<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

  (Mark One)

    [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
        For the transition period from __________ to __________


                       Commission File Number: 000-28185

                       C-bridge Internet Solutions, Inc.
            (Exact name of registrant as specified in its charter)



            DELAWARE                                          52-2001899
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                         Identification Number)


           219 Vassar Street,
        Cambridge, Massachusetts                                02139
(Address of principal executive offices)                      (Zip Code)


                                (617) 497-1707
             (Registrant's telephone number, including area code)


  Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.     Yes   X     No
                                                  -----      -----

  Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:

  As of May 1, 2000, there were 19,780,432 shares of common stock outstanding.

                                     Page 1
<PAGE>

                       C-BRIDGE INTERNET SOLUTIONS, INC.

                               TABLE OF CONTENTS
                               -----------------

<TABLE>
<CAPTION>
<S>                                                                     <C>
PART I - FINANCIAL INFORMATION:

Item 1:  Financial Statements

  Consolidated Balance Sheets as of March 31, 2000 and
    December 31, 1999                                                      3

  Consolidated Statements of Operations for the Three
    Months Ended March 31, 2000 and 1999                                   4

  Consolidated Statements of Cash Flows for the Three
    Months Ended March 31, 2000 and 1999                                   5

  Notes to Consolidated Financial Statements                               6

Item 2:  Management's Discussion and Analysis of Financial
           Condition and Results of Operations                             7-10

Item 3:  Quantitative and Qualitative Disclosures about Market Risk        10


PART II - OTHER INFORMATION:

Item 1:  Legal Proceedings                                                 11

Item 2:  Changes in Securities and Use of Proceeds                         11

Item 6:  Exhibits and Reports on Form 8-K                                  11

SIGNATURES                                                                 12

</TABLE>

                                     Page 2
<PAGE>

PART I - FINANCIAL INFORMATION
ITEM 1.  Financial Statements

              C-BRIDGE INTERNET SOLUTIONS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                        March 31,    December 31,
                                                          2000          1999
                                                      -----------    ------------
                                                      (unaudited)
<S>                                                  <C>           <C>
                           ASSETS
Current Assets:
  Cash and cash equivalents.........................  $ 67,332,441   $ 65,312,334
  Accounts receivable, net of allowance of $154,000
   and $100,000, respectively.......................     6,122,620      3,499,356
  Unbilled receivables..............................     4,189,367      1,792,133
  Other current assets..............................       699,357        584,794
                                                      ------------   ------------
    Total current assets............................    78,343,785     71,188,617
                                                      ------------   ------------
Property and Equipment, at cost:
  Computer equipment................................     2,537,768      1,812,637
  Furniture and fixtures............................       208,003        208,003
  Computer software.................................     1,472,444        965,433
  Leasehold improvements............................        75,763         40,181
                                                      ------------   ------------
                                                         4,293,978      3,026,254
  Less--Accumulated depreciation and amortization...       999,655        682,536
                                                      ------------   ------------
                                                         3,294,323      2,343,718
                                                      ------------   ------------
Other Assets........................................     1,650,287      1,361,326
                                                      ------------   ------------
    Total assets....................................  $ 83,288,395   $ 74,893,661
                                                      ============   ============
             LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Current portion of equipment loans and capital
   lease obligations................................  $    212,804   $    191,206
  Accounts payable..................................     1,568,593      2,018,741
  Accrued expenses..................................     3,370,915      3,431,285
  Deferred revenue..................................     1,919,027      1,877,628
                                                      ------------   ------------
    Total current liabilities.......................     7,071,339      7,518,860
                                                      ------------   ------------
Equipment Loans and Capital Lease Obligations, net
 of current portion.................................       192,068        263,100
                                                      ------------   ------------
Stockholders'Equity:
    Common stock, $.01 par value--
    Authorized--50,000,000 shares
    Issued--19,888,983 and 18,906,258 shares,
     respectively...................................       198,889        189,063
  Additional paid-in capital........................    91,775,984     82,394,326
  Deferred compensation.............................    (4,595,726)    (5,107,259)
  Accumulated deficit...............................   (11,201,159)   (10,211,429)
  Treasury stock, at cost--512,708 and
   510,000 shares, respectively.....................      (153,000)      (153,000)
                                                      ------------   ------------
    Total stockholders' equity......................    76,024,988     67,111,701
                                                      ------------   ------------
    Total liabilities and stockholders' equity......  $ 83,288,395   $ 74,893,661
                                                      ============   ============
</TABLE>
                The accompanying notes are an integral part of
                   these consolidated financial statements.

                                     Page 3
<PAGE>

              C-BRIDGE INTERNET SOLUTIONS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                          For the Three Months Ended
                                          --------------------------
                                             March 31,    March 31,
                                               2000         1999
                                             ---------    ---------
                                                  (unaudited)
<S>                                       <C>            <C>
Net Revenues:
 Professional services...................  $10,268,906  $ 2,440,900
 Educational services....................    1,903,997            -
                                           -----------  -----------
   Total net revenues....................   12,172,903    2,440,900
                                           -----------  -----------
Costs and Expenses:
 Direct costs of professional services
  (exclusive of noncash compensation
  expense presented below)................   5,433,167    1,526,980
 Direct costs of educational services
  (exclusive of noncash compensation
  expense presented below)................     612,960            -
 Selling and marketing (exclusive of
  noncash compensation expense
  presented below)........................   3,147,581      413,169
 General and administrative (exclusive
  of noncash compensation expense
  presented below)........................   4,272,791      684,728
 Compensation expense related to stock
  options and warrants....................     753,768            -
                                           -----------  -----------
   Total operating expenses...............  14,220,267    2,624,877
                                           -----------  -----------
   Loss from operations...................  (2,047,364)    (183,977)
Interest Expense..........................           -      (77,013)
Interest Income...........................     902,083            -
Other Income..............................     155,551        6,482
                                           -----------  -----------
   Net loss............................... $  (989,730) $  (254,508)
                                           ===========  ===========
Basic and Diluted Net Loss per Share
(Note 2).................................. $      (.05) $      (.03)
                                           ===========  ===========
Basic and Diluted Weighted Average
Shares Outstanding........................  19,252,938   10,123,965
                                           ===========  ===========
</TABLE>
                The accompanying notes are an integral part of
                   these consolidated financial statements.

                                     Page 4
<PAGE>

               C-BRIDGE INTERNET SOLUTIONS, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                          For the Three Months Ended
                                                        -----------------------------
                                                        March 31,           March 31,
                                                          2000                1999
                                                        ----------       ------------
                                                                (unaudited)
<S>                                                     <C>             <C>
Cash Flows from Operating Activities:
  Net loss............................................  $  (989,730)       $(254,508)
  Adjustments to reconcile net loss to net
  cash used in operating activities-
  Depreciation........................................      317,119           69,921
  Noncash stock based compensation                          753,768                -
  Changes in current assets and liabilities-
   Accounts receivable................................   (2,623,264)        (268,860)
   Unbilled receivables...............................   (2,397,234)        (509,739)
   Other current assets...............................     (114,563)          (1,951)
   Accounts payable...................................     (450,148)          61,894
   Accrued expenses...................................      (60,372)         439,049
   Deferred revenue...................................       41,399          210,761
                                                        -----------        ---------
  Net cash used in operating activities...............   (5,523,025)        (253,433)
                                                        -----------        ---------
Cash Flows from Investing Activities:
  Purchases of property and equipment.................   (1,267,724)         (91,080)
  Increase in other assets............................     (288,961)               -
                                                        -----------        ---------
  Net cash used in investing activities...............   (1,556,685)         (91,080)
                                                        -----------        ---------
Cash Flows from Financing Activities:
  Proceeds from the sale of common stock,
  net of issuance costs...............................    8,928,000                -
  Proceeds from line of credit, net of repayments.....            -          169,000
  Repayments of capital lease.........................      (49,433)         (16,195)
  Repayments of amounts due to affiliates.............            -          (10,976)
  Proceeds from exercise of stock options.............      221,250           24,518
                                                        -----------        ---------
  Net cash provided by financing activities...........    9,099,817          166,347
                                                        -----------        ---------
Net Increase (Decrease) in Cash and Cash
  Equivalents.........................................    2,020,107         (178,166)

Cash and Cash Equivalents, Beginning of Period........   65,312,334          190,409
                                                        -----------        ---------
Cash and Cash Equivalents, End of Period..............  $67,332,441        $  12,243
                                                        ===========        =========

Supplemental Disclosure of Cash
Flow Information:
 Cash paid during period for interest.................  $    30,937        $  67,399
                                                        ===========        =========
 Cash paid during period for income taxes.............  $     2,294        $       -
                                                        ===========        =========
</TABLE>




  The accompanying notes are an integral part of these consolidated financial
                                  statements

                                     Page 5
<PAGE>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   BASIS OF PRESENTATION

     The accompanying unaudited consolidated financial statements included
herein have been prepared by C-bridge Internet Solutions, Inc. and its
subsidiaries (together the "Company"), pursuant to the rules and regulations of
the Securities and Exchange Commission. The information furnished in the
consolidated financial statements includes normal recurring adjustments and
reflects all adjustments which are, in the opinion of management, necessary for
a fair presentation of such consolidated financial statements. Results of
operations for the three month periods presented are not necessarily indicative
of the results to be expected for the year ended December 31, 2000 or for any
future period. Certain information and footnote disclosures normally included in
the consolidated financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules and regulations, although the Company believes that the disclosures are
adequate to make the information presented not misleading. These consolidated
financial statements should be read in conjunction with the consolidated
financial statements, and the notes thereto, included in the Company's Annual
Report on Form 10-K/A for the year ended December 31, 1999.

2.   NET LOSS PER SHARE

     Statement of Financial Accounting Standard (SFAS) No. 128, Earnings per
Share, requires the presentation of basic and diluted earnings per share (EPS).
Basic EPS is computed by dividing income available to common stockholders by the
weighted average number of common shares outstanding for the period. Diluted EPS
is computed using the weighted average number of common shares outstanding plus
the dilutive effect of common stock equivalents (using the treasury stock
method). Basic and diluted net loss per share are the same for both periods
presented due to the Company's net losses for the three months ended March 31,
1999 and 2000. Antidilutive securities, which consist of options and warrants to
purchase common stock that are not included in diluted net loss per share, were
6,126,460 and 7,837,867 as of March 31, 1999 and 2000, respectively.

3.   SEGMENT AND GEOGRAPHIC INFORMATION

     The Company views its operations and manages its business as two segments,
strategic and technology consulting services and educational services. The
Company's reportable segments are strategic business units that provide distinct
services to the end customer. They are managed separately because each business
requires different marketing and management strategies. The Company's approach
is based on the way that management organizes the segments within the Company
for making operating decisions and assessing performance.

     The accounting policies of the segments are the same as those described in
the summary of significant accounting policies contained in the Company's Annual
Report on Form 10-K/A for the year ended December 31, 1999. The Company does not
allocate operating expenses between its two reportable segments. Accordingly,
the Company's measure of performance for each reportable segment is based on
total net revenues and direct costs of services, which are reported separately
in the accompanying consolidated statements of operations. The Company does not
identify assets and liabilities by segment. Accordingly, identifiable assets,
capital expenditures and depreciation and amortization are not reported by
segment.

                                     Page 6
<PAGE>

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

Forward-looking Statements

     This Report on Form 10-Q contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and section 21E of the
Securities Act of 1934, as amended. Statements beginning with such words as
"believes", "intends", "plans", and "expects" and similar expressions include
forward-looking statements that are based on management's expectations given
facts as currently known by management. Actual results may differ materially
from those discussed in these forward-looking statements. Factors that could
cause the Company's future results to differ materially from the expectations
described herein include but are not limited to the profitability of the
Company's contracts, the Company's ability to hire, train, and retain qualified
employees, the Company's ability to continue to develop effective sales and
marketing capabilities, the Company's ability to keep pace with the Internet's
rapid technological changes, evolving industry standards and changing client
requirements, worldwide business use of the Internet, the growth in the number
of web access devices per user, the absence of any failure of the Internet, the
continued improvement of security on the Internet, general economic and industry
conditions, as well as, other factors noted in the Company's Registration
Statement on Form S-1 dated December 16, 1999, as filed with the Securities and
Exchange Commission and in the Company's Annual Report on Form 10-K/A for the
year ended December 31, 1999.

Overview

     C-bridge Internet Solutions, Inc. (the "Company") is a full service
provider of Internet-based solutions designed to help companies conduct
eBusiness. The Company has experienced consistent revenue growth since its
inception in October of 1996.

     The Company's revenues are derived primarily from providing Internet
professional services and it anticipates that revenue growth will be driven
primarily by the number and scope of its client engagements and by the growth of
its professional services headcount. During the first quarter of 2000, the
Company earned professional services revenues from 21 clients and three
professional services clients accounted for approximately 45% of the Company's
total net revenues. Revenues from any given client will vary from period to
period; however, the Company expects that significant customer concentration
will continue for the foreseeable future. To the extent that any significant
client uses less of the Company's services or terminates its relationship with
the Company, revenues could decline substantially. In addition, the loss of any
significant client could materially and adversely affect the Company's business
and results of operations.

     The Company also generates revenues from providing educational services. In
May 1999, the Company entered into an outsourcing agreement with one of its
sales lead sources, CEE, to provide the operational aspects of their executive
education seminars. The Company markets and sells its services through executive
education seminars, indirectly with partners, and directly through its sales
organization. The majority of leads and revenues for 2000 and 1999 have come
through executive education seminars.

     Revenues and earnings may fluctuate from quarter to quarter based on
factors within and outside the Company's control, including the variability in
market demand for the Internet and for Internet professional services, the
length of the sales cycle associated with service offerings, the number and
scope of projects, seasonal factors and the efficiency of utilizing professional
services employees.

     For the quarter ended March 31, 2000, approximately 93% of professional
services revenues were generated pursuant to time and material contracts, while
for the quarter ended March 31, 1999, approximately 82% of revenues were derived
from time and material contracts. Revenues from time and material contracts are
generally recognized as services are provided. Revenues generated pursuant to
fixed-fee contracts are generally recognized as services are rendered using the
percentage-of-completion method of accounting. Revenues exclude reimbursable
expenses charged to clients.

                                     Page 7
<PAGE>

     Despite a growth in revenues, the Company has not been profitable and
expects to continue to incur net losses. Net losses may not decrease
proportionately with the increase in revenues primarily because of increased
expenses related to the hiring of additional employees, expansion of the number
of offices, increased investment in knowledge management, methodologies and
operations infrastructure, and increased marketing and sales efforts. To the
extent that future revenues do not increase significantly in the same periods in
which operating expenses increase, operating results would be adversely
affected.

     The largest portions of the Company's costs result from employee
compensation and the related overhead and facilities costs. The Company
currently expects to continue to grow its headcount. Accordingly, if revenues do
not increase at a rate equal to expenses, the Company's business, financial
condition or results of operations could be materially and adversely affected.
In addition, liquidity may also be adversely affected if revenues do not
increase at a rate equal to these additional expenses.

     Client engagements currently average three to six months in duration. If a
client engagement ends earlier than expected, professional service employees
must be re-deployed and any resulting non-billable time will adversely affect
professional services margins. The Company also expects per capita professional
services costs to increase over time due to wage increases and inflation.
Professional services margins are affected by trends in hiring and in
professional services employee utilization, and, as such, will vary in the
future. Any significant inability to increase billable rates, a decline in
billable rates or time billed to clients or the loss of a significant client
would materially adversely affect professional services margins.

     At March 31, 2000, the Company had 344 employees.

RESULTS OF OPERATIONS THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THREE MONTHS
ENDED MARCH 31, 1999

                         Professional Services Revenues

     Professional services revenues increased 321% to $10.3 million for the
quarter ended March 31, 2000 from $2.4 million for the quarter ended March 31,
1999. The increase reflects growing demand for Internet professional services
and increases in both the size and number of the Company's client engagements.
For the quarter ended March 31, 2000, professional services revenues from three
clients totaled 45% of total net revenues reflecting continued concentration of
revenues from a small number of clients, while professional services revenues
from three clients totaled 78% of total net revenues for the quarter ended March
31, 1999.

                         Educational Services Revenues

     The Company began providing educational services in May 1999. Educational
services revenues were $1.9 million for the quarter ended March 31, 2000. Of the
$1.9 million of educational services revenues earned in the first quarter of
2000, $1.4 million were earned through an outsourcing agreement with CEE and
represented 12% of total net revenues for the quarter ended March 31, 2000.

                     Direct Costs of Professional Services

     Direct costs of professional services consist primarily of the compensation
and benefits of employees engaged in the delivery of professional services and
of non-reimbursable project expenses related to client projects. Direct costs of
professional services margins reflect revenues less the professional services
expenses whether or not the employee's time is billed to a client. Direct costs
of professional services increased 256% to $5.4 million for the quarter ended
March 31, 2000 from $1.5 million for the quarter ended March 31, 1999. This
increase was primarily due to the growth of professional services headcount to
respond to growth and a general increase in wages for professional services
employees. The Company increased its professional services headcount to 208 at
March 31, 2000 from 56 at March 31, 1999. Direct costs of professional services
represented 45% of total net revenues for the quarter ended March 31, 2000 and
63% of total net revenues for the quarter ended March 31, 1999.

                                     Page 8
<PAGE>

                      Direct Costs of Educational Services

     Direct costs of educational services consist of the salaries, benefits and
direct expenses for personnel related to the Company's educational services. It
also includes the direct expenses of delivering educational services. Direct
costs of educational services were $613,000 for the quarter ended March 31,
2000. Direct costs of educational services represented 5% of total net revenues
for the quarter ended March 31, 2000.

                         Selling and Marketing Expenses

     Selling and marketing expenses consist of salaries, commissions, benefits
and related expenses for personnel engaged in sales and marketing activities. It
also includes public relations, trade shows, promotional expenses and other
expenses directly related to sales and marketing. Selling and marketing expenses
increased 662% to $3.1 million for the quarter ended March 31, 2000 from
$413,000 for the quarter ended March 31, 1999. This increase was primarily due
to an increase in selling and marketing headcount, travel related expenses and
an increase in direct expenses related to sales and marketing programs during
the first quarter of 2000. Selling and marketing expenses represented 26% of
total net revenues for the quarter ended March 31, 2000 and 17% of total net
revenues for the quarter ended March 31, 1999.

                      General and Administrative Expenses

     General and administrative expenses consist of compensation, benefits, and
related expenses for personnel engaged in executive and general management,
recruiting, human resources, information technology, finance, administrative,
and developing and maintaining the Company's service methodologies. It also
includes expenses for recruiting, training, leasing and maintaining office
space, professional fees and all other general corporate expenses. General and
administrative expenses increased 524% to $4.3 million for the quarter ended
March 31, 2000 from $685,000 for the quarter ended March 31, 1999. This increase
was due primarily to an increase in recruiting expenses and an increase in
general and administrative headcount. General and administrative expenses
represented 35% of total net revenues for the quarter ended March 31, 2000 and
28% of total net revenues for the quarter ended March 31, 1999.

           Compensation Expense Related to Stock Options and Warrants

     Compensation expense related to stock options and warrants consists of the
non-cash compensation expense related to the granting of stock options and
warrants. The Company has previously recorded deferred compensation expense of
$9.5 million related to certain stock option grants. This deferred compensation
expense is recognized based on the vesting of these stock options. Of the
recorded deferred compensation expense, $512,000 was expensed in the quarter
ended March 31, 2000. During the quarter ended March 31, 2000, the Company also
recorded compensation expense of $242,000 related to non-qualified options.


                           Interest and Other Income

     Net interest and other income (expense) changed to income of $1.1 million
for the quarter ended March 31, 2000 from an expense of $71,000 for the quarter
ended March 31, 1999. This change was primarily due to interest income related
to the proceeds from the Company's initial public offering and payments received
in connection with the settlement of litigation.

                           Provision for Income Taxes

     The Company had a net operating loss carryforward of $3.1 million at
December 31, 1999, which may be used to offset future taxable income, if any.
This carryforward is subject to review and possible adjustment by the Internal
Revenue Service. The Internal Revenue Code contains provisions that may limit
use of the carryforward in the event there are significant changes in ownership
of the Company. The Company has not given recognition to any potential tax
benefits, consisting primarily of the net operating loss carryforward, as it is
more likely than not that these benefits will not be realizable in future years'
tax returns.

                                     Page 9
<PAGE>

                        Liquidity and Capital Resources

     Since inception, the Company has funded operations through the sale of
equity securities, bank borrowings and lease financing arrangements.

     At March 31, 2000, the Company's cash and cash equivalents were $67.3
million. Working capital increased to $71.3 million at March 31, 2000 from $63.7
million at December 31, 1999. The increase was primarily due to proceeds
received from the underwriters' of the Company's December 1999 Initial Public
offering exercising an over-allotment option during January 2000. In connection
with the exercise of the over-allotment, the Company sold 600,000 shares of
common stock at $16.00 per share, resulting in net proceeds of $8.9 million.
Based on the current business plan, the Company believes that its current cash
will be sufficient to meet working capital and capital expenditure requirements
at least through the next twelve months. However, there can be no assurance that
the Company will not require additional financings within this time frame or
that such additional financing, if needed, will be available on acceptable
terms, if at all.

     Cash used in operating activities was $5.5 million for the quarter ended
March 31, 2000 and $253,000 for the quarter ended March 31, 1999. For the
quarter ended March 31, 2000 and 1999 the Company had capital expenditures of
$1.3 million and $91,000, respectively.

     Cash provided by the exercise of stock options was $221,000 for the quarter
ended March 31, 2000 and $25,000 for the quarter ended March 31, 1999.

     The Company's borrowings at March 31, 2000 consist of $405,000 due under
equipment financing obligations.

RECENT ACCOUNTING PRONOUNCEMENTS

     The Securities and Exchange Commission (SEC) issued Staff Accounting
Bulletin (SAB) No. 101, Revenue Recognition, in December 1999. The Company has
adopted this new accounting guidance for all periods presented. The adoption of
the guidance provided in SAB No. 101 did not have a material impact on any
period presented.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Derivative Financial Instruments, Other Financial Instruments and
Derivative Commodity Instruments

     As of March 31, 2000, the Company did not participate in any derivative
financial instruments or other financial and commodity instruments for which
fair market value disclosure would be required under SFAS No. 107. All of the
Company's investments are money market accounts that are carried on the
Company's books at amortized cost, which approximates fair market value.
Accordingly, the Company has no quantitative information concerning the market
risk of participating in such instruments.

Primary Market Risk Exposures

     The Company's primary market risk exposure is in the area of interest rate
risk. The Company's investment portfolio of cash and cash equivalents is subject
to interest rate fluctuations, but the Company believes this risk is immaterial
due to the short-term nature of the investments.

                                    Page 10
<PAGE>

PART II - OTHER INFORMATION

ITEM 1.  Legal Proceedings

     On January 7, 2000, Jack W. Rizika, as Assignee of the Assignee for the
Benefit of Creditors of Cambridge Technology Group, Inc. (CTG), brought suit in
the Commonwealth of Massachusetts Superior Court for Middlesex County against
the Company, John J. Donovan, and the Willingdon, Windsor, and Appleby Trusts,
alleging that CTG had advanced approximately $2.1 million to the Company in 1997
and 1998 and that before the Assignment for the Benefit of Creditors, CTG "had
agreed to forgive this debt in its entirety for no consideration." Rizika
asserted four causes of action against the Company including a fraudulent
transfer claim under the UFTA, a civil conspiracy claim, a claim for relief
under Chapter 93A of Massachusetts' consumer protection statute, and a claim for
an accounting. On May 12, 2000, the Company served a motion to dismiss the
complaint.

ITEM 2.  Changes in Securities and Use of Proceeds

(d). On January 11, 2000, the managing underwriters of the Company's initial
     public offering exercised their over-allotment option and purchased 600,000
     shares of common stock from the Company at $16.00 per share. In conjunction
     with its sale of the 600,000 shares, the Company received $8.9 million, net
     of commissions and costs. The total net proceeds to the Company from the
     initial public offering were approximately $57.8 million.

     The Company has used, and continues to expect to use, the proceeds from the
     sale of stock for general corporate purposes, including working capital. A
     portion of the proceeds may also be used for the acquisitions of businesses
     that are complimentary to the Company.

ITEM 6.  Exhibits and Reports on Form 8-K

(a). Exhibits

     10.1 Lease Agreement dated March 15, 2000, by and between the Company and
          EOP 150 - California Street, L.L.C. relating to office space located
          at 150 California St. San Francisco, CA.

     10.2 Lease Agreement dated February 28, 2000, by and between the Company
          and BRE/Southfield, L.L.C. relating to office space located at 3000
          Town Center, Southfield, MI.

     10.3 Lease Agreement dated February 16th, by and between the Company and
          40 Wall Street, L.L.C. relating to office space located at 40 Wall St.
          New York, NY. This lease agreement will be filed in paper under cover
          of Form S-E pursuant to a Continuing Hardship Exemption under Rule 202
          of Regulation S-T granted by the Securities and Exchange Commission on
          May 12, 2000. "P"

     27.1 Financial Data Schedule

(b). Reports on form 8-K

     None to report.

                                    Page 11
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                 C-Bridge Internet Solutions, Inc.


                                             By:
Date: May 12, 2000                               /s/ Joseph M. Bellini
                                                 ----------------------
                                                     Joseph M. Bellini,
                                                     Chief Executive Officer

                                             By:
Date: May 12, 2000                               /s/ Richard O. Wester
                                                 ------------------------
                                                     Richard O. Wester,
                                                     Chief Financial Officer

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