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  September 30,  2000

     [ ]  TRANSITIONAL  REPORT  UNDER  SECTION  13  OR  15(d)
          OF  THE  SECURITIES  EXCHANGE  ACT  OF 1934 (No Fee Required)

                          Commission File No.  0-26405


                                  CBCOM, INC.
            --------------------------------------------------------
                 (Name of Small Business Issuer in its Charter)


             Delaware                                   95-4635025
       -----------------------------------     ------------------------
       (State  or  other  jurisdiction  of        (I.R.S  Employer
        incorporation  of  organization)         Identification  No.)

     16830 Ventura Blvd., Suite 211, Encino, California  91436
  -----------------------------------------------------------------------------
                      Address of principal executive office


                                 (818) 461-0800
                       ----------------------------------
                            Issuer's telephone number

Check  whether  the issuer has (1) filed all  reports  required by Section 12 or
15(d) of the  Exchange  Act during the past 12 months,  and (2) been  subject to
such filing requirements for the past ninety (90) days. Yes ( X ) No ( )


     As  of  September  30,  2000,   17,997,740  shares  of  Common  Stock  were
outstanding.













                                        1


<PAGE>
PART I  -  FINANCIAL  INFORMATION
Item 1.  Financial Statements
                                  CBCOM, INC.
                          (a development stage company)
                                 BALANCE SHEETS
                                                    December 31,  September 30,
                                                      1999              2000
                                                    ------------  -------------
                                                                   (Unaudited)
Assets

Current assets:
   Cash                                             $    31,844   $       8,594
   Prepaid expenses                                       4,771               -
                                                    -----------   -------------
Total current assets                                     36,615           8,594
                                                    -----------   -------------
Property, plant and equipment, net                       53,288          39,125

Other assets:
   Deposit                                               19,897          29,722
   Prepaid interest                                     165,000         110,001
   Prepaid rent in Beijing representation office        197,917         151,041
                                                    -----------   -------------
Total other assets                                      382,814         290,764
                                                    -----------   -------------
Total assets                                        $   472,717   $     338,483
                                                    ===========   =============
Liabilities and Shareholders' Deficit

Current liabilities:
  Accounts payable                                  $   331,412   $     301,010
  Salaries payable - Former CEO                         363,649               -
   Salaries payable - other                             557,250         648,887
  Accrued expenses                                      129,922         152,896
  Income tax payable                                      2,400           2,400
  Capital lease obligation - current                     32,433          32,433
   Loan payable - shareholders                           11,988         126,018
                                                    -----------   -------------
Total current liabilities                             1,429,054       1,263,644
Loan from related party                                 157,184       1,172,446
                                                    -----------   -------------
Total liabilities                                     1,586,238       2,436,090

Shareholders' Deficit
  Common stock; par value $0.001 per share,
   100,000,000 shares authorized, 17,212,240 and
   17,997,740 shares issued and
   outstanding, respectively                             17,212          17,998
   Additional paid-in capital                         6,021,944       6,548,125
   Subscription receivable                               (1,300)         (1,250)
   Accumulated deficit                               (7,151,377)     (8,662,480)
                                                    -----------   -------------
Total shareholders' deficit                          (1,113,521)     (2,097,607)
                                                    -----------   -------------
Total liabilities and shareholders' deficit         $   472,717   $     338,483
                                                    ===========   =============
                 See accompanying notes to financial statements.
                                       2
<PAGE>
                                   CBCOM, INC.
                          (a development stage company)

                            STATEMENTS OF OPERATIONS

<TABLE>
<S>                               <C>            <C>           <C>           <C>            <C>
                                                                                                  From
                                                                                                Inception
                                                                                                (April 23,
                                                                                                  1997)
                                    Three Months Ended Sept.30,  Nine Months Ended Sept.30,    to Sept. 30,
                                    --------------------------   --------------------------   --------------
                                       1999           2000          1999          2000             2000
                                    -----------    -----------   -----------   ------------   --------------
                                    (Unaudited)    (Unaudited)   (Unaudited)   (Unaudited)     (Unaudited)

Net sales                         $          -   $          -  $          -  $           -  $             -

Cost of sales                                -              -             -              -                -
                                    -----------    -----------   -----------   ------------   --------------

Gross profit                                 -              -             -              -                -

Selling expense                              -              -             -              -                -

General and administrative expense     941,470        898,790     1,508,775      1,426,037        8,046,640

Merger transaction expense                   -              -       149,950              -          399,950
                                    -----------    -----------   -----------   ------------   --------------

Loss from operations                  (941,470)      (898,790)   (1,658,725)    (1,426,037)      (8,446,590)

Other income (expense):
   Interest expense, net               (18,333)       (38,936)      (72,665)       (85,066)         (207935)
   Other, net                            6,500              -        10,905              -           (5,555)
                                    -----------    -----------   -----------   ------------   --------------
Loss before income taxes              (953,303)      (937,726)   (1,720,485)    (1,511,103)      (8,660,080)
Income tax provision                         -              -           800              -            2,400
                                    -----------    -----------   -----------   ------------   --------------

Net loss                           $  (953,303)  $   (937,726) $ (1,721,285) $  (1,511,103) $    (8,662,480)
                                    ===========    ===========   ===========   ============   ==============

Weighted average number of common   15,327,500     17,997,740    15,425,353     17,213,982
 shares outstanding                 ===========    ===========   ===========   ============

Basic and diluted loss per share   $     (0.06)  $       (.05) $      (0.11) $       (0.09)
                                    ===========    ===========   ===========   ============
</TABLE>

                 See accompanying notes to financial statements.

                                       3
<PAGE>
                                   CBCOM, INC.
                          (a development stage company)
                            STATEMENTS OF CASH FLOWS
                Increase (Decrease) in Cash and Cash Equivalents
<TABLE>
<S>                                                           <C>                <C>                 <C>


                                                                                                      From Inception
                                                                                                        (April 23,
                                                                                                           1997)
                                                                   Nine Months Ended Sept. 30,         to Sept. 30,
                                                                 ---------------------------------
                                                                     1999               2000               2000
                                                                 --------------     --------------    ----------------
                                                                  (Unaudited)        (Unaudited)        (Unaudited)

Cash flows from operating activities:
  Net loss                                                    $    (1,721,275 )  $    (1,511,103 )   $    (8,662,480 )

  Adjustments to reconcile net loss to net cash
   used in operating activities:
    Depreciation and amortization                                      14,164             61,038             104,090
    Write-off assets in Beijing                                             -                  -             187,500
    Write-off of pager inventory                                      136,620                  -             136,620
    Issuance of stock for signing bonus                                     -                  -             436,625
    Forgiveness of interest on shareholder's loan                      34,876             30,067              82,903
    Amortization of prepaid interest                                   36,667             54,999              54,999
    Compensation cost related to options granted                       18,750                  -             131,250
    Issuance of stock for promotion and facilitation service                -                  -             623,750
    Issuance of stock for payroll expense                                   -                  -             560,000
    Issuance of stock for merger transaction expenses                       -                  -             250,000
    Increase(decrease) in cash from changes in:
      Receivables                                                       8,655                  -                   -
      Pager inventory                                                       -                  -            (136,620 )
      Deposits                                                             25             (9,825 )           (29,722 )
      Prepaids                                                         46,875              4,771             169,583
      Accounts payable                                                216,129            (30,402 )           301,010
      Salaries payable - former CEO                                   (25,934 )         (363,649 )                 -
      Salaries payable - other                                        418,501            318,137             875,387
      Accrued liabilities and income tax payable                      107,102             22,973             155,295
                                                                 --------------     --------------    ----------------
Net cash used in operating activities                                (708,845 )        (1,422,994 )        (4,759,810 )
                                                                 --------------     --------------    ----------------
Cash flows from investing activities:
   Purchase of furniture and equipment                                       -                  -             (64,336 )
   Refund of purchase price on a piece of furniture                        500                  -                 500
                                                                 --------------     --------------    ----------------
Net cash provided by investing activities                                    -                  -             (63,836 )
                                                                 --------------     --------------    ----------------
</TABLE>



                                       4
<PAGE>
                                   CBCOM, INC.
                          (a development stage company)
                            STATEMENTS OF CASH FLOWS
                Increase (Decrease) in Cash and Cash Equivalents
<TABLE>
<S>                                                            <C>               <C>                 <C>
                                                                                                      From Inception
                                                                                                        (April 23,
                                                                                                           1997)
                                                                   Nine Months Ended Sept. 30,         to Sept. 30,
                                                                 ---------------------------------
                                                                     1999               2000               2000
                                                                 --------------     --------------    ----------------
                                                                  (Unaudited)        (Unaudited)        (Unaudited)

Cash flows from financing activities:
   Repayment of capital lease                                              (71 )                -                 (71 )
   Proceeds from related party                                         157,184          1,129,294           1,286,478
   Repayments of related party loans                                    (7,516 )                -            (266,261 )
   Proceeds from issuance of stock and warrants                        304,200                 50             855,125
   Proceeds from stockholder loans                                      25,000            270,400           2,917,019
                                                                 --------------     --------------    ----------------
Net cash provided by financing activities                              478,797          1,399,744           4,832,240
                                                                 --------------     --------------    ----------------
Net increase (decrease) in cash and cash equivalents                  (229,548 )          (23,250 )             8,594

Cash and cash equivalents, beginning of period                         240,000             31,844                   -
                                                                 --------------     --------------    ----------------
Cash and cash equivalents, end of period                       $        10,452   $          8,594    $          8,594
                                                                 ==============     ==============    ================
Supplementary information Cash paid during the year:
     Interest                                                  $             -   $              -    $          5,563
                                                                 ==============     ==============    ================

Supplemental disclosure of non - cash activities
   Issuance of stock to purchase selected assets in CBCom                    -                  -             187,500
     Beijing
   Capital lease                                                             -                  -              32,504
   Issuance of stock for signing bonus                                       -                  -             436,625
   Issuance of stock for prepaid rents in Beijing                            -                  -             312,500
   Conversion of shareholder's loan                                          -            270,400           2,682,370
   Issuance of stock for directors' compensation                             -                  -             560,000
   Issuance of stock for promotion and facilitation service                  -                  -             623,750
   Issuance of stock for merger transaction expenses                         -                  -             250,000
   Deemed interest for Polmont                                               -                  -             220,000
   Forgiveness of interest accrued                                                              -              46,437
   Conversion of accrued salary payable into common stock      $             -   $        226,500    $        226,500
                                                                 ==============     ==============    ================
</TABLE>




                 See accompanying notes to financial statements.



                                       5
<PAGE>
                                   CBCOM, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS


(Information  as  of  September 30, 2000 and for the nine months ended September
30,  1999 and 2000, respectively,  is unaudited)

1. The Organization and Business

CBCom,  Inc.  ("the  Company") was  incorporated  under the laws of the State of
Delaware  on April  23,  1997 and is  registered  to do  business  as a  foreign
corporation in the State of California.  The strategic mission of the Company is
to  participate  in  the  development  of   telecommunication,   Internet,   and
information  service  businesses in the People's  Republic of China. The Company
will seek to acquire  existing  Internet  Service  Providers (ISP) and web based
Internet  content  providers (ICP) and operates through a series of Sino-foreign
joint venture companies.  The Company previously  established a joint venture in
order to operate in the pager network business in China;  however,  this venture
was closed due to the inability at that time to raise sufficient capital.

The Company  incurred  consecutive  losses in 1997,  1998,  and 1999 and for the
first 3 quarters of 2000 and had negative working capital in 1998, 1999 and 2000
respectively,  that raises  substantial doubt about its ability to continue as a
going  concern.   Historically,   one  of  the  Company's  directors  and  major
shareholders  provided  the Company  with  substantial  financing  sources.  The
director has provided a letter of support  indicating that he pledges to provide
continuous  financial  support to enable the  Company  to  satisfy  its  working
capital  requirements  and to complete its  commitments  to the Company's  joint
venture  projects on a going  concern  basis.  While there is no assurance  that
funding will be available, the Company is continuing to actively seek funding to
complete  the  Shanghai  joint  venture   project  through  equity  and/or  debt
financing.  There  is an  uncertainty  that  management  fund  raising  will  be
successful.  The accompanying financial statements do not include any provisions
or adjustments, which might result from the outcome of the uncertainty discussed
above.

2.  Presentation of Interim Information

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with the  instructions  to Form  10-QSB  and  Item  310 of  regulation  S-B.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
The accompanying unaudited financial statements reflect all adjustments that, in
the opinion of the management,  are considered necessary for a fair presentation
of the financial position, results of operations, and cash flows for the periods
presented.  The  results of  operations  for such  periods  are not  necessarily
indicative  of the results  expected  for the full fiscal year or for any future
period. The accompanying financial statements should be read in conjunction with
the audited  consolidated  financial  statements of the Company  included in the
Company's Form 10-KSB for the year ended December 31, 1999.




                                       6
<PAGE>
                                   CBCOM, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS

3.  Related Party Transactions

Loan from Polmont and Employment Agreement Dispute

The Company had a five-year employment agreement starting from May 17, 1997 with
the former CEO who left the Company in January 1999. He filed a lawsuit  against
the Company for the unpaid  compensation  of $520,833  through May 17, 1999 plus
$30,000 for  repurchasing  the shares  currently  owned by him and the  relevant
compensation  remaining on his  employment  agreement.  In  accordance  with the
employment  agreement,  the  former  CEO's  annual  base  salary  and bonus were
guaranteed up to May 15, 1999 by 800,000 shares of a publicly  traded  company's
common  stock in an escrow  account,  which  were  owned by  Polmont  Investment
Limited.

On January 21, 1999,  the Company  entered into a settlement  agreement with the
former CEO as follows: (1) the delayed compensation of $520,833 would be paid by
the proceeds from the sale of the asset held in the escrow  account plus $30,000
for the  repurchase  of his CBCom Common Stock;  and (2) both parties  agreed to
submit any remaining  compensation claims to binding arbitration.  To the extent
that the former CEO wins an award in excess of $550,833,  he will be  authorized
to sell remaining shares in the escrow account to the extent of 3,500 shares per
day; and (3) the former CEO agreed to look solely to the escrowed shares for his
satisfaction of his claim in this lawsuit, waive any claim for damages in excess
of their value, and generally release all parties to this lawsuit,  such release
being subject to the performance of the obligations of the related defendants.

As of June 30, 2000,  the escrow has sold 250,000  shares and the former CEO had
received the entire  compensation  of $520,833 plus $16,407 towards the purchase
of his Common Stock.

As of September 30, 2000,  all parties have signed a settlement  agreement.  The
former CEO would accept an additional  190,000 shares held in the escrow as full
and final  settlement  for all  claims.  As of  September  1, 2000,  the date of
delivery of the shares,  the estimated  value of these shares was  $629,375.  As
part of the  agreement any title or interest the former CEO had in the Company's
stock or options  would be  transferred  back to the  Company.  According to the
agreement  between the  Company and  Polmont,  the  Company has  recognized  the
corresponding  loan payable to Polmont as shares were sold and the proceeds were
used to settle  its  obligation  to the  former  CEO.  As of result of the above
settlement  with the former CEO,  the total loan from  Polmont was  increased to
$1,172,446.  Polmont  agreed to waive its  accrued  interest  of  $18,941  as of
September 3, 2000.

Shareholder loans

During the nine months ended  September 30, 2000,  the principal  shareholder of
the  Company  provided  $384,430  in  cash  to fund  the  Company's  operations.
According to the agreement  between the principal  shareholder  and the Company,
the  principal  shareholder  will  continue to provide funds to the Company on a
going  forward  basis and that any  balance  of loan  payable  to the  principal
shareholder  should be due on April 23, 2000 bearing an interest  rate of 7% per

                                       7
<PAGE>
                                   CBCOM, INC.
                          (a development stage company)

                          NOTES TO FINANCIAL STATEMENTS

annum.  According to the agreement,  the principal shareholder has the option to
convert his  outstanding  loan  balance  into the  Company's  common  stock at a
conversion  price  of $0.50  per  share at any  time  prior to April  23rd,  the
maturity  date of the loan.  On April 24,  2000 the  Company  extended  the note
between the Company and the principal  shareholder  for one  additional  year to
April 24,  2001.  The  principal  shareholder  retains the option to convert his
outstanding  loan  balance  into  the  Company's  Common  Stock;   however,  the
conversion  price for all loans  advanced after April 24, 2000 will be $1.00 per
share.

 The agreement also  specified that the conversion  price may be adjusted if the
Company  shall  at any time  undergo  a stock  split,  stock  dividend  or other
combination or subdivision  that does not involve payment of  consideration  for
such shares.  As of September  30, 2000,  the principal  shareholder  waived his
accrued interest receivable of $11,125.

4. Subsequent Events

The  Company  filed  Form 211  with  the NASD  to  initiate a listing on the OTC
Bulletin  Board  and is  awaiting notification.
































                                       8
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

Financial Condition at September 30, 2000

The Company had an  accumulated  deficit of $8,662,480 as of September 30, 2000.
Since its inception in 1997, the Company has suffered  consecutive losses in the
fiscal  years ended  December  31, 1997,  1998,  1999 and 2000.  The Company had
$8,594 cash on hand at September 30, 2000.

Results of Operations

The Third Quarter Ended September 30, 2000  Compared  to The Third Quarter Ended
September 30, 1999

The general and  administrative  expense  results of operations  for the quarter
ending  September  30, 2000 was  $898,790  compared to $941,470  for the quarter
ending  September 30, 1999. The components of the September 30, 2000 general and
administrative  expenses included $138,300 of compensation  expense,  $26,919 of
rental expense for both the Beijing and California offices, $645,782 in one time
compensation  expense relating to the settlement for the former CEO, and $31,195
in accounting and legal fees. The decrease of $42,680 represents the
 increase in year 2000 of $257,112 in compensation  expense offset by write-offs
in 1999 of $164,375 of  advances  to CBCom China and  $143,492 of  unrecoverable
pager development and inventory expense.

The Company undertook and completed a merger with ABBACY  Corporation,  a public
shell company in October, 1999. The Company recognized $100,000 of legal fees in
connection  with the merger in September,  1999. On August 26, 1999, the Company
conducted a Regulation  D, Rule 506  offering to issue  50,000  shares of common
stock at par value of $0.001 per share to 300  shareholders  in order to satisfy
its goal to be listed on the NASDAQ OTC Bulletin  Board and  recognized a merger
transaction  expense of $49,950.  The $50 proceeds were  received  subsequent to
September 30, 1999.

The  interest  expense for the  quarter  ending  September  30, 2000 was $38,936
compared to $18,333 for the quarter  ending  September 30, 1999. The increase in
interest  expense was due firstly to recording the deemed  interest  expense for
the loan of Amtec shares by Polmont used to pay the compensation  expense of the
former  CEO.  See  the  Note  3  about  related  party   transactions  for  more
information.  The  remaining  interest  is  accrued  interest  relating  to  the
shareholder loans.

The  Nine  Months  Ended  September 30, 2000  Compared  to The Nine Months Ended
September 30, 1999

The general and administrative expense results of operations for the nine months
ending  September 30, 2000 was  $1,426,037  compared to $1,508,775  for the nine
months  ending  September  30, 1999.  The  components  of the September 30, 2000
general and  administrative  expenses included $414,900 of compensation  expense
(of which $337,500 was accrued),  $90,460 of rental expense for both the Beijing
and California offices,  $645, 782 in one time compensation  expense relating to
the settlement  for the former CEO, and $101,946 in legal and  accounting  fees.
The  decrease  of $82,738  represents  the  increase in year 2000 of $370,682 in
compensation  expense  offset by write offs in 1999 of  $220,000  in advances to
CBCom China and $143,  492 of  unrecoverable  pager  development  and  inventory
expense plus the decrease of $87, 543 in legal expenses.

                                       9
<PAGE>
The Company undertook and completed a merger with ABBACY  Corporation,  a public
shell company in October, 1999. The Company recognized $100,000 of legal fees in
connection  with the merger in September,  1999. On August 26, 1999, the Company
conducted a Regulation  D, Rule 506  offering to issue  50,000  shares of common
stock at par value of $0.001 per share to 300  shareholders  in order to satisfy
its goal to be listed on the NASDAQ OTC Bulletin  Board and  recognized a merger
transaction  expense of $49,950.  The $50 proceeds were  received  subsequent to
September 30, 1999.

The interest  expense for the nine months ended  September  30, 2000 was $85,066
compared to $72,665 for the nine months  ending June 30,  1999.  The increase in
interest  expense was due mainly to the deemed interest  expense for the loan by
Polmont of Amtec  shares used to  compensate  the former CEO.  See Note 3 to the
Financial Statements about related party transactions for more information.  The
balance of the interest expense is accrued interest on the shareholder's loan.

Plan of Operation

CBCom was formed to develop  telecommunications  projects  and  Internet-related
information  services in the People's Republic of China. CBCom establishes joint
venture partnerships with Chinese companies having data networking  technologies
or customer bases to which CBCom will  contribute  United States  technology and
management resources. In order to execute its Business Plan, CBCom plans to list
its common shares on the OTC Bulletin Board and undertake a Private Placement of
$5.0-10.0  million.  The funds  will be used to  capitalize  the  joint  venture
partnerships  and acquire  Internet  companies  in China.  If CBCom is unable to
raise funds through a Private Placement, the company would be dependent upon its
major  shareholders  for funds and would have to alter its acquisition  strategy
and timetable.

To limit the use of  valuable  cash  reserves,  CBCom will  negotiate  its first
acquisitions  using only CBCom shares.  The terms of any  acquisition  must give
operating  control of the  acquired  business to CBCom.  CBCom will  provide the
necessary  operating cash as well as management  and technical  staff to operate
the  consolidated  business.  There is good cause to believe  that owners of the
ISPs in China  will  welcome  the  opportunity  to own stock in a United  States
public company.

E-Commerce  has not yet become a mainstream  business in China,  as credit cards
are essentially  non-existent,  and its parcel delivery services are inadequate.
ICP businesses  offering free  information  and services  financed solely by web
site "banner ads" are not yet profitable.  The most secure Internet revenues are
those paid to the Internet  Service  Providers,  as anyone wishing to access the
Internet must pay access fees.  There is a large profit  potential for ISPs both
now and in the foreseeable future.

Entering this business is attractive, as start-up costs are relatively low. This
has  resulted in a large  number of small,  unsuccessful  ISPs and ICPs that are
under  capitalized.  The typical  smaller ISP is unable to support its overhead,
even less  capable  of proper  marketing,  and is thus  unable to  increase  its
subscribers enough to turn a profit.

CBCom  plans  an  aggressive  series  of  mergers,   acquisitions,  and  service
expansions.  CBCom will offer  convenient  accessibility  through  local  access
numbers  nationwide,  fast access speeds,  high quality  customer  support,  and
user-friendly  services,  all of which are  currently  lacking  in China but are

                                       10
<PAGE>
taken for granted in America.  Internet Content will include unique and targeted
applications  on its  various  web  sites  thereby  drawing  an  ever-increasing
customer  base to its ISP business,  as well as  generating  revenue by charging
fees for specialized information and service web sites.

In order to quickly  reach a profitable  number of  subscribers,  CBCom plans to
acquire a number of smaller ISPs and by using  current  technology,  combine the
existing customers into a single ISP. The infrastructure  requirements of a very
small ISP are  essentially  the same as that of a very large ISP and the cost to
maintain  operations  are virtually  fixed.  Therefore the single most important
component  of  profitability  is a high  number  of  subscribers.  By  acquiring
existing businesses,  CBCom will immediately benefit from achieving economies of
scale.

CBCom has  entered  into a  memorandum  of  understanding  with  Shanghai  Stock
Exchange    Communication    Co.,   Ltd.   ("SSECC")   and   Shanghai   Xingtong
Telecommunications  Science & Technology Co., Ltd. to form a Sino-foreign  joint
venture to develop a financial  data  network in China called  "China  Financial
Network" or "CFN".  SSECC is a subsidiary of the Shanghai Stock Exchange  formed
as a joint venture  between  Shanghai  Stock Exchange and Shanghai Stock Central
Clearing Company. The memorandum  contemplates that SSECC will provide access to
its existing satellite communication system as well as licenses, permissions and
rights to use the logo, name and  promotional  information of the Shanghai Stock
Exchange.  Shanghai  Xingtong  Telecommunications  will  participate  in network
design and management to ensure efficient  utilization of the satellite  network
and will  provide  technical  assistance.  CBCom will  provide the  resources to
collect and compile  global  financial  information,  United States  technology,
management resources and capital.

The memorandum of  understanding  anticipates the project planned in two phases.
Phase I is to market and distribute financial information in Chinese provided by
the  Shanghai  Stock  Exchange  over a network to various  terminals  throughout
China,  exclusively targeting Chinese stockbrokers,  financial  institutions and
corporate  users.  The financial  information  provided will include  prices for
commodities and futures,  precious metals, Asian and global equities and foreign
currencies,   global  market  indexes  and  real  time  international  news  and
commentary.  The information  provided will differ from information  provided by
competitors in that it will be entirely in Chinese at a lower rate.  Phase II is
to market to individual  consumers  real-time  financial  data, news and on-line
investment  trading bundled as a single service,  developing into the equivalent
of a commercial Internet Service Provider.

The  parties to the  memorandum  must enter into a joint  venture and obtain the
required approvals from the Chinese government  authorities by December 31, 2000
(the original deadline was June 30, 2000) or may lose the exclusive right to the
use of the SSECC satellite  communication system. CBCom has advanced $250,000 in
start-up  expenses  which was  expensed  during 1998 and which could be credited
toward its capital  contribution  to the joint  venture  company  when the joint
venture is  completed.  If the joint  venture has not been set up and  exclusive
licenses to use the  satellite  communication  network  owned by Shanghai  Stock
Exchange  and use the logo and name of  Shanghai  Stock  Exchange  have not been
obtained, the issuance of promotional stock to Sinoway, Ltd. could be cancelled.

CBCom  intends to  continue  its sale of the  Microtron  2000 in addition to the
development of the joint venture project for the creation of the China Financial


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<PAGE>
Network. CBCom believes that the Shanghai Stock Exchange and its members provide
a ready market for the sale of the Microtron  2000 and its capability to receive
stock quotes.

Liquidity and Capital Resources

The Company has suffered losses in 1997,  1998, 1999 and the first six months of
2000 and had negative  working  capital in all of these  periods.  The operating
activities of the Company have been funded by the principal  shareholders in the
form of equity and shareholder loans. Funds loaned by the principal  shareholder
to the Company  amounted to $679,000 in 1998,  $137,000 in 1999 and  $384,430 in
the first nine months of 2000.  During 1999,  the Company raised money through a
series of private  placements  obtaining net proceeds of $304,000  after selling
commissions.

One the  Company's  directors  and major  shareholders  continue  to provide the
Company with substantial  financing sources.  The director has provided a letter
of support indicating that he pledges to provide continuous financial support to
enable the Company to satisfy its working capital  requirements  and to complete
its commitments to its joint venture  projects.  The consecutive  losses and the
negative working capital  situation raise  substantial doubt about the company's
ability to continue as a going concern. While there is no assurance that funding
will be  available,  the  Company is  continuing  to  actively  seek  funding to
complete its joint venture projects and execute its Business Plan through equity
and/or debt financing. Without outside funding, the Company is totally dependent
upon its major shareholders and would need to reconsider its Business Plan.




                           PART II - OTHER INFORMATION

                                   CBCOM, INC.

                               SEPTEMBER 30, 2000

Item 1.   Legal Proceedings

CBCom  entered into a settlement  agreement  with Bernard J. Luskin,  the former
Chief  Executive  Officer of CBCom,  in  January,1999,  settling an  outstanding
dispute for unpaid salary and other  compensation.  Mr. Luskin had an employment
contract  with CBCom which  guaranteed  payment of his salary  through an escrow
account  containing  800,000 shares of common stock of Amtec, Inc., which shares
were pledged by Polmont Investments,  Ltd., a British Virgin Islands corporation
controlled by one of the principal stockholders of CBCom.

Through the  settlement,  the parties agreed that Mr. Luskin will receive unpaid
salary and bonus  through May 15, 1999 totaling  $520,833,  plus $30,000 for the
repurchase of his Company Common Stock,  plus additional  compensation as may be
determined  by binding  arbitration;  but in no event  shall  CBCom's  liability
exceed the value of the shares held in escrow.  . As of June,  2000,  the escrow
has sold 250,000 shares for proceeds of $537,240;  accordingly the unpaid salary
amount of $520,833 has been fully paid and $16,407  toward the repurchase of his
company stock has been paid.



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<PAGE>
As of September  30, 2000,  all parties had signed a settlement  agreement.  The
former CEO would accept an additional  190,000 shares held in the escrow as full
and final settlement for all claims. As of September 1, 2000 the estimated value
of these shares was $629,375. As part of the agreement any title or interest the
former CEO had in the Company's  stock or options would be  transferred  back to
the Company.  According to the  agreement  between the Company and Polmont,  the
Company has recognized the corresponding  loan payable to Polmont as shares were
sold and the proceeds were used to settle its obligation to the former CEO.

Mr. Luskin waived any rights to satisfy any claims against CBCom from any assets
other than those shares held in the escrow account.  CBCom is obligated to repay
Polmont the amount it has paid to Mr.  Luskin  from the sale of its Amtec,  Inc.
shares.  Polmont  has  agreed to accept  payment in the form of shares of CBCom,
Inc.  valued at $0.50 per  share.  Due to the nature of this  off-balance  sheet
financing,  the  Company has  recognized  prepaid  interest of $220,000  and the
corresponding amount in additional paid-in capital and has amortized the prepaid
interest over a period of three years.

On August 30, 1999,  a lawsuit was filed in the Superior  Court  of the State of
California  against CBCom, Inc., Max Sun, and Charles Lesser (Case No. LCO49888)
by Com VU Corporation,  a Delaware corporation,  based on an alleged breach of a
prior  agreement  between  CBCom and Com VU. The parties  entered  into a merger
agreement on March 26, 1999, which merger was never effected. Com VU is alleging
CBCom (i) failed to consummate  the merger by failure to use its best efforts to
effect it (ii) failed to pay $50,000 in outstanding debts to two shareholders on
behalf of Com Vu (iii)  terminated the agreement  improperly and (iv) breached a
covenant of good faith. Com Vu is requesting  payment of the $50,000 plus losses
of approximately  $15,000 in expenses and costs.  CBCom disputed the allegations
of the claims and defended the action vigorously.

As of September  30, 2000 the  litigation  between Com VU and CBCom was settled.
Both parties  agreed to a dismissal  agreement and a mutual  general  release of
this lawsuit. Both parties agreed to unconditionally release, acquit and forever
discharge each other for any and all actions based directly or indirectly on the
subject matter of the above lawsuit.

Item 2.  Changes in Securities

         None

Item 3.  Defaults upon Senior Securities

         Not applicable

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

         None

Item 5.  Other Information

         None

Item 6.  Exhibits and Reports on Form 8-K




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<PAGE>
     (a) Exhibits.
         10.9  Dismissal  Agreement  and  Mutual  General Release by and between
               ComVu Corporation and CBCom, Inc. Max Sun and Charles Lesser
         10.10 Luskin v. CBCom, Inc et al.,  release and receipt; Declaration of
               Bernard Luskin

     (b) Reports on Form 8-K.  On September 7, 2000,  the Company filed Form 8-K
         to indicate a change  in the  Registrant's  Certifying  Accountant.  On
         September  27,  2000  the  Company  filed Form 8-K/A to amend the above
         mentioned filing.


                                  SIGNATURES
      Pursuant  to the  requirements  of Section 13 or 15 (d) 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,  in the city of Encino,
California, on the 14th day of November, 2000.


                             CBCOM, INC.


                             By  /s/ Chian Yi Sun
                                ----------------------------
                                     Chian Yi Sun
                                     Chairman of the Board

                             By  /s/ Charles A. Lesser
                                ----------------------------
                                     Charles A. Lesser
                                     Chief Financial Officer

























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