative Instruments and Hedging
Activities   deferral of the effective date of FASB Statement No. 133 (an
amendment of FASB Statement No. 133.),", SFAS No. 138 "Accounting for
Certain Derivative Instruments and Certain Hedging Activities   and
Amendment of SFAS No. 133", SFAS No. 139, "Rescission of SFAS No. 53 and
Amendment to SFAS No. 63, 89 and 21", and SFAS No. 140, "Accounting to
Transfer and Servicing of Financial Assets and Extinguishment of
Liabilities", were recently issued SFAS No. 136, 137, 138, 139 and 140 have
no current applicability to the Company or their effect on the financial
statements would not have been significant.

NOTE 2 - INCOME TAXES

The Company accounts for income taxes in accordance with Statement of
Financial Accounting Standards No. 109 "Accounting for Income Taxes" which
requires the liability approach for the effect of income taxes.

The Company has available at March 31, 2000 and December 31, 1999, unused
operating loss carryforwards of approximately $2,200,000, which may be
applied against future taxable income and which expire in various years
through 2019 and 2020.  However, if certain substantial changes in the
Company's ownership should occur, there could be an annual limitation on
the amount of net operating loss carryforward which can be utilized.  The
amount of and ultimate realization of the benefits from the operating loss
carryforwards for income tax purposes is dependent, in part, upon the tax
laws in effect, the future earnings of the Company and other future events,
the effects of which cannot be determined.  Because of the uncertainty
surrounding the realization of the loss carryforwards the Company has
established a valuation allowance equal to the tax effect of the loss
carryforwards (approximately $763,000) at March 31, 2000 and, therefore, no
deferred tax asset has been recognized for the loss carryforwards.  The
change in the valuation allowance is equal to the tax effect of the current
period's net loss (approximately $12,500 and $0 for March 31, 2000 and
December 31, 1999, respectively).

NOTE 3 - RELATED PARTY TRANSACTIONS

Management Compensation   The Company did not pay any compensation to its
officers and directors during the periods ended March 31, 2000 and 1999.

Office Space - The Company has not had a need to rent office space.  A
shareholder of the Company is allowing the Company to use its address, as
needed, at no expense to the Company.

Change in Management   Subsequent to March 31, 2000, the Company had a change
in control and also had a change in the officers and Board of Directors of
the Company.

NOTE 4   GOING CONCERN

The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles, which contemplate continuation of the
Company as a going concern.  However, the Company has no on-going operations and
has incurred losses since its inception.  Further, the Company has no working
capital to pay its expenses.  These factors raise substantial doubt about the
ability of the Company to continue as a going concern.  In this regard,
management is proposing to raise any necessary additional funds not provided by
operations through loans or through sales of its common stock or through a
possible business combination with another company.  There is no assurance that
the Company will be successful in raising this additional capital or achieving
profitable operations.  The financial statements do not include any adjustments
that might result from the outcome of these uncertainties.

NOTE 5   EARNINGS (LOSS) PER SHARE

The following data show the amounts used in computing income (loss) per
share and the effect on income and the weighted average number of shares of
dilutive potential common stock for the three months ended March 31, 2000
and 1999 and for the period from the re-entering of development stage on
January 1, 1991 through March 31, 2000:

                                                            Cumulative from
                                                          the Re-entering of
                                           For the Three   Development Stage
                                           Months Ended      on January 1,
                                             March 31,       1991 through
                                          --------------       March 31,
                                          2000      1999        2000
                                         ------    ------     -----------

(Loss) from continuing
  operations available
  to common
  stockholders
  (numerator)                          $(37,000)  $     -    $(37,000)
                                        --------   ------    --------
Weighted average
  number of common
  shares outstanding
  used in earnings
  per share during
  the period
 (denominator)                        379,334,405            379,334,405
                                                 379,334,405
                                      -----------            -----------
                                                 -----------

Dilutive earnings per share was not presented, as the Company had no common
equivalent shares for all periods presented that would effect the
computation of diluted earnings (loss) per share.

NOTE 6   COMMITMENTS AND CONTINGENCIES

Management believes that the Company is not liable for any existing
liabilities related to its former discontinued operations.  The Company is
not currently named nor is it aware of any such claims or suits against the
Company.  Management believes that with the passage of time the likelihood
of any such claims is remote.  No amounts have been reflected or accrued in
these financial statements for any contingent liability.

NOTE 7   SUBSEQUENT EVENTS

Change of Management - In June 2000, the Company's officers and directors
resigned and new management was selected.

Sale of Common Stock - During April 2000, the Company issued 300,000,000
shares of its previously authorized but unissued common stock for services
rendered and payment of expenses valued at $30,000. This issuance resulted
in a change of control for the Company.

On June 28, 2000, the Company issued 70,000,000 shares of common stock to
an officer for services rendered valued at $7,000.

Change of Domicile - During June 2000, the Company changed its domicile
from Delaware to Nevada.



ITEM 2.  PLAN OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF
OPERATION

Plan of Operation

The Company is seeking to acquire assets or shares of an entity actively
engaged in business which generates revenues. The Company has no particular
acquisitions in mind and has not entered into any negotiations regarding
such an acquisition. None of the Company's officers, directors, promoters
or affiliates have engaged in any substantive contact or discussions with
any representative of any other company regarding the possibility of an
acquisition or merger between the Company and such other company as of the
date of this quarterly report.  The Board of Directors intends to obtain
certain assurances of value of the target entity's assets prior to
consummating such a transaction.  Any business combination or transaction
will likely result in a significant issuance of shares and substantial
dilution to present stockholders of the Company.

The Company has, and will continue to have, no capital with which to
provide the owners of business opportunities with any significant cash or
other assets. However, management believes the Company will be able to
offer owners of acquisition candidates the opportunity to acquire a
controlling ownership interest in a publicly registered company without
incurring the cost and time required to conduct an initial public offering.
The owners of the acquisition candidate will, however, incur significant
legal and accounting costs in connection with the acquisition of a business
opportunity, including the costs of preparing Form 8-K's, 10-KSB's, 10-
QSB's, agreements and related reports and documents.

Liquidity and Capital Resources

The Company remains in the development stage and has experienced no
significant change in liquidity or capital resources or stockholder's
equity since re-entering the development stage. The Company's balance sheet
as of March 31, 2000, reflects a total asset value of $0.00. The Company
has no cash or line of credit, other than that which present management may
agree to extend to or invest in the Company, nor does it expect to have one
before a merger is effected.  The Company will carry out its plan of
business as discussed above. The Company cannot predict to what extent its
liquidity and capital resources will be diminished prior to the
consummation of a business combination or whether its capital will be
further depleted by the operating losses (if any) of the business entity
which the Company  may eventually acquire.

Results of Operations

During the period from January 1, 2000 through March 31, 2000, the Company
has engaged in no significant operations other than maintaining its
reporting status with the SEC and seeking a business combination.  No
revenues were received by the Company during this period.

For the current fiscal year, the Company anticipates incurring a loss as a
result of legal and accounting expenses, and expenses associated with
locating and evaluating acquisition candidates. The Company anticipates
that until a business combination is completed  with an acquisition
candidate, it will not generate revenues, and may continue to operate at a
loss after completing a business combination, depending upon the
performance of the acquired business.

Need for Additional Financing

Based upon current management's willingness to extend credit to the Company
and/or invest in the Company until a business combination is completed, the
Company believes that its existing capital will be sufficient to meet the
Company's cash needs required for the costs of compliance with the
continuing reporting requirements of the Securities Exchange Act of 1934,
as amended, and for the costs of accomplishing its goal of completing a
business combination, for an indefinite period of time. Accordingly, in the
event the Company is able to complete a business combination during this
period, it anticipates that its existing capital will be sufficient to
allow it to accomplish the goal of completing a business combination. There
is no assurance, however, that the available funds will ultimately prove to
be adequate to allow it to complete a business combination, and once a
business combination is completed, the Company's needs for additional
financing are likely to increase substantially.  In addition, as current
management is under no obligation to continue to extend credit to the
Company and/or invest in the Company, there is no assurance that such
credit or investment will continue or that it will continue to be
sufficient for future periods.

Part II - Other Information

Item 1.   Legal Proceedings

None; not applicable.

Item 2.  Changes in Securities.

None; not applicable.

Item 3.   Defaults Upon Senior Securities.

None; not applicable.

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

None; not applicable.

Item 5.   Other Information.

None; not applicable.

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

No other exhibits were filed on Form 8-K.


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.

                               Heavenly Hot Dogs, Inc.


Date: February 14, 2001        By /s/ Elwood Sheperd
                               ----------------------
                               Elwood Sheperd, President