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 June 30, 2000

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

                           Commission File No. 0-26351

                                 iVIDEONOW, Inc.
                              (Formerly DIGS, Inc.)
            --------------------------------------------------------
                 (Name of Small Business Issuer in its Charter)


             Delaware                              95-4603237
-----------------------------------        ----------------------
(State  or  other  jurisdiction  of          (I.R.S  Employer
 incorporation  of  organization)           Identification  No.)


          17327 Ventura Boulevard, Suite 200, Encino, California 91316
  -----------------------------------------------------------------------------
                      Address of principal executive office


                                (818) 995 - 3650
                       ----------------------------------
                            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 June 30, 2000, 6,658,631 shares of the registrant's common stock were
outstanding.

     The  aggregate  market  value of the voting  stock  held by  non-affiliates
computed by reference  to the price at which the stock was sold,  or the average
bid and asked prices of such stock, as of August 9, 2000 was $5,393,491.

<PAGE>1


                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)


                                      INDEX
<TABLE>
<S>                                                                                            <C>
                                                                                                  Pages
                                                                                                  ------
PART I: FINANCIAL INFORMATION

  ITEM 1 - Financial Statements

       Independent Accountants' Report                                                                2

      Condensed Consolidated Balance Sheet (Unaudited) as of June 30, 2000                            3

      Condensed Consolidated Statements of Operations (Unaudited)
         For the Quarters and Year-To-Date Periods Ended June 30, 2000 and 1999                       4

      Condensed Consolidated Statements of Cash Flows (Unaudited)
         For the Year-To-Date Periods Ended June 30, 2000 and 1999                                    5

      Selected Information - Substantially All Disclosures Required by Generally
         Accepted Accounting Principles are Not Included                                          6 - 10

  ITEM 2 - Management's Discussion And Analysis Of Financial
              Condition And Results Of Operations                                                11 - 13

</TABLE>

<PAGE>2

                         INDEPENDENT ACCOUNTANTS' REPORT


August 8, 2000


To The Board of Directors and Stockholders of
iVideoNow, Inc. and Subsidiaries
Encino, California

We have  reviewed  the  accompanying  condensed  consolidated  balance  sheet of
iVideoNow,  Inc. and  Subsidiaries  as of June 30, 2000,  the related  condensed
consolidated  statements of operations for the quarter and year-to-date  periods
ended June 30, 2000, and the condensed  consolidated statement of cash flows for
the year-to-date period ended June 30, 2000. These financial  statements are the
responsibility of the Corporation's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and of making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to such condensed  consolidated  financial  statements for them to be in
conformity with generally accepted accounting principles.

The financial statements for the quarter and year-to-date periods ended June 30,
1999 have not been  reviewed  by us, and  accordingly,  we express no opinion or
other form of assurance on them.



/s/    CALDWELL, BECKER, DERVIN, PETRICK & CO., L.L.P.
       Woodland Hills, California


<PAGE>3

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2000
                                   (UNAUDITED)


                                     ASSETS

CURRENT ASSETS
     Cash                                                     $       1,412,283
     Accounts receivable - trade                                         55,000
     Investments                                                         80,000
                                                              ------------------
              Total Current Assets                                    1,547,283
                                                              ------------------
PROPERTY AND EQUIPMENT,
  net of accumulated depreciation                                       202,804

PROGRAM DEVELOPMENT COSTS,
  net of accumulated amortization                                       182,428

OTHER ASSETS
     Officer Loans                                                       54,159
     Deposits                                                             1,082
                                                              ------------------
              Total Other Assets                                         55,241
                                                              ------------------
              Total Assets                                    $       1,987,756
                                                              ==================


                      LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES
     Accounts payable and accrued expenses                    $          55,149
     Other liabilities                                                    4,067
                                                              ------------------
              Total Current Liabilities                                  59,216
                                                              ------------------
STOCKHOLDERS' EQUITY
     Preferred  stock,  par value $.01 per share;
     20,000,000 shares authorized, 2,500 shares
     issued and outstanding                                                  25

     Common  stock,  par value  $.001 per  share;
     80,000,000 shares authorized, 6,658,631 shares
     issued a outstanding                                                 6,659

     Additional paid-in capital                                       3,712,569
     Accumulated other comprehensive (loss) (See Note 4)                (39,622)
     Retained (deficit)                                              (1,751,091)
                                                              ------------------

              Total Stockholders' Equity                              1,928,540
                                                              ------------------

              Total Liabilities and Stockholders' Equity      $       1,987,756
                                                              ==================


See The Accompanying Selected Information to Unaudited Consolidated Financial
Statements.

<PAGE>4

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
     FOR THE QUARTERS AND YEAR-TO-DATE PERIODS ENDED JUNE 30, 2000 AND 1999
                                   (UNAUDITED)

<TABLE>
<S>                                                         <C>              <C>              <C>             <C>

                                                                For the Quarter Ended          For The Year-To-Date Periods
                                                                       June 30,                        Ended June 30,
                                                            -------------------------------   -------------------------------
                                                                 2000            1999              2000           1999
                                                            --------------    -------------   -------------    --------------

REVENUE                                                     $     119,625   $      22,190     $    333,905    $    314,154
COST OF SALES                                                      18,259          60,025           89,372          86,034
                                                            --------------  --------------    -------------   -------------
       Gross Profit/(Loss)                                        101,366         (37,835)         244,533         228,120
                                                            --------------  --------------    -------------   -------------

OPERATING EXPENSES
     Accounting                                                     9,176             119           36,180          10,797
     Legal                                                         21,366             420           52,756             455
     Marketing                                                     47,652          18,330           56,029          80,019
     Outside services                                              12,340          28,057           40,630          58,557
     Payroll expenses                                             169,235          87,252          293,121         153,402
     Rent                                                          25,150          19,207           43,839          38,330
     Other                                                        108,329          50,546          165,286         102,207
                                                            --------------  --------------    -------------   -------------
        Total Operating Expenses                                  393,248         203,931          687,841         443,767
                                                            --------------  --------------    -------------   -------------
          Income/(Loss) from Operations                          (291,882)       (241,766)        (443,308)       (215,647)

OTHER INCOME/(EXPENSE)
    Rental income                                                   3,000           7,500            6,000          17,300
     Interest income                                               13,391               0           13,391               0
    Other expense                                                  (1,475)              0           (5,276)              0
    Realized (loss) on sale of securities                               0               0                0          (7,850)
                                                            --------------  --------------    -------------   -------------
         Income/(Loss) Before Taxes                              (276,966)       (234,266)        (429,193)       (206,197)

(PROVISION) FOR INCOME TAX                                         (1,600)              0           (2,400)           (800)
                                                            --------------  --------------    -------------   -------------
         Net Income/(Loss)                                       (278,566)       (234,266)        (431,593)       (206,997)

OTHER COMPREHENSIVE INCOME (net of tax)
     Unrealized holding gain/(loss) on investments                (60,000)              0          (36,875)              0
     Reclassification of loss included in net income                    0               0                0           7,850
                                                            --------------  --------------    -------------   -------------
            Comprehensive Income/(Loss)                     $    (338,566)  $    (234,266)    $   (468,468)   $   (199,147)
                                                            ==============  ==============    =============   =============
(Loss) per share and common share equivalents               $        (.05)  $        (.04)    $       (.07)   $       (.04)
                                                            ==============  ==============    =============   =============
Weighted average common shares outstanding                      6,649,864       5,272,280        6,649,864       5,272,280
                                                            ==============  ==============    =============   =============

</TABLE>


See The Accompanying Selected Information to Unaudited Consolidated Financial
Statements.


<PAGE>5

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                          PART 1: FINANCIAL INFORMATION
                          ITEM 1: FINANCIAL STATEMENTS
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
            FOR THE YEAR-TO-DATE PERIODS ENDED JUNE 30, 2000 AND 1999
                                   (UNAUDITED)

<TABLE>
<S>                                                                    <C>                   <C>

                                                                               2000              1999
                                                                       ------------------  ---------------
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES:
   Net (loss)                                                           $     (431,593)     $    (206,997)
    Adjustments to reconcile net (loss) to net cash provided
    (used) by operating activities:
    Amortization and depreciation                                               28,211             16,254
    (Increase) decrease in accounts receivable                                  12,695            (60,195)
    (Decrease) in current liabilities and accrued expenses                     (23,925)           (17,043)
     (Increase) in receivables from employees                                        0             (4,000)
     (Decrease) in deferred rent credit                                        (10,000)           (10,002)
     (Increase) in deposits                                                       (922)                 0
                                                                       ----------------    ---------------
        Net Cash Flows (Used) by Operating Activities                         (425,534)          (281,983)
                                                                       ----------------    ---------------
CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES:
    Acquisition of property and equipment                                     (105,550)           (10,049)
    (Increase) in program development cost                                     (69,127)           (15,000)
    (Increase) in loan receivable - officer                                    (23,601)                 0
    Decrease in marketable securities                                                0              9,000
                                                                       ----------------    ---------------
        Net Cash Flows (Used ) by Investing Activities                        (198,278)           (16,049)
                                                                       ----------------    ---------------

CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:
    Issuance of convertible preferred stock                                  2,230,000                  0
    Proceeds from short term loan                                              150,000                  0
    Proceeds from short term loan - officer                                     30,000                  0
    Principal payment of short term loan - officer                             (30,000)                 0
    Principal payment of short term debt                                      (450,000)                 0
                                                                       ----------------    ---------------
        Net Cash Flows Provided by Financing Activities                      1,930,000                  0
                                                                       ----------------    ---------------

NET INCREASE (DECREASE) IN CASH                                              1,306,188           (298,032)

CASH AT THE BEGINNING OF THE PERIODS                                           106,095            515,920
                                                                       ----------------    ---------------
CASH AT THE END OF THE YEAR                                            $     1,412,283      $     217,888
                                                                       =================   ===============
ADDITIONAL DISCLOSURES:
    Interest paid                                                      $         6,147      $           0
                                                                       ================    ===============
    Income taxes paid                                                  $         2,400      $         800
                                                                       ================    ===============

</TABLE>

See The Accompanying Selected Information to Unaudited Consolidated Financial
Statements.

<PAGE>6


                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                              SELECTED INFORMATION
     Substantially All Disclosures Required By Generally Accepted Accounting
                           Principles are Not Included
                                  JUNE 30, 2000
                                   (UNAUDITED)


NOTE 1 - MANAGEMENT'S STATEMENT

     In  the  opinion  of  management,   the  accompanying  unaudited  financial
statements  contain all  adjustments  (all of which are normal and  recurring in
nature)  necessary to present fairly the financial  position of iVideoNow,  Inc.
and  subsidiaries  (the Company) at June 30, 2000, and the results of operations
and the cash flows for the quarter and year-to-date  periods ended June 30, 2000
and 1999.

     The notes to the Consolidated  Financial  Statements which are incorporated
by reference into the 1999 Form 10-SK should be read in  conjunction  with these
Consolidated Financial Statements.

NOTE 2 - USE OF ESTIMATES

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions that affect certain  reported amounts and disclosures.  Accordingly,
actual results could differ from those estimates.

NOTE 3 - CORPORATE NAME CHANGE

     On June 15, 2000,  the Company  officially  changed its corporate name from
DIGS, Inc. to iVideoNow,  Inc. In addition, the Company's stock began trading on
the NASDAQ OTC Bulletin Board under its new symbol  "vnow".  The name change was
approved on April 27, 2000 by shareholders with a majority voting interest.  The
name change to iVideoNow, Inc. is more descriptive of the Company's business and
aligns the name of the Company  more closely  with the  technical,  Internet and
media industries in which it operates.

NOTE 4 - SHAREHOLDERS' EQUITY

Common Stock

     In  connection  with the March 14, 2000 private  placement  of  convertible
preferred  stock,  the Company issued 100,000 warrants to the buyers and 200,000
warrants to the  underwriters.  Each warrant may be converted  into one share of
new common stock at an exercise  price equal to 110% of the closing bid price of
the common stock on March 14, 2000.  The warrants  expire on May 13, 2003. As of
June 30, 2000, all 300,000 warrants remained outstanding.

Preferred Stock

     In  connection  with the March 14, 2000 private  placement  of  convertible
preferred  stock,  the  Company  has  2,500  shares of  Series  "A"  Convertible
Preferred  Stock,  par  value of $0.01  outstanding  as of June  30,  2000.  The
preferred  shares  are  convertible,  in whole or in part,  at the option of the
holders thereof,  into  non-assessable  shares of common stock. Upon conversion,
the number of common stock received for each preferred  share will be calculated
by dividing the conversion amount by the conversion price. The conversion amount
is the sum of any accrued and unpaid  dividends  and the stated  value of $1,000
per preferred  share.  The conversion  price would be either 125% of the closing
bid price on the issuance  date, or the average of 75% of the lowest closing bid
prices of the common  stock  during any three (3) trading days during the twenty
(20) consecutive trading days ending on and including any date of determination,
whichever is lower.

NOTE 4 - SHAREHOLDERS' EQUITY (CONTINUED)

     Holders of the  preferred  shares are entitled to receive  cumulative  cash

<PAGE>7

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                              SELECTED INFORMATION
     Substantially All Disclosures Required By Generally Accepted Accounting
                           Principles are Not Included
                                  JUNE 30, 2000
                                   (UNAUDITED)


dividends at the annual rate of 6% when the shares are converted.  At the option
of the holders,  dividends may be paid in shares of common stock or in cash. The
preferred shares mature on May 13, 2003.

     Holders of the preferred  shares have no voting rights,  except as required
by law, including but not limited to the General Corporation Law of the State of
Delaware.  All preferred  shares rank senior to the common stock.  The preferred
shares have  liquidation  preferences that equal the sum of the stated value and
any accrued and unpaid  dividends.  The preferred shares are redeemable,  at the
option  of the  Company,  for  consideration  equal  to 120% of the  liquidation
preference.

     As of June 30, 2000, none of the convertible  preferred  shares relating to
the March 14, 2000 private  placement,  has been converted to common stock.  The
following is an analysis of activities in the  Stockholders'  Equity for the six
months ended June 30, 2000:

<TABLE>
<S>                             <C>     <C>     <C>       <C>       <C>           <C>           <C>          <C>

                                                                                       Comp-
                                  Preferred       Common Stock        Additional     rehensive
                                --------------  ------------------     Paid-In        Income      Retained
                                Shares  Amount    Shares    Amount     Capital        (Loss)      (Deficit)     Balance
                                ------ -------- ---------  -------  ------------- ------------ ------------- ------------

      Balance at 12/31/99          --      --   6,658,631 $ 6,659   $ 1,482,594   $   (2,747)  $(1,319,498)  $   167,008
      March 14, 2000
             Preferred stock
             issued             2,500  $   25          --      --     2,229,975           --            --     2,230,000
      June 30, 2000
             Unrealized            --      --          --      --            --      (36,875)           --       (36,875)
             holding (loss)
             Net (loss)            --      --          --      --            --           --      (431,593)     (431,593)
                                ------ -------- ---------  -------  ------------- ------------ ------------- ------------
      Balance at 6/30/00        2,500  $   25   6,658,631 $ 6,659   $ 3,712,569   $  (39,622)  $(1,751,091)  $ 1,928,540
                                ====== ======== ========= ========  ============= ============ ============= ============
</TABLE>


NOTE 5 - STOCK OPTION PLANS

     The Company  has  elected to follow  Accounting  Principles  Board  Opinion
(APBO) No. 25,  "Accounting  for Stock Issued to Employees,"  and to provide the
disclosures  required under Statement of Financial  Accounting  Standards (SFAS)
No. 123,  "Accounting for Stock-Based  Compensation." In electing to follow APBO
No. 25, the Company does not recognize any  compensation  expense related to the
granting  of any stock  options,  as no options are granted at a price below the
market price on the day of grant.

     The Company's 1999 stock option plan provides  incentive  stock options and
nonqualified  stock options to purchase common stock. The options may be granted
to  directors,  officers,  key  employees,  consultants  and  subsidiaries.  The
exercise  price  can be up to  110%  of  market  price  at the  date  of  grant.
Generally,  options are exercisable in equal  installments over three years from
the date of grant,  and expire  five to ten years from the date of grant.  As of
June 30, 2000,  the maximum of 750,000  shares were  approved to be issued under
the plan, of which 350,000 shares were available for future plans.

<PAGE>8

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                              SELECTED INFORMATION
     Substantially All Disclosures Required By Generally Accepted Accounting
                           Principles are Not Included
                                  JUNE 30, 2000
                                   (UNAUDITED)


NOTE 5 - STOCK OPTION PLANS (CONTINUED)

 Presented  below is a summary  of stock  option  plan  activity  for the period
shown:

<TABLE>
<S>                                                 <C>                 <C>

                                                                        Weighted Average Exercise
                                                      Stock Options              Price
                                                    ----------------    -------------------------

Outstanding at December 31, 1999                         295,000                $5.17
Granted                                                  105,000                $5.00
Exercised                                                     --                   --
Forfeited                                                     --                   --
Expired                                                       --                   --
                                                    ----------------    -------------------------

Outstanding at June 30, 2000                             400,000                $5.13
                                                    ================    =========================
Shares exercisable at June 30, 2000                       96,333                $5.17
                                                    ================    =========================
</TABLE>


     Exercise  prices for  options  outstanding  as of June 30,  2000 range from
$5.00  to  $5.50.  The  following  table  summarizes   information  for  options
outstanding and exercisable at June 30, 2000:

<TABLE>
     <S>                    <C>           <C>             <C>               <C>           <C>

                                       Options Outstanding                     Options Exercisable
                            -------------------------------------------     ---------------------------
                                    Weighted
                                           Weighted-        Average                        Weighted-
                               Stock        Average        Remaining           Stock        Average
            Exercise          Options       Exercise      Contractual         Options       Exercise
             Prices         Outstanding      Price            Life          Exercisable      Price
       -------------------- ------------- -------------   -------------     ------------- -------------
              $5.00           300,000        $5.00            2.5              66,000        $5.00
              $5.50           100,000        $5.50            2.0              33,333        $5.50
                            -------------                                   -------------
                              400,000                                          99,333
                            =============                                   =============

</TABLE>

     In electing  to  continue  to follow  APBO No. 25 for  expense  recognition
purposes,  the Company is obligated to provide the expanded disclosures required
under SFAS No. 123 for stock-based  compensation  granted in 2000. This includes
materially  different  information from reported results,  such as pro forma net
income and earnings per share,  had  compensation  expense  relating to the year
period  ended June 30, 2000  grants  measured  under the fair value  recognition
provisions of SFAS No. 123.

Because the weighted-average fair values at date of granted were the same as the
market  values  during the period ended June 30, 2000,  the Company's net income
and  earnings per share will be the same as the proforma net income and earnings
per share. Therefore, the Company's proforma information has not been presented.



<PAGE>9

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                              SELECTED INFORMATION
     Substantially All Disclosures Required By Generally Accepted Accounting
                           Principles are Not Included
                                  JUNE 30, 2000
                                   (UNAUDITED)


NOTE 5 - STOCK OPTION PLANS (CONTINUED)

     The weighted-average fair value at date of grant for options granted during
the  period  ended  June  30,  2000  was  $5.00  and  was  estimated  using  the
Black-Scholes  option  valuation  model  with  the  following   weighted-average
assumptions:

                                                                     2000
                                                                 -------------
       Expected life in years                                          5
       Interest Rate                                                 5.0%
       Volatility                                                   33.0%
       Dividend Yield                                                  0%

NOTE 6 - SEGMENT INFORMATION

     Information  concerning  operations in different  lines of business for the
quarter and six months ended June 30, 2000 is presented  below.  Prior to August
1999,  the Company  operated in one business  segment,  the production of custom
CD-ROM's,  through its wholly owned subsidiary  Digital Corporate  Profiles.  In
August 1999, the Company began to provide graphic design services to its clients
through its wholly owned subsidiary DXF, Design.
Intercompany transactions between the two entities are immaterial.

Segment Results for the Quarter Ended June 30, 2000:

<TABLE>
<S>                                                     <C>                 <C>            <C>

                                     CD-ROM
                                                         Design and          Graphic
         For the Quarter Ended June 30, 2000            Development          Design          Consolidated
------------------------------------------------------ ---------------    --------------   ---------------

Net Operating Revenues                                $        78,125    $       41,500   $       119,625
Operating Income/(Loss)                                      (267,075)          (26,406)         (291,882)
Identifiable Operating Assets                               1,705,323           112,487         1,817,810
Depreciation and Amortization                         $        13,515    $          653   $        14,168


Segment Results for the year-to-date ended June 30, 2000:

                                     CD-ROM
                                                         Design and          Graphic
      For the Year-to-Date Ended June 30, 2000          Development          Design          Consolidated
------------------------------------------------------ ---------------    --------------   ---------------

Net Operating Revenues                                $        84,675    $      249,230   $       333,905
Operating Income/(Loss)                                      (507,293)           62,284          (443,308)
Identifiable Operating Assets                               1,705,323           112,487         1,817,810
Depreciation and Amortization                         $        27,031    $        1,180   $        28,211

</TABLE>

     Identifiable operating assets include cash, available-for-sale  securities,
trade accounts  receivable,  and fixed assets. For the six months ended June 30,
2000, 100% of the revenue generated by Digital  Corporate  Profiles was from one
customer.



<PAGE>10

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)
                              SELECTED INFORMATION
     Substantially All Disclosures Required By Generally Accepted Accounting
                           Principles are Not Included
                                  JUNE 30, 2000
                                   (UNAUDITED)



NOTE 7 - CONCENTRATION OF CREDIT RISK

     The Company maintains its cash balances at several  financial  institutions
located in  Southern  California.  The  Federal  Deposit  Insurance  Corporation
insures the balances up to $100,000.  At June 30, 2000, the Company's  uninsured
cash balance totaled $1,237,291.

NOTE 8 - MARKETING DISCOUNTS

     The  Company  has  recognized  $40,000 in  marketing  discounts  during the
quarter ended June 30, 2000. These marketing  discounts relate to the completion
of CD-ROM  production  contracts.  Marketing  discounts are applied to the gross
contract amounts,  the net of which is normally paid in cash by the client.  The
gross contract  amounts are booked as revenue by the Company,  and any marketing
discounts  are  recognized  as marketing  expenses  during the same period.  The
Company bases the value of the marketing  discounts on its  historical  costs to
expose and distribute the CD-ROM  products to prospective  clients.  Each CD-ROM
product  bears the  Company's  subsidiary  name Digital  Corporate  Profiles and
provides the end-user contact  information.  Many of the CD-ROM products created
by Digital  Corporate  Profiles  are  distributed  at trade shows or in mailers,
providing the Company with exposure to many prospective clients.

NOTE 9 - SUBSEQUENT EVENT

     On July 1, 2000, the Company granted an additional  240,000 qualified stock
options to all employees,  with the exception of its CEO and  President,  at the
July 1, 2000 closing price of $0.50 per share.  These options are in addition to
previously granted options and can be exercised in equal installments over three
years from the grant date.  The  granted  options  will expire if not  exercised
within ten years from the grant date. In addition,  on July 1, 2000, the Company
granted 25,000  nonqualified  stock options at the July 1, 2000 closing price of
$0.50 per share to unrelated parties that have performed  professional  services
for the Company.  The unqualified  options have the same exercise and expiration
terms as the qualified options. The Company now has issued 665,000 qualified and
unqualified stock options and has 85,000 shares under its 1999 stock option plan
available for future  issuances.  No compensation  expense will be recognized by
the Company as no options  were  granted  below the market price of its stock on
the date of grant.


NOTE 10 - EARNINGS PER SHARE

     Fully  diluted per share data is not  presented,  as the  effects  would be
antidilutive.

<PAGE>11

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)

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


     This  Form  10-QSB  includes  "forward-looking"   statements  about  future
financial  results,  future business  changes and other events that have not yet
occurred.  For  example,  statements  like we "expect,"  we  "anticipate"  or we
"believe"  are  forward-looking  statements.  Investors  should be aware  actual
results may differ materially from our expressed  expectations  because of risks
and  uncertainties  about  the  future.  We  do  not  undertake  to  update  the
information in this Form 10-QSB if any forward-looking statements later turn out
to be inaccurate.  Details about risks affecting various aspects of our business
are discussed  throughout  this Form 10-QSB.  Investors  should take these risks
into consideration.

                               FINANCIAL CONDITION

     The  financial  condition of the Company  remains  strong as of the quarter
ended June 30, 2000. The Company's cash reserves of over $1.4 million will allow
growth without the  accumulation of debt for the remainder of the current fiscal
year. As of June 30, 2000, the Company has no  outstanding  loan balances or any
other form of  financing  debt.  The Company  paid all prior loans or  financing
debts from the cash received from the private placement of convertible preferred
stock during the first quarter of the year.


                              RESULTS OF OPERATIONS

     The Company's operations during the quarter ended June 30, 2000 resulted in
a loss of $276,966 and a year-to-date loss of $429,193.  This can be compared to
operating losses of $234,266 and $206,197 during the quarter ended June 30, 1999
and year-to-date June 30, 1999,  respectively.  The  comprehensive  loss for the
quarter  ended  June 30,  2000 was  $338,566,  which  includes  the impact of an
unrealized holding loss of $60,000 on securities held by the Company.

Revenues

     Consolidated revenues for the quarter ended June 30, 2000 were $119,625 and
for  the  year-to-date  was  $333,905.   Second  quarter  consolidated  revenues
increased over 400% in comparison to the same quarter ended June 30, 1999.  This
quarterly  increase results in a year-to-date  revenue increase of approximately
6%. The second  quarter  revenue  increase  recovered  the  decrease  in revenue
experienced  by the Company  during the first quarter of the year. The quarterly
revenue increase is the result of increased  CD-ROM  production by the Company's
subsidiary,  Digital  Corporate  Profiles (DCP).  CD-ROM revenue  increased from
$6,550 to $78,124  for the  quarters  ended  March 31,  2000 and June 30,  2000,
respectively.  The Company anticipates growth in CD-ROM production;  however, it
cannot be determined  if this growth rate  represents a trend that will continue
for the remainder of the year.

     Sales from graphic  services  provided by DXF Design (DXF) decreased during
the quarter  ended June 30, 2000,  as compared to the first quarter of the year.
This quarterly  decrease  experienced by DXF Design is a result of normal trends
related to work and services provided to the television industry.

Cost of Sales and Operating Expenses

     Cost of sales, as a percent of revenue,  was  approximately  27% during the
six  months  ended  June  30,  2000.  This is  consistent  with  cost  of  sales
experienced  during the six months  ended June 30, 1999.  For the quarter  ended
June 30, 2000, cost of sales, as a percent of revenue, improved to approximately
15%. The improvement is a result of production efficiencies  experienced by both
the Company's  subsidiaries DCP and DXF. Gross profit increased from $228,120 to
$244,533  for the  six-month  periods  ended  June 30,  1999 and June 30,  2000,
respectively.

<PAGE>12

                        iVIDEONOW, INC. AND SUBSIDIARIES
                         (Formerly Known as DIGS, Inc.)

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


     Operating  expenses  for the six months  ended June 30, 2000  increased  to
$687,841 as compared to $443,767  during the same period  ended 1999.  Operating
expenses for the quarter ended June 30, 2000 also increased to $393,248 compared
with  $203,931,  for the same quarter in 1999.  The most  significant  operating
expense  increase is for payroll.  The Company is continuing to expand its staff
of programmers,  designers and administrators to develop and market its products
and services.  Increased  legal and accounting  costs are a result of additional
fees related to filing  requirements and security  registration  requirements of
the Company.  Outside services  provided to the Company by computer  consultants
and other  professionals  has continued to decrease as the Company  continues to
develop its own expertise.

Liquidity and Sources of Capital

     During  the six  months  ended  June 30,  2000,  cash  used  for  operating
activities  was $425,534,  and cash used for investing  activities was $198,278.
The cash used for operations is a result of a net operating loss and an increase
and  decrease  in  accounts  receivable  and  accounts  payable.  Cash  used for
investing activities  consisted of $105,550 for property and equipment,  $69,127
in program  development costs and $23,601 in advances.  The Company expanded its
corporate  office to  accommodate  its growing  staff and  continued  efforts to
develop  and  refine  the  iVideoNow!   player.  The  Company  anticipates  cash
expenditures  for property and equipment will decrease during the second half of
the year as the office expansion is complete and only minor equipment  purchases
should be necessary.  Development costs related to the iVideoNow!  player should
remain at the levels consistent with those experienced  during the first half of
the year.  Net cash proceeds from  financing  activities was $1,930,000 and is a
result of the sale of 2,500 shares of convertible preferred stock as well as the
payment of all short-term debt.

                                     OUTLOOK

     The  emphasis  of the  Company is to provide  its  corporate  clients  with
solutions  to  their  multi-media  and  Internet  communication  needs.  Product
development,   such   as   the   iVideoNow!   player,   targets   the   Internet
business-to-business  market while  complementing  the Company's  current CD-ROM
products and Graphic Design services.  The Company's strong balance sheet should
allow for the execution of the planned growth and expansion of its marketing and
development  efforts during the remainder of the year,  without having to secure
outside financing.


PART II.  OTHER INFORMATION

Item 5.  Other Information

     As of June 15, 2000, the Company  formerly  changed its name to "iVideoNow,
Inc." to more  accurately  reflect the  Company's  emphasis  on  Internet  based
production services.

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits
                  None

(b)      Reports on Form 8-K
                  None



<PAGE>13


SIGNATURES

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

                                                        iVideoNow, Inc.


Dated: August 10, 2000                       By: /s/ PETER B. DUNN
                                                     --------------------------
                                                     Peter B. Dunn, President