SECURITIES & EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  FORM 1O-QSB/A

(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.

                                       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 No. 0-26665

                         WINNERS INTERNET NETWORK, INC.
                       -----------------------------------
                       (Name of registrant in its charter)

                    NEVADA                         91-1844567
           (State of incorporation)   (I.R.S.Employer Identification No.)

                               145 OVIEDO STREET
                          ST. AUGUSTINE, FLORIDA 32084
                          ----------------------------
              (Address of principal executive offices) (zip code)


                                  (904)824-7447
                -------------------------------------------------
               (Registrant's telephone number including area code)

                       GLENNAIRE FINANCIAL SERVICES, INC.
            (Former name of registrant, if changed since last report)
                          3158 REDHILL AVE., SUITE 240
                          COSTA MESA, CALIFORNIA 92626
          (Former address of registrant, if changed since last report)


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

The number of shares  outstanding of Registrant's  common stock, par value $.001
per share, as of November 17, 2000 were 20,984,339 common shares.


<PAGE>

Text of the Amendment

Explanatory note:

Each of the below  listed  items is hereby  amended by deleting  the item in its
entirety and replacing it with the items attached hereto and filed herewith.

The purpose of this  amendment is to amend the  Company's  10-QSB for the period
ending June 30, 2000 (the "Original Filing"). The amendment is being filed as of
result  of the  Company  having  eliminated  the  previously  reported  software
licensing revenue of $3,000,000 from its Quarterly Report on Form 10-QSB for the
nine month period ended September 30, 2000. The software  licensing  revenue had
been reported from the December 1999 software exchange  agreement with CyberLink
where the Company acquired the Plus Network software. Elimination of the revenue
was deemed  necessary  for the financial  statements  to be consistent  with all
applicable accounting  standards.  The Company also eliminated $3,000,000 of the
previously  reported  asset  value of the  software  for the same  reasons.  The
revised reporting of this transaction is in accordance with APB 29 in connection
with Securities and Exchange Commission review of the Company's filed reports.


<PAGE>
Item 1.           Financial Statements

                         WINNERS INTERNET NETWORK, INC.
                                 Balance Sheet
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                           Six-Months           Year
                                                              Ended             Ended
                                                          June 30, 2000     Dec. 31, 1999
                                                          -------------     -------------
ASSETS:

Current Assets:
<S>                                                         <C>                    <C>
    Cash in Bank                                            $    84,016            32,961
    Accounts Receivable                                         357,000           548,912
                                                         ----------------  ----------------
        Total current assets                                    441,016           581,873

Fixed Assets:
    Software                                                  1,300,000           516,138
    SupraNet AG                                                 116,250                 -
   Glennaire Financial Services                                 157,864                 -
    Equipment                                                    84,289            84,289
    Furniture & Fixtures                                          4,489             4,489
    Vehicle                                                      44,500            44,500
                                                         ----------------  ----------------
       Less Depreciation                                       (491,563)         (100,276)
                                                         ----------------  ----------------
          Total fixed assets                                  1,215,829           549,140

         Total assets                                     $   1,656,845        $1,131,013
                                                         ================  ================

LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
    Accounts payable & Accrued Payables                   $      11,544         $ 174,507
    Loan Payabe                                                  69,000                 -
    Note Payable - Ford Credit                                   10,090            10,788
                                                         ----------------  ----------------
        Total current liabilities                                90,634           185,295

Stockholders' equity
    Common Stock, par value $0.001: 50,000,000 shares
      authorized;  20,684339 shares issued and
      outstanding for 2000, and 15,116,355 shares issued         20,684            15,991
      and outstanding for 1999.
   Additional Paid-In Capital                                 5,600,270         2,948,093
   Accumulated Defict                                        (4,054,743)       (2,018,366)
                                                         ----------------  ----------------
         Total stockholders' equity                           1,566,211           945,718

         Total liabilities & stock equity                 $   1,656,845        $1,131,013
                                                         ================  ================
</TABLE>





    The accompany notes are an integral part of these financial statements.




<PAGE>
                         WINNERS INTERNET NETWORK, INC.
                             Statement of Cash Flow
                        For the Six-Months Ended June 30
                                  (Unaudited)


                                                            2000          1999
                                                            ----          ----

CASH FLOW FROM OPERATING ACTIVITIES:

   Net Income                                        $(2,036,377)    $ 537,956
   Depreciation                                          430,000       (43,713)

CHANGES IN ASSETS & LIABILITIES:

   GGLS Payable                                                -      (250,000)
   Accounts Payable                                      162,963       313,273
   Accounts Receivable                                   (68,637)
   Accrued Expenses                                            -           (27)
   Notes Payable - Ford Credit                                 -         1,210
   Prepaid Expenses                                            -        (3,700)
                                                   --------------   -----------

Net Cash Provided by Operating Activities             (1,512,051)      554,999

CASH FLOWS USED FOR INVESTING ACTIVITIES:

   Capital Expenditure                                (1,057,976)       (1,512)
                                                   --------------   -----------
Net Cash Used for Investing Activities                (1,057,976)       (1,512)

CASH FLOWS FROM FINANCING ACTIVITIES

   Proceeds from Loan                                     69,000             -
   Issuance of Ordinary Shares                         2,652,177      (311,645)
                                                   --------------   -----------
Net Cash Provided by Financing                         2,652,177      (311,645)

Net Cash in Cash & Cash Equivalents                       82,150       241,842
Cash & Cash Equivalents at Beginning of Period             1,866        28,857
                                                   --------------   -----------
Cash & Cash Equivalents at End of Period                $ 84,016     $ 270,699
                                                   ==============   ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash Paid During the Year for:

   Interest                                                    -             -
   Income Taxes                                                -             -




    The accompany notes are an integral part of these financial statements.


<PAGE>
                         WINNERS INTERNET NETWORK, INC.
                            Statement of Operations
                        For the Six-Months Ended June 30
                                  (Unaudited)


                                                      2000              1999
                                                      ----              ----


REVENUE:
   Processing Income                             $ 160,613         $ 804,265
   Other Income                                     10,901                 -
   Lease of Software                                     -             5,000
                                            ---------------    --------------
Total Revenue                                      171,514           809,265

EXPENSES:
   Bank Charges                                    $ 4,538             $ 187
   Commission                                       26,000            12,500
   Consulting Fees                                  61,887             9,600
   Contract Services                                35,565            16,200
   Depreciation Expense                            430,000                 -
   Dues & Subscriptions                                  -                60
   Insurance                                        23,331             2,761
   Internet                                          1,931            16,300
   Marketing                                     1,269,467                 -
   Meals & Entertainment                                 -                 -
   Miscellaneous Expense                             6,037
   Office Expenses                                   3,008               420
   Postage & Freight                                 1,686               494
   Professional & Legal Fees                        44,230            21,316
   Rent                                             36,889            18,838
   Rent of Equipment                                 9,696               426
   Repairs                                             938                 -
   Security                                            222               111
   Taxes & Payroll Taxes                            17,680             9,823
   Telephone                                        19,556            11,516
   Travel                                            3,651            32,581
   Utilities                                         1,258             6,353
   Wages                                           210,321           111,823
                                            ---------------    --------------
Total Expenses                                   2,207,891           271,309
                                            ---------------    --------------
NET PROFIT(LOSS)                               $(2,036,377)        $ 537,956
                                            ===============    ==============
NET PROFIT (LOSS) PER COMMON STOCK                 $ (0.12)           $ 0.04
                                            ---------------    --------------
WEIGHTED AVERAGE SHARES OUTSTANDING             16,644,626        14,898,551
                                            ---------------    --------------




  The accompany notes are an integral part of these financial statements.


<PAGE>
                         WINNERS INTERNET NETWORK, INC.
                              Stockholders' Equity
                                 June 30, 2000
                                  (Unaudited)


<TABLE>
<CAPTION>

                                                                    Additional    Accumulated    Total

                                                COMMON STOCKS         Paid-In      Earnings   Stockholders'
                                                -------------
                                             Shares        Amount     Capital      (Deficit)     Equity
                                             ------        ------    --------     ----------  -------------

<S>                                        <C>              <C>       <C>          <C>
Davki Agency Ltd., Inc. Merger             8,000,000        8,000     359,287      (367,287)          -

Comstock/Empire International, Inc. Merger   294,944          295     703,373      (703,668)          -

Issuance of Stock for Cash & Services      2,539,912        2,540     110,160             -     112,700

Net Deficit 12/31/97                               -            -           -      (111,918)   (111,918)
                                          ----------      -------   ---------   -----------   ---------
Balance December 31, 1997                 10,834,856       10,835   1,172,820    (1,182,873)        782
                                          ==========      =======   =========   ===========   =========
Issuance of Stock for Services               500,000          500      49,500             -      50,000

Issuance of Stock for Cash                 1,000,000        1,000     299,000             -     300,000

Issuance of Stock for Cash                   500,000          500     199,500             -     200,000

Issuance of Stock for Services               500,000          500      24,500             -      25,000

Issuance of Stock for Cash                   550,000          550     219,450             -     220,000

Issuance of Stock for Cash                   285,000          285      99,465             -      99,750

Issuance of Stock for Services                21,358           21      10,658             -      10,679

Issuance of Stock for Services               500,000          500      24,500             -      25,000

Issuance of Stock for Cash                   100,000          100      99,900             -     100,000

Issuance Correction (Comstock Merger)            141            -           -             -           -

Net Defict 12/31/98                                -            -           -      (840,560)   (840,560)
                                          ----------     --------   ---------   -----------   ---------
Balance December 31, 1998                 14,791,355       14,791   2,199,293    (2,023,433)    190,651
                                          ==========     ========   =========   ===========   =========
Issuance of Stock for Cash                   100,000          100      99,900             -     100,000

Issuance of Stock for Cash                   225,000          225     202,275             -     202,500

Issuance of Stock for Services                10,000           10       7,488             -       7,498

Issuance Correction (Comstock Merger)          1,350            2           -             -           2

Issuance of Stock for Cash                   400,000          400     219,600             -     220,000

Issuance of Stock for Cash                   315,789          316     149,684             -     150,000

Issuance of Stock for Cash                   147,369          147      69,853             -      70,000

Net Profit 12/31/99                                -            -           -         5,067       5,067
                                          ----------    ---------  ----------    ----------    --------
Balance December 31, 1999                 15,990,863       15,991   2,948,093    (2,018,366)    945,718
                                          ==========    =========  ==========    ==========    ========
Issuance of Stock for Services             1,632,500        1,632     965,326             -     966,958

Issuance of Stock for Cash                   100,000          100     299,900             -     300,000

Issuance of Stock for Cash                    27,000           27      13,473             -      13,500

Issuance of Stock for Services                28,600           29      21,518             -      21,547

Issuance of Stock for Services                10,000           10       2,990             -       3,000

Issuance of Stock for Services               300,000          300      83,700             -      84,000

Issuance of Stock for Asset                1,523,926        1,524     998,476             -   1,000,000

Issuance of Stock for Cash                   375,000          375     259,625             -     260,000

Issuance of Stock for Acquisition            686,480          686       6,179             -       6,865

Issuance of Stock for Acquisition             10,000           10         990             -       1,000

Net Profit 6/30/2000                               -            -           -    (2,036,377) (2,036,377)
                                         -----------     --------  ----------   -----------  ----------
Balance June 30, 2000                     20,684,369     $ 20,684  $5,600,270   $(4,054,743) $1,566,211
                                         ===========     ========  ==========   ===========  ==========
</TABLE>



The accompany notes are an integral part of these financial statements.




<PAGE>
                         WINNERS INTERNET NETWORK, INC.
                          Notes to Financial Statements
                                  June 30, 2000
                                   (Unaudited)

Note 1 - Organization and Summary of Significant Accounting Policies:
         ------------------------------------------------------------

Organization:
------------
On July 14, 1997,  Winners Internet Network,  Inc. (WIN) was incorporated  under
the laws of Nevada.  The  Company's  fiscal year end is December 31. On July 15,
1997 Winners Internet Network, Inc. and Comstock-Empire  International,  Inc., a
Washington  Corporation  merged pursuant to 368(a)(1)(A) and 368(a)(1)(F) of the
Internal  Revenue  Code of 1986 as  amended.  Comstock-Empire  merged  into WIN,
acquiring  all  issued  and  outstanding  shares of  Comstock-Empire  for and in
exchange  for  294,944  shares of WIN common  stock.  On July 31,  1997  Winners
Internet  Network,  Inc.  and Davki Agency LTD,  Inc.,  a Delaware  Corporation,
merged in a plan of  reorganization.  WIN  acquired  all issued and  outstanding
shares of Davki Agency LTD, Inc. for and in exchange of 8,000,000  shares of WIN
common  stock.  This stock  transfer  is pursuant  to  368(a)(1)(B)  of Internal
Revenue code of 1986 as amended,  as a tax-free exchange.  The Davki Agency LTD,
Inc. became a wholly owned subsidiary of WIN. Both entities were acquired by the
purchase  method  and all  inter-company  transactions  were  eliminated  in the
acquisition.  The impact of these  acquisitions  was not material in relation to
the Company's  results of  operations.  The company is primarily  engaged in the
operation of an Internet  E-Commerce  enterprise.  The Company made an Agreement
and Plan to Reorganization with Glennaire Financial Services,  Inc. as of May 9,
2000.  This is to be an  acquisition by the Purchase  Method of Accounting.  The
agreement is for the exchange of 1,000,000  common shares,  which represents all
of Glennaire's  outstanding shares of common stock, for 10,000 shares of Winners
Internet Network.

Capital Stock Tranastions:
-------------------------
The authorized  capital stock of the corporation is 20,000,000  shares of common
stock with a par value of $.001. On March 17, 1998 the authorized  capital stock
of the corporation was increased to 50,000,000 shares of common stock.

Cash and Cash Equivalents:
-------------------------
The Company  considers all highly  liquid debt  instruments,  purchased  with an
original maturity of three-months, to be cash equivalents.


<PAGE>



Property and Equipment:
----------------------
Property and equipment is stated at cost. The cost of ordinary  maintenance  and
repairs  is  charged  to  operations   while  renewals  and   replacements   are
capitalized. Depreciation is figured on a straight-line basis as follows:

         Computer Software                                      5 years
         Equipment                                              5 years
         Furniture & Fixtures                                  10 years
         Vehicle                                                7 years

Revenue Recognition:
-------------------
Revenue is recognized when earned and expenses are recognized when they occur.

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

Note 2 - Federal Income Taxes:
         --------------------
Significant  components of the Company's deferred tax liabilities and assets are
as follows:

         Deferred Tax Liability                            $              0
                                                           ================
         Deferred Tax Assets
                  Net Operating Loss Carryforwards         $        624,743
                  Book/Tax Differences in Bases of Assets           491,563
                  Less Valuation Allowance                       (1,116,306)
                                                           ----------------
         Total Deferred Tax Assets                         $              0
                                                           ================
         Net Deferred Tax Liability                        $              0
                                                           ================

As of June 30,  2000,  the Company had a net  operating  loss  carryforward  for
federal tax purposes  approximately  equal to the accumulated deficit recognized
for book purposes,  which will be available to reduce future taxable income. The
full  realization of the tax benefit  associated with the  carryforward  depends
predominantly  upon the Company's  ability to generate taxable income during the
carryforward  period.  Because the current  uncertainty  of  realizing  such tax
assets in the  future,  a valuation  allowance  has been  recorded  equal to the
amount of the net deferred tax asset,  which caused the Company's  effective tax
rate to differ  from the  statutory  income  tax rate.  The net  operating  loss
carryforward, if not utilized, will begin to expire in the year 2010.


<PAGE>



Note 3 - Asset Recognition
         -----------------
On December 13, 1999  Intertreuhand,  AG, a Liechtenstein  Corporation (INTR) as
trustee of Cyberlink  Monetary  System,  EST (CMS) a  Liechtenstein  Corporation
entered into an agreement with Winners  Internet  Network,  Inc.  (WINR) for the
sale of right,  title and interest in the "Plus Network".  It was agreed by both
parties  that WINR would pay a total of Four  Million US  ($4,000,000)  for this
agreement.  These funds were agreed to be paid within ten days of signing of the
agreement,  which would  terminate on December 23, 1999. It was also stated that
WINR  would be paid  the  amount  of  Three  Million  USD  ($3,000,000)  for the
"Processing In" Banking Software developed by WINR. It was agreed that the Three
Million USD ($3,000,000)  payment due WINR will serve as a partial offset to the
Four Million USD ($4,000,000) payment due WINR by CMS. However, it is understood
that the terms of the  original  note  remains  in  effect in the  amount of Six
Hundred Thousand USD ($600,000) will be prorated per quarter.  Specifically, the
amount due on the Three  Million  Dollar  note will be paid/and or offset to the
Four Million Dollar  Agreement at the rate of equal  installments of Six Hundred
Thousand USD with a continuing payment on or before December 31, 1999, March 31,
2000 and June 30,  2000 which  represents  payment in full.  Payments  have been
credited for the initial two  quarters so that on June 30, 2000 this  obligation
totaling  Three  Million USD for the  "Processing  In Software"  will be paid in
full.  1,523,926  shares of stock were issued for the One Million USD balance in
March 2000. In accordance  with APB 29 we have recorded the asset and the offset
into the equity portion of the Balance Sheet.

Note 4 -  Related Party
          -------------
Cyberlink  Monetary  System is the Management  Company for the processing of the
transactions  for Winners  Internet  Network.  The  president of Cyberlink  (Dr.
Proksch) is a member of the Board of Directors of Intertreuhand,  AG and Winners
Internet Network.


<PAGE>

                                   SIGNATURES

     In accordance  with Section 13 or 15(d) of the  Securities  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                          WINNERS INTERNET NETWORK, INC.



Dated: November 20, 2000                  By: /s/ David C. Skinner, Jr.
                                          -----------------------------
                                          President and Chief Financial Officer


<PAGE>