UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                          ----------------------------

                                    FORM 10-Q

(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 0-26809

                                ASPI EUROPE, INC.
             (Exact name of registrant as specified in its charter)

          FLORIDA                                    91-1962104
(State or Other Jurisdiction                (I.R.S. Employer Identification No.)
of Incorporation or Organization)


                                Two Union Square
                          601 Union Street, Suite 4200
                               Seattle, Washington
                                      98101
                    (Address of principal executive offices)

                                 (206) 652-3675

              (Registrant's telephone number, including area code)


                             SHOPPING SHERLOCK, INC.
              (Former name, former address, and former fiscal year,
                         if changed since last report)


     Indicate by check mark whether the registrant:  (1) has filed all documents
and  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 __

       The number of outstanding shares of common stock, $0.001 par value,
               of the registrant at March 31, 2000 was 7,063,116.


<PAGE>

                                ASPI EUROPE, INC.

                             INDEX TO THE FORM 10-Q
                  For the quarterly period ended March 31, 2000

<TABLE>
                                                                                                       Page
                                                                                                       ----
<S>                                                                                                     <C>
PART I --  FINANCIAL INFORMATION

         ITEM 1.  FINANCIAL STATEMENTS...................................................................1

                      Consolidated Balance Sheets........................................................1

                      Consolidated Statements of Operations and Deficit..................................2

                      Consolidated Statements of Stockholders Deficit....................................3

                      Consolidated Statements of Cashflow................................................4

                      Notes to Consolidated Financial Statements.........................................5

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

         ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK............................12

PART II  --  OTHER INFORMATION

         ITEM 1.  LEGAL PROCEEDINGS.....................................................................13

         ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS.............................................13

         ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.......................................................13

         ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS...................................13

         ITEM 5.  OTHER INFORMATION.....................................................................14

         ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K......................................................14


SIGNATURES        ......................................................................................15
</TABLE>



                                       ii
<PAGE>


                         PART I -- FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS


                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                           CONSOLIDATED BALANCE SHEETS


<TABLE>
                                                                                  March 31,        December 31,
                                                                                   2000               1999
                                                                                (unaudited)
--------------------------------------------------------------------------------------------------------------
                                     ASSETS
Current Assets
<S>                                                                          <C>                <C>
   Cash and cash equivalents                                                 $    31,716        $    93,127
   Restricted cash                                                                17,873             35,686
   Prepaid expenses and deposits                                                   2,878             22,917
--------------------------------------------------------------------------------------------------------------
Total Current Assets                                                              52,467            151,730

Net assets to be disposed                                                         42,835             86,098
--------------------------------------------------------------------------------------------------------------
Total Assets                                                                 $    95,302        $   237,828
--------------------------------------------------------------------------------------------------------------

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities
   Accounts payable                                                          $   166,463        $    74,907
   Due to related party                                                           98,463             95,033
   Convertible note payable                                                            -            150,616
--------------------------------------------------------------------------------------------------------------
Total Current Liabilities                                                        264,926            320,556
--------------------------------------------------------------------------------------------------------------

Stockholders' Deficit
   Common stock, $.001 par value; 50,000,000 shares authorized,
   7,063,116 and 9,000,000 issued and outstanding                                  7,063              9,000
   Additional paid-in capital                                                  2,159,328          1,131,579
   Deficit accumulated during the development stage                           (2,336,015)        (1,223,307)
--------------------------------------------------------------------------------------------------------------
Total Stockholders' Deficit                                                     (169,624)           (82,728)
--------------------------------------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit                                  $    95,302        $   237,828
--------------------------------------------------------------------------------------------------------------
</TABLE>



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




                                       1
<PAGE>


                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT
            FOR THE THREE MONTH PERIOD ENDED MARCH 31, 2000 AND 1999
                                   (Unaudited)



                                                  Three Months Ended March 31,
                                                  ----------------------------
                                                    2000               1999
--------------------------------------------------------------------------------
  OPERATING EXPENSES
   General and administrative                 $    124,809          $   10,306
   Noncash stock-based compensation                 68,334                   -
   Financial consulting fee                      1,156,000                   -
   Depreciation and amortization                     2,221                 624
   Interest expense, net                               500                   -
--------------------------------------------------------------------------------

  Total operating expenses                       1,351,864              10,930
--------------------------------------------------------------------------------

  NET (GAIN) LOSS FROM DISCONTINUED
  OPERATIONS                                      (239,156)            135,142
--------------------------------------------------------------------------------
  Net loss                                    $ (1,112,708)         $ (146,072)
--------------------------------------------------------------------------------

  Net (loss) gain per share -
   Continuing operations                      $      (0.16)         $    (0.00)
   Discontinued operations                            0.03               (0.03)
--------------------------------------------------------------------------------

  Net loss per share - basic and diluted      $      (0.13)         $    (0.03)
--------------------------------------------------------------------------------

  Weighted average number of shares
    of common stock outstanding                  8,396,449           4,333,333
--------------------------------------------------------------------------------


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




                                       2
<PAGE>

                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                                  (Unaudited )

<TABLE>
                                                                                         Deficit
                                                                                        Accumulated
                                             Common Stock            Additional         During the
                                         Shares        Amount      Paid-in Capital    Development Stage      Total
-----------------------------------------------------------------------------------------------------------------------
<S>                                     <C>          <C>            <C>              <C>                <C>
ASPi Europe, Inc. Activities
(Formerly Shopping Sherlock, Inc.
and AIDA Industries, Inc.):
 Issuance of common stock for cash      100,000      $    100       $      900       $         -        $    1,000

Net Loss                                      -             -                -            (1,000)           (1,000)
-----------------------------------------------------------------------------------------------------------------------

Balance, December 31, 1985              100,000           100              900            (1,000)                -

Activity January 1986 through
December 31, 1997                             -             -                -                 -                 -
-----------------------------------------------------------------------------------------------------------------------

Balance, December 31, 1997              100,000           100              900            (1,000)                -

 Issuance of Common stock for
   reinstatement fees - July 20,
   1998                                 900,000           900            1,179                 -             2,079

 Net Loss                                     -             -                -            (2,079)           (2,079)
-----------------------------------------------------------------------------------------------------------------------

Balance, December 31, 1998            1,000,000         1,000            2,079            (3,079)                -

Sale of Common Stock for Cash
   ($.05/Share) - February 17, 1999   5,000,000         5,000          245,000                 -           250,000

Sale of Common Stock for Cash
   ($1.00/Share) - April 16, 1999     1,000,000         1,000          999,000                 -         1,000,000

Issuance of Common Stock for
   Acquisition of Shopping Sherlock
   - Delaware - May 26, 1999          2,000,000         2,000           (2,000)                -                 -

Cash distributed to significant
   stockholder - May 26, 1999                 -             -         (150,000)                -          (150,000)

Beneficial conversion discount of
   convertible debt - December 14,
   1999                                       -             -           37,500                 -            37,500

Net Loss                                      -             -                -        (1,220,228)       (1,220,228)
-----------------------------------------------------------------------------------------------------------------------
Balance, December 31, 1999            9,000,000      $  9,000       $1,131,579      $ (1,223,307)       $  (82,728)

Conversion of Convertible debt
   ($2.80/Share) - January 21, 2000      63,116            63          151,415                 -           151,478

Compensation related to issuance of
   stock options - February 7, 2000                                     68,334                 -            68,334

Warrants issued relating to
   financial consulting fees
   - March 17, 2000                                                  1,156,000                 -         1,156,000

Redemption of Common Stock for
   Software License - March 27,
   2000                              (2,000,000)       (2,000)        (348,000)                -          (350,000)

Net Loss                                      -             -                -        (1,112,708)       (1,112,708)
-----------------------------------------------------------------------------------------------------------------------

Balance, March 31, 2000               7,063,116      $  7,063       $2,159,328      $ (2,336,015)       $ (169,624)
-----------------------------------------------------------------------------------------------------------------------
</TABLE>


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



                                       3
<PAGE>

                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                      CONSOLIDATED STATEMENTS OF CASHFLOWS
            FOR THE THREE MONTH PERIODS ENDED MARCH 31, 2000 AND 1999
                                  (Unaudited )



<TABLE>
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

                                                              Three Months Ended March 31,
                                                              ----------------------------
                                                               2000                 1999
---------------------------------------------------------------------------------------------
<S>                                                      <C>                   <C>
Cash Flows From Operating Activities
   Net loss                                              $ (1,112,708)         $   (146,072)
   Adjustments to reconcile net loss to net
   cash used in operating activities:
       Shares redeemed for sale of software license          (350,000)                    -
       Noncash Stock-based compensation                        68,334                     -
       Warrants issued relating to financial
         consulting fees                                   (1,156,000)                    -
       Depreciation                                             5,397                 1,112
       Provision for losses on assets held
         for liquidation                                       35,866                     -
       Change in assets and liabilities:
         Restricted cash                                       17,813                     -
         Prepaid expenses and deposits                         20,039               (43,342)
         Accounts payable                                      91,556                57,572
         Accrued interest on convertible
           note payable                                           862                     -
---------------------------------------------------------------------------------------------
Net Cash Used in Operating Activities                         (66,841)             (130,730)
---------------------------------------------------------------------------------------------
Cash Flows From Investing Activities
   (Purchase) sale of furniture and equipment                   2,000               (39,507)
---------------------------------------------------------------------------------------------
Net Cash Provided by (Used in) Investing Activities             2,000               (39,507)
---------------------------------------------------------------------------------------------
Cash Flows From Financing Activities
   Proceeds from issuing common stock                               -               250,000
   Proceeds from advances pending subscriptions                     -               932,318
   Advances from related party                                  3,430                 7,500
---------------------------------------------------------------------------------------------
Net Cash Provided by Financing Activities                       3,430             1,189,818
---------------------------------------------------------------------------------------------
Net Increase (Decrease) in Cash and Cash Equivalents          (61,411)            1,019,581
Cash and Cash Equivalents, beginning of period                 93,127                     -
---------------------------------------------------------------------------------------------
Cash and Cash Equivalents, end of period                  $    31,716          $  1,019,581
---------------------------------------------------------------------------------------------
Non-cash Financing Activity
Conversion of note payable to common stock              $     151,478         $           -
---------------------------------------------------------------------------------------------

</TABLE>


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



                                       4
<PAGE>

                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.   BUSINESS DESCRIPTION

ASPi Europe,  Inc. ("the  Company") was  incorporated in the State of Florida on
August 17, 1984,  under the name of AIDA  Industries,  Inc.  From its  inception
until July 20, 1998, there was no activity within the Company. On July 20, 1998,
the Company amended its Articles of  Incorporation  to provide for a thousand to
one (1000:1) stock split, and applied for listing on the OTC Bulletin Board. The
Company began  operations in January of 1999, and on March 24, 1999, the Company
changed its name from AIDA Industries, Inc. to Shopping Sherlock, Inc.

On May 26, 1999, the Company entered into an acquisition agreement with Shopping
Sherlock, Inc. ("SSI"), a corporation organized and incorporated in the State of
Delaware on January 20, 1999, for the purpose of developing and implementing its
website hosting and e-business services as well as developing its own e-commerce
website to sell  consumer  products  over the  Internet  through  discounts  and
purchase rebates to its customers. The Company acquired 100% of the common stock
of SSI in  exchange  for the  issuance  of a total of  2,000,000  shares  of the
Company's  common stock to the  shareholders of SSI,  namely Premier  Lifestyles
International   Corporation   ("PLIC")   and  Stewart   Family   Partners   (the
"Partnership").

On  January 2,  2000,  the  Company's  board of  directors  decided to cease its
website hosting and e-business services as well as its e-commerce operations due
to a lack of working capital and disappointing financial results. On January 27,
2000, the Company  entered into the Stock  Redemption  and Settlement  Agreement
(the "Redemption  Agreement")  with PLIC, the  Partnership,  and Richard Stewart
under  which  the  Company  agreed  to  transfer  a  worldwide,   non-exclusive,
perpetual,  fully-paid-up  license to use,  distribute or make derivative  works
from  the  Company's   software   designed  to  operate  and  host  websites  in
consideration for the redemption of the 2,000,000 shares of the Company's common
stock that PLIC and the Partnership owned or had a right to purchase.

On March 14,  2000,  the  shareholders  of the Company at a special  shareholder
meeting approved of the terms of the Redemption  Agreement and, as a result, the
2,000,000  shares of common stock that PLIC and the  Partnership  owned or had a
right to purchase  were redeemed by the Company and were deemed  authorized  but
unissued shares of the Company pursuant to Florida law.

Due to the  Company's  lack of success in  launching  its  website  hosting  and
e-business services as well as its e-commerce  business,  the Company decided to
change its  business  focus and explore the  possibility  of  acquiring a viable
operating  company  in a  different  industry.  On March 8,  2000,  the  Company
announced  that it entered  into a letter of intent to acquire all of the issued
and outstanding  equity securities of it-softdialog AG ("ITAG"),  an established
information  technology  consulting  company with its  headquarters  in Germany.
Under the terms of the letter of intent,  the Company intends to acquire 100% of
ITAG's outstanding  securities in consideration for $8.0 million in cash, and up
to 2,000,000 shares of common stock of the Company.

The Company is currently  renegotiating the terms of this letter of intent,  and
the terms of the proposed transaction may be materially different than the terms
previously  negotiated  by the parties.  In addition,  there can be no assurance
that the  transaction  contemplated  will be  completed  between the Company and
ITAG. In anticipation of the closing of the proposed  acquisition,  however,  on
May 2, 2000, the Company received  shareholder  approval to change its name from
Shopping  Sherlock,  Inc. to ASPi Europe,  Inc., and on May 5, 2000, the Company
changed its name to ASPi Europe, Inc.




                                       5
<PAGE>

                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


2.   BASIS OF PRESENTATION

The accompanying  consolidated financial statements of the Company are unaudited
and include,  in the opinion of  management,  all normal  recurring  adjustments
necessary  to present  fairly the  consolidated  balance  sheets as of March 31,
2000, and the related  statements of operations,  stockholders  deficit and cash
flows for the period  presented.  Certain  information and footnote  disclosures
normally included in financial  statements prepared in accordance with generally
accepted  accounting  principles have been condensed or omitted  pursuant to the
rules and regulations of the Securities and Exchange Commission. These condensed
consolidated  financial  statements  should  be read  in  conjunction  with  the
Company's  audited  consolidated  financial  statements  and the  related  notes
thereto  included  in the  Company's  Form 10-K  filed with the  Securities  and
Exchange Commission on March 30, 2000.

The Company has been in the  development  stage since its  inception.  It has no
significant operating revenue to date, has accumulated losses of $2,336,015, and
will require  additional  working  capital to complete its  acquisition of ITAG.
This fact raises  substantial doubt as to the Company's ability to continue as a
going concern.


3.   INCOME TAXES

The Company  records its provision for income taxes using the liability  method.
Under this method deferred tax assets and  liabilities  are recognized  based on
the  anticipated  future tax effects  arising from the  differences  between the
financial  statement  carrying  amounts  of  assets  and  liabilities  and their
respective tax bases.

4.   NET LOSS PER SHARE

Basic loss per share is computed by dividing  net loss by the  weighted  average
number of common stock outstanding.  Per share information for all prior periods
have been adjusted to reflect the 1,000:1 stock split declared on July 20, 1998.
As of March 31, 2000, the Company had  outstanding  options to purchase  305,000
shares of common stock and  outstanding  warrants to purchase  50,000  shares of
common  stock which were not  included in the  calculation  of loss per share as
their effect was anti-dilutive.

5.   BUSINESS COMBINATION

On May 26, 1999 the Company  entered into an acquisition  agreement by which the
Company  acquired  100% of SSI in  consideration  of 2,000,000 of the  Company's
common stock. At the time of acquisition, the controlling shareholder of SSI was
Richard  Stewart  and,  as a result of the  acquisition,  Mr.  Stewart  became a
director and 20%  shareholder of the Company.  Mr. Stewart is also the President
and Chief Executive Officer of PLIC. Because of the common ownership between SSI
and PLIC, and the fact that the majority shareholder of SSI and PLIC will hold a
continuing  equity  position  in the  Company  in excess of 10%,  the  marketing
agreement  acquired  has  been  assigned  no value  in the  Company's  financial
statements. The $150,000 paid to SSI has been recorded as a capital distribution
to shareholders in the financial statements of the Company.




                                       6
<PAGE>

                                ASPI EUROPE, INC.
                          (A Development Stage Company)

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


6.   ISSUANCE OF SECURITIES

     On January 21, 2000, the 10% subordinated  convertible  note,  representing
     the  principal  amount of $150,000 and the related  accrued  interest,  was
     converted into 63,116 shares of the Company's  common stock. The conversion
     ratio was 80% of the closing  price of the  Company's  common  stock on the
     date of conversion.

     On March 15, 2000,  the Company  entered into an agency  agreement  with DJ
     Limited ("DJL") and issued 50,000 warrants to DJL to purchase the Company's
     common stock at a purchase  price of $14.50 per share.  These warrants will
     expire on March 15, 2005.  The agency  agreement  called for DJL to provide
     the Company with the necessary  funding,  on a best efforts basis, to close
     the proposed  acquisition of ITAG and provide  additional  working capital.
     The warrants  were  accounted for under EITF 96-18  "Accounting  for Equity
     Instruments  That Are Issued to Other Than Employees for  Acquiring,  or in
     Conjunction  with Selling  Goods or Service"  such that the  relative  fair
     value  ascribed to the warrants  will be measured  under the  Black-Scholes
     method at the end of each  interim  financial  reporting  period  until the
     warrants  have  been  exercised.  The  Company  recorded  $1,156,000  as  a
     financial   consulting   fee  and  an  addition   to  paid-in   capital  of
     stockholders' deficit for the quarter ended March 31, 2000.















                                        7

<PAGE>

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

Certain   statements  and  information   contained  in  this  Report  constitute
forward-looking  statements  within the meaning of Section 21E of the Securities
Exchange Act of 1934. Such forward-looking  statements involve known and unknown
risks,  uncertainties  and other  factors  that may cause  the  actual  results,
performance or achievements of the Company,  or developments in the Company,  to
differ  materially  from the  anticipated  results,  performance or achievements
expressed  or  implied  by  such  forward-looking  statements.  Such  risks  and
uncertainties  include,  but are not limited to: the Company's limited operating
history, history of losses, need for additional financing, uncertainty about its
ability to continue as a going concern,  risk related to future acquisitions and
strategic  alliances,  dependence  on key  personnel,  directors'  and officers'
involvement in other projects,  such factors  related to the Company's  proposed
acquisition  of  it-softdialog  AG ("ITAG")  including,  but are not limited to:
ITAG's limited operating history,  dependence on key personnel,  reliance on key
third-party  relationships,  risks  involving the management of growth,  product
development risks and risks of technological change, competition,  the Company's
ability to protect ITAG's  intellectual  property rights and the other risks and
uncertainties  described in the  Company's  10-K filed with the  Securities  and
Exchange Commission on March 30, 2000. "We," "our," "us" and the "Company" refer
to ASPi Europe,  Inc., our subsidiary,  and the Company's former corporate names
AIDA Industries, Inc. and Shopping Sherlock, Inc.

Overview

The Company was  incorporated in Florida on August 17, 1984, under the name AIDA
Industries,  Inc. The Company began  operations in January of 1999, and on March
24, 1999 changed its name from AIDA Industries, Inc. to Shopping Sherlock, Inc.

On May 26, 1999,  the Company  acquired all the issued and  outstanding  capital
stock of  Shopping  Sherlock,  Inc.,  a Delaware  corporation  ("SSI"),  for the
purpose of  developing  and  implementing  its website  hosting  and  e-commerce
services  as well as  developing  its own  e-commerce  website to sell  consumer
products  over the  Internet  through  discounts  and  purchase  rebates  to its
customers.  The Company acquired 100% of the common stock of SSI in exchange for
the issuance of a total of 2,000,000 shares of the Company's common stock to the
shareholders  of  SSI,  namely  Premier  Lifestyles  International   Corporation
("PLIC") and Stewart  Family  Partners (the  "Partnership").  At the time of the
acquisition,  the  controlling  shareholder of SSI was Richard Stewart and, as a
result  of the  acquisition,  Mr.  Stewart  became a  director  and 20%  percent
shareholder  of the  Company.  Mr.  Stewart  is also  the  President  and  Chief
Executive Officer of PLIC.

Due to a lack of working capital and  disappointing  financial results in fiscal
year 1999, however,  the Company's board of directors decided on January 2, 2000
that it would cease its website  hosting and e-business  services as well as its
e-commerce  operations.  The  Company's  operations  did not  generate  material
traffic or revenues in the fiscal year ended  December 31, 1999, and its efforts
to raise  additional  significant  sources of capital  were  unsuccessful.  As a
result,  the  Company  decided to  conserve  its  remaining  cash  reserves  and
terminated  office  leases,   reduced  staff,   terminated  all  management  and
consulting  contracts,  and significantly  reduced resources directed at keeping
its e-commerce site operational.

On  January  27,  2000,  the  Company  entered  into the  Stock  Redemption  and
Settlement Agreement (the "Redemption Agreement") with PLIC, the Partnership and
Richard  Stewart  under  which the  Company  agreed  to  transfer  a  worldwide,
non-exclusive,  perpetual,  fully-paid-up  license  to use,  distribute  or make
derivative  works from the  Company's  software  designed  to  operate  and host
websites in consideration  for the redemption of approximately  2,000,000 shares
of common  stock by the  Company  that PLIC and the  Partnership  owned or had a
right to purchase.

On March 14, 2000, the  shareholders  of the Company,  at a special  shareholder
meeting, approved of the terms of the Redemption Agreement and, as a result, the
2,000,000  shares of common stock were deemed  authorized but unissued shares of
the Company  pursuant to Florida law. The software license had a deemed value of
$350,000 based on the actual expenditures incurred by the Company to develop the
software in 1999.



                                       8
<PAGE>

Due to the  Company's  lack of success in  launching  its  website  hosting  and
e-business services and its e-commerce operations, the Company decided to change
its business focus and explore the  possibility of acquiring a viable  operating
company in a different industry. On March 8, 2000, the Company announced that it
entered  into a letter of intent to acquire  all of the  issued and  outstanding
equity securities of ITAG. Under the terms of the letter of intent,  the Company
intends to acquire 100% of ITAG's  outstanding  securities in consideration  for
$8.0 million in cash, and up to 2,000,000  shares of the Company's common stock.
Under the terms of the proposed transaction,  it is anticipated that some of the
executives of ITAG will assume senior executive  positions as well as be invited
to join the board of directors of the Company.

The Company is currently  renegotiating the terms of this letter of intent,  and
the terms of the proposed transaction may be materially different than the terms
previously  negotiated  by the parties.  In addition,  there can be no assurance
that the  transaction  contemplated  will be  completed  between the Company and
ITAG.

The Company  anticipates that it will require up to an additional $20 million in
order to fund the proposed  acquisition  of ITAG as well as fund its  operations
over the next  twelve  months.  The Company  currently  has  sufficient  working
capital to support its current  minimum  operations  through June 2000. In March
2000, the Company  entered into an agreement with DJ Limited ("DJL") whereby DJL
will seek to raise capital for the Company through the issuance of the Company's
capital stock.  DJL was issued 50,000 warrants at an exercise price of $14.50 as
compensation  for  undertaking the capital  raising  efforts,  on a best efforts
basis,  for the  proposed  acquisition  of ITAG.  The Company is also  currently
exploring  additional  financing  alternatives,  including the  possibility of a
private equity offering. There can be no assurance, however, that such financing
will be  available  to the Company or, if it is,  that it will be  available  on
terms  acceptable  to the  Company.  If the  Company  is unable  to  obtain  the
financing necessary to support its operations,  its may be unable to continue as
a going concern.

In anticipation of the closing of the proposed acquisition, however, the Company
received  shareholder  approval on May 2, 2000, to change its name from Shopping
Sherlock, Inc. to ASPi Europe, Inc., and on May 5, 2000, the Company changed its
name to ASPi Europe, Inc.

On March 2, 2000,  Mitchell  Eggers,  the Company's Chief Operating  Officer and
acting Chief Technology Officer, resigned and on March 14, 2000, Richard Stewart
resigned as a director of the Company as part of the Redemption Agreement. These
vacancies are expected to be filled upon  completion of the  acquisition of ITAG
or another operating business entity.

Results of Operations

In January,  2000, the Company's wholly owned  subsidiary,  SSI, became inactive
due to the  curtailing  of  substantially  all  operations  of the Company.  All
remaining  administration  operations  of the Company  will be  performed in the
parent company.

For the Three  Months  Ended March 31, 2000  Compared to the Three  Months Ended
March 31, 1999

Net Gain/Loss From Discontinued Operations. The Company ceased substantially all
of its  operations  on  January  3, 2000  and,  as a result,  has  combined  all
operating   revenues  and  expenses  related  to  the  previous  business  under
discontinued  operations.  The  Company  incurred  a net gain from  discontinued
operations of $239,156 for the three months ended March 31, 2000,  compared with
a net loss of $135,142 for the three months ended March 31, 1999.

This amount  includes a gain on the sale of a software  licence of $350,000  for
the three  months  ended March 31,  2000,  compared  with no gain on the sale of
software  licenses  for the three  months  ended  March 31,  1999.  The  Company
incurred  $15,812 for the cost of revenue from  discontinued  operations for the
three  months  ended  March 31,  2000,  compared  with no costs of revenue  from
discontinued  operations  for the three months ended March 31, 1999. The Company
incurred $10,979  technical and system  development  expenses from  discontinued
operations for the three months ended March 31, 2000,  compared with $31,085 for
the three months ended March 31, 1999. The Company incurred $5,305 for sales and
marketing expenses from discontinued operations for the three months ended March
31, 2000, compared with $12,668



                                       9
<PAGE>

for the three  months  ended March 31, 1999.  The Company  incurred  $42,883 for
general and administrative  expenses from discontinued  operations for the three
months  ended March 31, 2000,  compared  with $91,389 for the three months ended
March 31, 1999.  The Company also wrote down the value of a loan by $35,865 to a
third party for the three  months ended March 31,  2000,  compared  with no such
write down of the value of any loans for the three  months ended March 31, 1999,
representing the amount management believes is collectable.

Technical and system development  expenses from discontinued  operations consist
primarily  of expenses  incurred  for the  development  and  maintenance  of the
software  required to support the Company's  online stores,  including  employee
compensation  and the cost of developing and improving  store content,  Internet
connectivity and operations.  The significant  costs were payroll and consulting
expenses of $7,637 for the three  months  ended March 31,  2000,  compared  with
$10,717 for the three months ended March 31, 1999.

Sales and  marketing  expenses  from  discontinued  operations  consist of costs
associated  with designing and marketing the Company's  online  stores.  Payroll
expenses relating to merchandising,  helpdesk,  graphic design,  advertising and
promotion  department employees were $2,970 for the three months ended March 31,
2000, compared with $10,929 for the three months ended March 31, 1999.

General and  administrative  expenses from  discontinued  operations  consist of
management,  compensation,  rent for the  research and  development  facilities,
professional services, and travel. Payroll expenses from discontinued operations
relating to management  and  administrative  personnel were $2,257 for the three
months  ended March 31, 2000,  compared  with $24,746 for the three months ended
March 31, 1999.  Professional fees from discontinued operations were $35,700 for
the three  months  ended March 31,  2000,  compared  with  $46,556 for the three
months ended March 31, 1999,  reflecting the cost of raising  funds,  signing of
agreements, and completing the Company's registration statement.

General and Administrative Expenses. General and administrative expenses consist
of rent,  secretarial  services,  telephone  expense and other general corporate
expenses. General and administrative expenses were $124,809 for the three months
ended March 31, 2000, compared with $10,306 for the three months ended March 31,
1999. This increase  reflected the substantially  increased  activity related to
the new direction of the Company's  operations.  Professional  fees were $56,674
for the three months ended March 31, 2000,  compared with no  professional  fees
for the three months ended March 31, 1999. The  professional  fees relate to the
costs of the  Company's  regulatory  filings and the costs  associated  with the
proposed acquisition of ITAG. General office expenses, including rent, telephone
and courier  expenses,  were  $16,005 for the three months ended March 31, 2000,
compared with $10,306 for the three months ended March 31, 1999. Management fees
were  $9,000  for the three  months  ended  March  31,  2000,  compared  with no
management fees for the three months ended March 31, 1999.  Travel expenses were
$38,172 for the three  months  ended  March 31,  2000,  compared  with no travel
expenses for the three months ended March 31, 1999

Noncash stock-based  compensation.  Noncash stock-based  compensation costs were
$68,334 for the three  months  ended March 31,  2000,  compared  with no noncash
stock-based  compensation  costs for the three months ended March 31, 1999.  The
cost is due to the grant of 20,000  options to management of the Company  during
the first  quarter of 2000.  The charge  represent  the  difference  between the
closing price of our common stock on the date of grant and the exercise price of
the  option.  This  amount is  presented  as an  addition  to paid-in capital of
stockholders' deficit.

Financial consulting fees. A financial consulting fee of $1,156,000 was recorded
for the three months ended March 31, 2000, compared with no financial consulting
fees for the three months  ended March 31, 1999.  The fee is due to the issuance
of 50,000  warrants  to DJL during the first  quarter  of 2000,  pursuant  to an
agency agreement  whereby DJL is to raise capital,  on a best efforts basis, for
the Company. The fee represents the valuation of the warrants based on the Black
-Scholes method as at March 31, 2000. This amount is presented as an addition to
paid-in capital of stockholders' deficit.



                                       10
<PAGE>

Interest Expense, net. Interest costs were $500 for the three months ended March
31, 2000,  compared with no interest  costs for the three months ended March 31,
1999.  This amount included $862 for accrued  interest on the  convertible  note
payable and $362 in interest income from short term deposit.

Income  Taxes.  The Company has not  generated  any taxable  income to date and,
therefore,  has not paid any federal income taxes since inception.  Deferred tax
assets created primarily from net operating loss  carryforwards  have been fully
reserved as  management is unable to conclude  that future  realization  is more
likely than not.

Liquidity and Capital Resources

As at March 31, 2000, the Company's  consolidated cash position was $31,716, and
the  consolidated   working  capital  deficit  was  $212,459   compared  with  a
consolidated cash position of $93,127 and a consolidated working capital deficit
of $168,826 for the year ended December 31, 1999.

Since   inception,   the  Company  has  financed  its  operations  from  capital
contributions  from  shareholders  and the  issuance of a $150,000  subordinated
convertible  note. On January 21, 2000, the convertible  note was converted into
63,116  shares  of  the  Company's  common  stock.  The  Company  currently  has
sufficient  working capital to support its current minimum operations June 2000.
The Company  anticipates that it will require an additional $20 million in order
to fund the proposed acquisition of ITAG as well as fund its operations over the
next twelve months. In March 2000, the Company entered into an agreement with DJ
Limited  ("DJL")  whereby DJL will seek to raise capital for the Company through
the issuance of the Company's  capital stock.  DJL was issued 50,000 warrants at
an exercise price of $14.50 as compensation  for undertaking the capital raising
efforts,  on a best efforts basis,  for the proposed  acquisition of ITAG. There
can be no  assurance,  however,  that such  financing  will be  available to the
Company  or, if it is,  that it will be  available  on terms  acceptable  to the
Company.  There is also no assurance that the transaction will be completed.  If
the  Company  is  unable  to obtain  the  financing  necessary  to  support  its
operations,  it may be  unable  to  continue  as a going  concern.  The  Company
currently has no commitments for any credit  facilities such as revolving credit
agreements or lines of credit that could provide additional working capital.

Net cash used in  operating  activities  was $66,841 for the three  months ended
March 31, 2000,  compared to $130,730 for the three months ended March 31, 1999,
including  a net loss of  $544,208  and  $146,072  respectively.  The  Company's
current  operating  expenditures  are  approximately  $10,000  per month and the
Company plans to increase its operating expenditures  significantly upon closing
the proposed acquisition of ITAG.

The Company  sold  capital  assets for  proceeds of $2,000 for the three  months
ended March 31, 2000, compared to capital  expenditures of $39,507 for the three
months ended March 31, 1999.  The sale related to furniture and  equipment  that
the Company no longer required due to the reduction of its operating activities.
The expenditures were primarily for computer  equipment,  furniture and fixtures
associated  with the Company's  employee  growth,  new  facilities and continued
systems development during early 1999.

On January 24,  2000,  the  Company  terminated  its lease for the office  space
located in Bellevue,  Washington. On February 24, 2000, the Company entered into
a lease for office  space  located in Seattle,  Washington.  The future  minimum
payments on the lease are $4,260 for 2000.  This lease may be terminated upon 60
days written notice.




                                       11
<PAGE>

Year 2000 Issue

Because many  computer  applications  have been written  using two digits rather
than four to define  the  applicable  year,  some  date-sensitive  software  may
recognize a date using "00" as the year 1900 rather than the year 2000. The year
2000 issue could result in system failures or miscalculations that could disrupt
the Company's operations.

To the best of the  Company's  knowledge,  it has not  experienced  any  systems
failures or disruptions of its systems  resulting from the year 2000 issue.  The
Company has not incurred any expenses  during the current fiscal year related to
year  2000  compliance,  and it does not  expect to incur  any  future  expenses
related to year 2000 compliance matters.

Recent Accounting Pronouncements

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting Standards No. 133 ("SFAS 133"),  "Accounting for Derivative
Instruments, and Hedging Activities," which establishes accounting and reporting
standards for derivative  instruments,  including certain derivative instruments
embedded in other contracts  (collectively  referred to as derivatives)  and for
hedging  activities.  SFAS 133 is  effective  for all fiscal  quarters of fiscal
years beginning after June 15, 2000. The Company does not expect the adoption of
this  statement  to have a  significant  impact on its  results  of  operations,
financial position or cash flows.

Non-Qualified Stock Options

As of March 31, 2000, the Company had outstanding non-qualified stock options to
purchase  305,000  shares  of the  Company's  common  stock  issued  to  various
employees,  consultants and directors  pursuant to its stock option plan.  These
stock options  entitle  holders to purchase  common stock at a price of $5 or $6
depending on which year the stock options vest.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company believes that it does not have any material  exposure to interest or
commodity  risks.  The Company is exposed to economic and  political  changes in
international  markets  where the Company  competes,  such as  inflation  rates,
recession,  foreign  ownership  restrictions,  domestic  and foreign  government
spending, budgetary and trade policies and other external factors over which the
Company has no control.





                                       12
<PAGE>

                          PART II -- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

          None

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

          Section 4(2) Offering to The Silver Trust

          On December 14, 1999, the Company  entered into a $150,000 subordinate
          convertible  note with an interest  rate of 10% (the  "Note") with The
          Silver  Trust.  All  accrued  principal  and  interest on the Note was
          convertible  at the option of The Silver  Trust at 80% of the  closing
          price of the  Company's  common  stock on the date of  conversion.  On
          January 21, 2000, The Silver Trust converted this note and the related
          accrued interest into 63,116 shares of Company's common stock pursuant
          to the $3.00 closing price of the Company's common stock on that date.

          These  securities  have been  issued  pursuant  to an  exemption  from
          registration under Section 4(2) of the Securities Act. In relying upon
          such  exemption  (i)  the  Company  did  not  engage  in any  "general
          solicitation,"   (ii)  the  purchaser   represented  and  the  Company
          reasonably  believed  that it had such  knowledge  and  experience  in
          financial  matters such that it was capable of  evaluating  the merits
          and  risks  of the  prospective  investment  and was  able to bear the
          economic  risk of such  investment,  (iii) the  purchaser was provided
          access  to all  necessary  and  adequate  information  to  enable  the
          purchaser  to  evaluate  the  financial  risk  inherent  in  making an
          investment,   (iv)  the  offer  was  part  of  agreement  to  repay  a
          subordinate  convertible  note  and  as  such  was  made  only  to the
          purchaser, and (v) the purchaser represented that it was acquiring the
          shares for itself and not for distribution.

          On March 15, 2000, the Company  entered into an agency  agreement with
          DJ Limited  ("DJL") and issued 50,000  warrants to DJL to purchase the
          Company's common stock at a purchase price of $14.50 per share.  These
          warrants will expire on March 15, 2005.

          These  securities  have been  issued  pursuant  to an  exemption  from
          registration under Section 4(2) of the Securities Act. In relying upon
          such  exemption  (i)  the  Company  did  not  engage  in any  "general
          solicitation,"   (ii)  the  purchaser   represented  and  the  Company
          reasonably  believed  that it had such  knowledge  and  experience  in
          financial  matters such that it was capable of  evaluating  the merits
          and  risks  of the  prospective  investment  and was  able to bear the
          economic  risk of such  investment,  (iii) the  purchaser was provided
          access  to all  necessary  and  adequate  information  to  enable  the
          purchaser  to  evaluate  the  financial  risk  inherent  in  making an
          investment,  (iv) the offer was part of agency  agreement  and as such
          was made only to the purchaser, and (v) the purchaser represented that
          it was acquiring the shares for itself and not for distribution.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

          None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

          A special  shareholders  meeting  was held on March 14, 2000 where the
          shareholders  of the Company  approved the Redemption  Agreement dated
          January 27, 2000, by and among the Company, PLIC, the Partnership, and
          Richard Stewart, with the shareholders voting in the following manner:




                                       13
<PAGE>


          For                       4,613,834
          Against                   -
          Abstain                   -
          Broker Non-vote           -

          A  special  shareholders  meeting  was held on May 2,  2000  where the
          shareholders  of the Company  approved an amendment  to the  Company's
          Amended Articles of Incorporation to change the name of the Company to
          ASPi  Europe,  Inc.,  with the  shareholders  voting in the  following
          manner:

          For                       4,032,123
          Against                   -
          Abstain                   -
          Broker Non-vote           -


ITEM 5.  OTHER INFORMATION

          On May 5, 2000, the Company  changed its name from Shopping  Sherlock,
          Inc. to ASPi Europe, Inc.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) Exhibits

         Exhibit
         Number         Description
         ------         -----------

           3.1          Amended Articles of Incorporation

          27.1          Financial Data Schedule

          99.1          Private Securities Litigation Reform Act of 1995 -
                        Safe Harbor for Forward-Looking Statements

          99.2          Press Release dated May 12, 2000

          (b)  Reports on Form 8-K

          No reports on Form 8-K were filed during the period.






                                       14

<PAGE>

                                   SIGNATURES

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

                                ASPI EUROPE, INC.


May 15, 2000                    /s/  PHILIP GARRATT
                                -------------------------------------
                                Philip Garratt, Chief Executive Officer


May 15, 2000                    /s/  PATRICK MCGRATH
                                -------------------------------------
                                Patrick McGrath, Chief Accounting Officer









                                       15
<PAGE>

                                 EXHIBIT INDEX
                                 -------------

Exhibit
Number        Description
------        -----------

 3.1          Amended Articles of Incorporation

27.1          Financial Data Schedule

99.1          Private Securities Litigation Reform Act of 1995 -
              Safe Harbor for Forward-Looking Statements

99.2          Press Release dated May 12, 2000