<PAGE>   1
                        SECURITIES & EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 1O-QSB/A
                                 Amendment No. 1

(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 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 March 31, 2000 were 19,612,889 common shares.



<PAGE>   2
                         PART 1 - FINANCIAL INFORMATION


ITEM I. Financial Statements

                         WINNERS INTERNET NETWORK, INC.
                                  Balance Sheet
                         For the Period Ended March 31
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                   2000             1999
                                                               -------------    -------------
<S>                                                            <C>              <C>
ASSETS:

Current Assets:
    Cash in Bank                                               $     156,217          363,058
    Accounts Receivable                                              268,900          225,000
                                                               -------------    -------------

        Total current assets                                         425,117          588,058

Fixed Assets:
    Software                                                       4,300,000          300,000
    SupraNet AG                                                      116,250               --
    Equipment                                                         84,269           85,801
    Furniture & Fixtures                                               4,489            4,489
    Vehicle                                                           44,520           44,520
                                                               -------------    -------------
       Less Depreciation                                             (61,563)         (61,563)
                                                               -------------    -------------

          Total fixed assets                                       4,487,965          373,247

Other Assets:
    Prepaid Expenses                                                      --          318,949
                                                               -------------    -------------

        Total other assets                                                --          318,949

         Total assets                                          $   4,913,082    $   1,280,254
                                                               =============    =============

LIABILITIES AND STOCKHOLDERS EQUITY
Current liabilities:
    Accounts payable                                           $      11,445    $     142,431
    Loan Payable                                                      59,000               --
    Note Payable - Ford Credit                                        10,998           13,915
                                                               -------------    -------------

        Total current liabilities                                     81,443          156,346

Stockholders' equity
    Common Stock, par value $0.001: 50,000,000 shares
      authorized;  19,612,889 shares issued and
      outstanding for 1999, and 15,116,355 shares issued              19,613           15,116
      and outstanding for 1998
   Additional Paid-In Capital                                      5,333,476        3,151,468
   Accumulated Deficit                                              (521,450)      (2,042,676)
                                                               -------------    -------------

         Total stockholders' equity                                4,831,639        1,123,908

         Total liabilities & stock equity                      $   4,913,082    $   1,280,254
                                                               =============    =============
</TABLE>



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


<PAGE>   3

                         WINNERS INTERNET NETWORK, INC.
                             Statement of Cash Flow
                         For the Period Ended March 31
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                               2000             1999
                                                          -------------    -------------
<S>                                                       <C>              <C>
CASH FLOW FROM OPERATING ACTIVITIES:
   Net Income                                             $   1,496,916    $     114,070

CHANGES IN ASSETS & LIABILITIES:
   GGLS Payable                                                      --         (250,000)
   Accounts Payable                                             130,986          138,594
   Accounts Receivable                                          (43,900)
   Accrued Expenses                                                  --          (29,554)
   Notes Payable - Ford Credit                                    2,917          (13,915)
   Prepaid Expenses                                            (107,782)         318,949
                                                          -------------    -------------

NET CASH PROVIDED BY OPERATING ACTIVITIES                     1,479,137          278,144

CASH FLOWS USED FOR INVESTING ACTIVITIES:
   Capital Expenditure                                       (4,114,718)        (134,810)
                                                          -------------    -------------
NET CASH USED FOR INVESTING ACTIVITIES                       (4,114,718)        (134,810)

CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from Loan                                            59,000               --
   Issuance of Ordinary Shares                                2,789,932          219,707
                                                          -------------    -------------
NET CASH PROVIDED BY FINANCING                                2,789,932          219,707

NET CASH IN CASH & CASH EQUIVALENTS                             154,351          363,041
CASH & CASH EQUIVALENTS AT BEGINNING OF PERIOD                    1,866               17
                                                          -------------    -------------
CASH & CASH EQUIVALENTS AT END OF PERIOD                  $     156,217    $     363,058
                                                          =============    =============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
CASH PAID DURING THE YEAR FOR:
   Interest                                                          --               --
   Income Taxes                                                      --               --
</TABLE>





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

<PAGE>   4
                         WINNERS INTERNET NETWORK, INC.
                             Statement of Operations
                         For the Period Ended March 31
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                           2000            1999
                                                       -------------   -------------
<S>                                                    <C>             <C>
REVENUE:

   Processing Income                                   $      13,335   $     249,332
   Lease of Software                                       3,000,000              --
                                                       -------------   -------------

TOTAL REVENUE                                              3,013,335         249,332

EXPENSES:
   Bank Charges                                        $         547   $          96
   Commission                                                     --          12,500
   Consulting Fees                                            41,901           2,100
   Dues & Subscriptions                                        3,100              60
   Insurance                                                  17,305             137
   Internet                                                    2,000           2,400
   Marketing                                               1,265,327              --
   Meals & Entertainment                                          --              31
   Office Expenses                                             3,351             124
   Postage & Freight                                           1,120             200
   Professional & Legal Fees                                  25,960          15,000
   Rent                                                       21,074           6,541
   Rent of Equipment                                             138              --
   Taxes & Payroll Taxes                                       7,976           4,628
   Telephone                                                  12,383           3,067
   Travel                                                      1,323          23,080
   Utilities                                                     387           3,725
   Wages                                                     112,527          61,573
                                                       -------------   -------------

TOTAL EXPENSES                                             1,516,419         135,262
                                                       -------------   -------------

NET PROFIT                                             $   1,496,916   $     114,070
                                                       =============   =============

NET PROFIT PER COMMON STOCK                            $        0.09   $        0.01
                                                       -------------   -------------

WEIGHTED AVERAGE SHARES OUTSTANDING                       15,990,863      14,891,355
                                                       -------------   -------------
</TABLE>




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

<PAGE>   5



                         WINNERS INTERNET NETWORK, INC.
                              Stockholders' Equity
                                 March 31, 2000
                                  (Unaudited)



<TABLE>
<CAPTION>


                                                        COMMON STOCKS          Additional      Accumulated        Total
                                                ---------------------------      Paid-In         Earnings      Stockholders'
                                                   Shares         Amount         Capital        (Deficit)         Equity
                                                ------------   ------------    ------------    ------------    ------------
<S>                                             <C>            <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 Deficit 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                            147369            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

Net Profit 3/31/2000                                      --             --              --       1,496,916       1,496,916
                                                ------------   ------------    ------------    ------------    ------------

Balance March 31, 2000                            19,612,889   $     19,613    $  5,333,476    $   (521,450)   $  4,831,639
                                                ============   ============    ============    ============    ============
</TABLE>



    The accompanying notes are an integral part of the financial statements.
<PAGE>   6

                         WINNERS INTERNET NETWORK, INC.
                          Notes to Financial Statements
                                 March 31, 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.

CAPITAL STOCK TRANSACTIONS:

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.

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



<PAGE>   7




                         WINNERS INTERNET NETWORK, INC.
                          Notes to Financial Statements
                                 March 31, 2000
                                   (Unaudited)

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:


<TABLE>
<S>                                                                  <C>
Deferred Tax Liability                                               $          0
                                                                     ============
Deferred Tax Assets
         Net Operating Loss Carryforwards                            $    521,450
         Book/Tax Differences in Bases of Assets                          133,278
         Less Valuation Allowance                                        (654,728)
                                                                     ------------
Total Deferred Tax Assets                                            $          0
                                                                     ============
Net Deferred Tax Liability                                           $          0
                                                                     ============
</TABLE>

As of March 31, 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.

NOTE 3 - SUBSEQUENT EVENTS

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.





<PAGE>   8


ITEM 2. Managements Discussion and Analysis of Financial Condition and Results
        of Operations.

         The following discussion contains forward-looking statements regarding
our Company, its business, prospects and results of operations that are subject
to certain risks and uncertainties posed by many factors and events that could
cause our actual business, prospects and results of operations to differ
materially from those that may be anticipated by such forward-looking
statements. Factors that may affect such forward-looking statements include,
without limitation: our ability to successfully develop new products for new
markets; the impact of competition on our revenues, changes in law or regulatory
requirements that adversely affect or preclude clients from using our products
for certain applications; delays our introduction of new products or services;
and our failure to keep pace with emerging technologies.

         When used in this discussion, words such as "believes", "anticipates",
"expects", "intends" and similar expressions are intended to identify
forward-looking statements, but are not the exclusive means of identifying
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date of this
report. Our Company undertakes no obligation to revise any forward-looking
statements in order to reflect events or circumstances that may subsequently
arise. Readers are urged to carefully review and consider the various
disclosures made by us in this report and other reports filed with the
Securities and Exchange Commission that attempt to advise interested parties of
the risks and factors that may affect our business.

Results of Operations

         Our revenues increased from $249,332 for the three months ended March
31, 1999 to $3,013,335 for the three months ended March 31, 2000. The increase
was primarily the result of the lease of software to Intertreuhand, AG and the
acquisition of a 19% interest in SupraNet, AG, which gives us the ability to
host international web sites. Our transaction processing revenue increased as a
direct result of SupraNet, AG acquisition. In addition, the transaction contract
with TA Media, AG also enabled us to increase our revenues. We have also been
actively marketing our products and services during the three months ended March
31, 2000, and our revenues reflect this effort.

         Expenses include all direct and indirect costs incurred in our
business. The difference between our gross revenues and expenses is our net
profit.



<PAGE>   9



         Our expenses were $1,516,419 for the three months ended March 31, 2000
compared to $135,262 for the three months ended March 31, 1999. The major
components of expenses are marketing, office salaries and associated payroll
costs, general and health insurance costs, rent and telephone expenses.

         Our expenses included extraordinary marketing expenses of $1,265,327,
which represent payments of restricted common stock to entities who are
developing a marketing campaign in the European and South American marketplaces.
The goal of this marketing campaign is to increase our client base.

         We had a net profit from operations of $1,496,916 for the three months
ended March 31, 2000, compared to a net profit of $114,070 for the three months
ended March 31, 1999. This profit comes as a result of additional income from a
one-time lease of software.

         While our revenues were significantly higher for the first fiscal
quarter of 2000 as compared to the first fiscal quarter of 1999, our expenses,
particularly our marketing expenses, were much higher. We believe that we may
see an increase in revenue as the fiscal year progresses. We do not expect to
have the same level of marketing expenses for the rest of the fiscal year.
However, it is too early to know whether or not we will be profitable this year.

Liquidity and Capital Resources

         Cash at the end of the period decreased to $156,127 for the three
months ended March 31, 2000, compared to $363,058 for the three months ended
March 31, 1999.

         Accounts receivable increased for the three months ended March 31, 2000
to $268,900, compared to $225,000 for the three months ended March 31, 1999.

         Prepaid Expenses went to zero for the three months ended March 31,
2000, compared to $318,949 for the three months ended March 31, 1999.

         Accounts payable decreased for the three months ended March 31, 2000 to
$11,445, compared to $142,431 for the three months ended March 31, 1999.

         We had capital expenditures of $4,114,718 for the three months ended
March 31, 2000, which involved upgrading our internet capabilities to service
our increased client base and the purchase of the Plus Network. We expect to
have continuing expenditures for upgrading our capabilities for the remainder of
this fiscal year.

         We were profitable for the first fiscal quarters of 1999 and 2000. We
feel that we are more solid financially as a company this year compared to last
year. Our primary activity will be to seek to expand our client base and,
consequently, our revenues.




<PAGE>   10



         Year 2000 Compliance

         Our IT systems and non-IT systems requiring Year 2000 modification have
been completed. In addition, we do not foresee a need to deal with the
possibility that some suppliers or vendors might fail to provide goods and
services on a timely basis as a result of Year 2000 problems.



                           PART II- OTHER INFORMATION

ITEM 1. Legal Proceedings

         No legal proceedings of a material nature to which we are a party were
pending during the reporting period, and we know of no legal proceedings of a
material nature pending or threatened or judgments entered against any of our
directors or officers in his capacity as such.


ITEM 2. Changes in Securities and Use of Proceeds. None.

ITEM 3. Defaults upon Senior Securities. None.

ITEM 4. Submission of Matters to a Vote of Security Holders. None

ITEM 5. Other Information. None.

ITEM 6. Exhibits and Reports on Form 8-K.

    Exhibit No. 27.1- Financial Data Schedule

    No reports on Form 8-K were filed as of the fiscal quarter.










<PAGE>   11



                                   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: June 21 2000                       By: /s/ David C. Skinner, Jr.
                                          President and Chief Financial Officer



<PAGE>   12



                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT
NUMBER           DESCRIPTION
-------          -----------
<S>              <C>
 27.1            Financial Data Schedule
</TABLE>