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

                                  FORM 10 - QSB

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

                  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934.

                  For the quarterly period ended June 30, 2000.



                             Antennas America, Inc.
                             ----------------------
       (Exact name of small business issuer as specified in its charter)

                                      Utah
                  ---------------------------------------------
                 (State or Other Jurisdiction of Incorporation)



       000-18122                                      87-0454148
-----------------------                  ------------------------------------
(Commission File Number)                 (IRS Employer Identification Number)

                           4860 Robb Street, Suite 101
                        Wheat Ridge, Colorado, 80033-2163
            ----------------------------------------------------------
           (Address of principal executive offices including zip code)

                                 (303) 421-4063
          -------------------------------------------------------------
          (Small Business Issuer telephone number, including area code)


                                 Not Applicable
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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 _____


As of August 8, 2000, the Registrant had outstanding  143,151,781  shares of its
common stock, par value $0.0005.

Transitional Small Business Disclosure Format (Check One):
Yes _____     No __X__




<PAGE>


                     [GRAPHIC OMITTED]Antennas America, Inc.

                                   FORM 10-QSB

                                  June 30, 2000

                                Table of Contents

<TABLE>
<CAPTION>
                                                                                                  Page No.

                          PART I. FINANCIAL INFORMATION

<S>                                                                                                    <C>
Item 1.  Financial Statements

         Consolidated Balance Sheets as of June 30, 2000 (unaudited) and December 31, 1999.............3

         Consolidated Statements of Operations for the Three and Six Months Ended
                June 30, 2000 and 1999 (unaudited).....................................................4

         Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2000
                and 1999 (unaudited).............................................,,,...................5

         Notes to Consolidated Financial Statements....................................................6


Item 2.  Management's Discussion and Analysis of Results of Operations
                and Financial Condition

         Results of Operations.........................................................................8

         Financial Condition...........................................................................9

         Forward Looking Statements...................................................................10



                           PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K.............................................................10
</TABLE>



                                       2
<PAGE>


                          Part I. FINANCIAL INFORMATION

Item 1.  Financial Statements

                             Antennas America, Inc.
                           Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                                                    June 30,       December 31,
                                                                                      2000             1999
                                                                               -----------------------------------
                                                                                  (unaudited)
Assets
<S>                                                                              <C>                 <C>
Current assets:
   Cash                                                                          $       88,637     $      177,679
   Accounts receivable, net                                                           2,537,309            324,481
   Inventory, net                                                                     1,745,842            579,713
   Prepaid expenses                                                                      13,426                139
                                                                               -----------------------------------
Total current assets                                                                  4,385,214          1,082,012

Property and equipment, net                                                             386,666            369,381

Other assets:
   Intangible assets including goodwill, net                                         12,275,178             40,491
   Deposits                                                                              32,627             16,085
                                                                               -----------------------------------
Total assets                                                                     $   17,079,685         $1,507,969
                                                                               ===================================

Liabilities and stockholders' equity Current liabilities:
   Bank line of credit                                                           $      853,792   $              -
   Accounts payable                                                                   3,048,372            357,474
   Current portion of notes payable-others                                            3,000,000            114,143
   Current portion of notes payable-officers                                                  -             33,274
   Current portion of capital lease obligations                                          31,590             54,846
   Accrued expenses                                                                     160,085             70,528
                                                                               -----------------------------------
Total current liabilities                                                             7,093,839            630,265

Capital lease obligations, less current portion                                                              6,111
Notes payable-others, less current portion                                                    -            125,653
                                                                               -----------------------------------
Total liabilities                                                                     7,098,654            762,029

Commitments
Stockholders' equity:
   Common stock                                                                          63,945             47,545
   Additional paid-in capital                                                        11,350,924          1,891,686
   Accumulated deficit                                                               (1,433,838)        (1,193,291)
                                                                               -----------------------------------
Total stockholders' equity                                                            9,981,031            745,940
                                                                               -----------------------------------
Total liabilities and stockholders' equity                                       $   17,079,685         $1,507,969
                                                                               ===================================
</TABLE>
See accompanying notes.

                                       3
<PAGE>


                             Antennas America, Inc.
                      Consolidated Statements of Operations

<TABLE>
<CAPTION>
                                                         Three months ended June 30,          Six months ended June 30,
                                                             2000            1999              2000            1999
                                                       --------------------------------------------------------------------
                                                                 (unaudited)                         (unaudited)

<S>                                                        <C>              <C>                <C>              <C>
Sales, net                                                 $  2,901,115     $  1,188,635       $  3,870,670     $ 1,663,478
Cost of sales                                                 2,390,685          865,161          3,183,407       1,206,651
                                                       --------------------------------------------------------------------
      Gross profit                                              510,430          323,474            687,263         456,827

Operating expenses:
   Selling, general and administrative expenses                 582,090          278,788            926,442         531,121
   Amortization of purchased intangibles                         85,569                -             85,569               -
                                                       --------------------------------------------------------------------
Total operating expenses                                        667,659          278,788          1,012,011         531,121
                                                       --------------------------------------------------------------------
      Income (loss) from operations                            (157,229)          44,686           (324,748)        (74,294)

Other income (expense):

   Interest expense                                             (10,039)         (35,597)           (19,761)        (60,838)
   Other income                                                  30,477               29            103,962              99
                                                       --------------------------------------------------------------------
      Total other income (expense)                               20,438          (35,568)           (84,201)        (60,739)
                                                       --------------------------------------------------------------------
Income (loss) before income taxes                              (136,791)           9,118           (240,547)       (135,033)
Provision for (benefit from) income taxes                             -            3,500                  -         (49,897)
                                                       --------------------------------------------------------------------
Net income (loss)                                         $    (136,791) $         5,618       $   (240,547)    $   (85,136)
                                                       ====================================================================

Net income (loss) per share (basic and diluted)                   $0.00            $0.00              $0.00           $0.00
                                                       ====================================================================

Weighted average shares outstanding                         119,580,689       75,387,718        108,738,644      75,382,773
                                                       ====================================================================
</TABLE>

See accompanying notes.



                                       4
<PAGE>


                             Antennas America, Inc.
                      Consolidated Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                   Six months ended June 30,
                                                                                    2000                1999
                                                                             ---------------------------------------
                                                                                          (unaudited)
<S>                                                                            <C>                  <C>
Operating activities
--------------------
Net loss                                                                       $   (240,547)        $  (85,136)
Adjustments to reconcile net loss to net cash provided by (used in)
   operating activities:
     Depreciation and amortization                                                  144,056             54,005
     Non-cash expense for issuance of stock and options                                 500              1,000
     Accrued interest on notes payable added to principal                             3,218              9,471
     Accrued salary added to note payable                                                -               4,777
       Amortization of note discount                                                    500              2,500
     Deferred tax benefit                                                                -             (49,897)
     Changes in operating assets and liabilities:
       Accounts receivable                                                           48,931            113,376
       Inventory                                                                     42,265           (165,008)
       Prepaid expenses                                                             (12,635)             4,978
          Other assets and deposits                                                 (12,641)              (728)
       Accounts payable and accrued expenses                                       (426,742)           276,921
       Other                                                                        (31,617)                 -
                                                                             ---------------------------------------
Net cash provided by (used in) operating activities                                (484,712)           166,259

Investing activities
--------------------
Patent acquisition costs                                                             (1,186)                 -
Acquisition of businesses, net of cash acquired                                  (2,744,994)                 -
Purchase of plant and equipment                                                     (49,827)           (45,144)
                                                                             ---------------------------------------
Net cash used in investing activities                                            (2,796,007)           (45,144)

Financing activities
--------------------
Repayment of notes and capital lease obligations                                   (250,187)           (66,289)
Proceeds from private placement, including warrant exercises, net                 3,436,138                  -
Proceeds from exercise of options, net                                               39,000                  -
Repayment of notes payable - officers                                               (33,274)                 -
Reductions in notes payable - others                                                     -             (209,892)
Proceeds from distributor note payable                                                   -              200,000
                                                                             ---------------------------------------
Net cash provided by (used in) financing activities                               3,191,677            (76,181)
                                                                             ---------------------------------------

Net increase (decrease) in cash                                                     (89,042)            44,934
Cash, beginning of period                                                           177,679             17,555
                                                                             ---------------------------------------
Cash, end of period                                                           $      88,637         $   62,489
                                                                             =======================================

Supplemental cash flow information:
-----------------------------------
  Cash paid for interest                                                            $39,021           $ 47,691

Non-cash financing activities:
  Acquisition of stock in exercise of warrants and options for
     issuance of newly issued shares of common stock                               $562,000             $    -
</TABLE>

See accompanying notes.

                                       5
<PAGE>


                             Antennas America, Inc.
                   Notes to Consolidated Financial Statements
                                  June 30, 2000

Note 1.  Basis of Presentation

         The accompanying  unaudited consolidated financial statements have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States for interim  financial  information  and with the  instructions to
Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly,  they do not include
all of the information and footnotes required by accounting principles generally
accepted in the United States for complete financial statements.  In the opinion
of management, all adjustments considered necessary for a fair presentation have
been included.  For further  information,  refer to the financial statements and
footnotes thereto included in the Company's annual report on Form 10-KSB for the
year ended  December 31, 1999 and to the Company's  current report on Form 8-K/A
filed August 7, 2000.

The Company operates in a single business segment providing  end-to-end wireless
business  solutions,  generating  revenues  primarily  from sales to independent
distributors in the United States.

Operating  results for the three and six month  periods  ended June 30, 2000 are
not  necessarily  indicative  of the results  that may be expected  for the year
ended December 31, 2000 or any future period.


Note 2.  Consolidation Policy

The  accompanying   unaudited  consolidated  financial  statements  include  the
accounts of the Company and its  wholly-owned  subsidiary  corporation,  Winncom
Technologies,  Corp., after elimination of all material  intercompany  accounts,
transactions, and profits.


Note 3.  Acquisition of Winncom Technologies, Inc.

         On  May  24,  2000,  Antennas  America,  Inc.  purchased,  through  its
subsidiary,  Winncom  Technologies,  Corp.,  the  outstanding  shares of Winncom
Technologies, Inc. Winncom designs, assembles, distributes and services wireless
network  products  and  systems  for data and  voice  transmission  using  radio
technology,  primarily  through third party  distributors  located in the United
States.  The acquisition has been accounted for as a purchase,  and accordingly,
the  operations  for Winncom have been  included in the  Company's  consolidated
statement of  operations  from May 24, 2000 (the date of  acquisition)  forward.
Antennas America provided $12.0 million in aggregate  consideration,  consisting
of $3 million in cash,  a $1.5  million  non-interest  bearing  promissory  note
payable in 90 days from the closing  date, a $1.5 million  non-interest  bearing
promissory  note  payable  in 180 days from the  closing  date and $6 million in
shares of Antennas America common stock (6,946,053 shares).

The  purchase  price has been  allocated  to  specifically  identifiable  assets
acquired.  The Company is in the process of obtaining  an external  valuation of
the  approximately  $12.3  million of  intangible  assets  acquired.  Management
estimates  that the useful lives of the  intangible  assets  acquired will range
from 10 to 20 years,  with an  expected  average  life of 15 years.  The related
amortization  is  reflected  as  a  pro  forma   adjustment  to  the  pro  forma
consolidated results of operations presented in the summary below, as well as in
the above financial statements for the period since acquisition.

                                       6
<PAGE>

         The following  unaudited pro forma  summary  presents the  consolidated
results of  operations  of the  Company  as if the  acquisition  of Winncom  had
occurred at the  beginning of fiscal 1999 and 2000,  respectively,  and does not
purport to be indicative of what would have  occurred had the  acquisition  been
made as of the  beginning  of those  years or of results  which may occur in the
future.

                                                 Six months ended June 30
                                                       (unaudited)
                                                   2000            1999
                                             ---------------------------------

Net sales                                        $  9,652,968   $    4,232,149
                                             =================================

Net income (loss)                               $    (225,179)   $    (151,575)
                                             =================================

Income (loss) per share                             $    0.00          $  0.00
                                             =================================

The pro forma  net  income  for both  years  includes  $410,732  of  acquisition
amortization.


Note 4.  Equity Transactions

         During the latter six months of 1999 through  January 2000, the Company
undertook  a private  placement  offering of units for $.0525 per unit with each
unit  consisting of one share of the Company's  restricted  common stock and one
redeemable  common stock purchase warrant to purchase one share of the Company's
common stock. A minimum of 6,000,000 units and maximum of 22,000,000  units were
authorized,  and the maximum  offering was sold for a total of  $1,155,000.  The
warrants  included  in the units  entitle  the holder to  purchase  one share of
common stock at an exercise  price of $.175 per share and became  exercisable on
March 14, 2000, the date a  registration  statement on Form SB-2 relating to the
resale of the common  stock  sold in this  private  placement  and of the common
stock  underlying  the  warrants was declared  effective by the  Securities  and
Exchange  Commission.  All 22,000,000  warrants were exercised by the holders by
June  30,  2000.  As  of  June  30,  2000,  the  financial   statements  include
approximately  $3.5 million of equity related to private placement  transactions
(purchase  of shares and  exercise of  warrants)  received in 2000,  and related
offering expenses of approximately $51,000.

         On March 30, 2000, as approved by the Board of Directors,  two officers
who are also  directors,  and one other  director,  exchanged  previously  owned
shares of the Company's common stock for their warrants  acquired in the private
placement.  These transactions  resulted in the Company receiving 219,320 shares
of stock  valued at $483,875  as payment for  2,765,000  shares  underlying  the
outstanding  warrants.  The value of the 219,320 shares of common stock received
by the Company in this transaction was based on the average closing price of the
Company's  common  stock on the five  days  prior to March 30,  2000,  which was
$2.2062.

         On March 30, 2000, a director of the Company also used previously owned
stock to exercise  vested  options.  These options had a total exercise price of
$78,125. Based on the same average closing price as used in the warrant exercise
transaction, a total of 35,412 shares of previously owned stock was given to the
Company as payment of the  exercise  price for the  900,000 new shares of common
stock underlying the options. The shares of common stock acquired by the Company
in these exchange transactions were valued at a total of $562,000 which is equal
to the 5-day average closing price  multiplied by the number of previously owned
shares that were  exchanged  and which is also equal to the  aggregate  exercise
price for the shares  underlying the warrants and options that were exercised in
these transactions. The Company received 254,732 shares from these transactions.


                                       7
<PAGE>

         During July and August 2000, the Company  undertook a private placement
offering of up to 16,000,000  units,  with each unit  consisting of one share of
the  Company's  restricted  common  stock at a price of $0.50 per share plus one
redeemable  common stock purchase warrant to purchase one share of the Company's
common  stock at an  exercise  price of $1.50 per  share.  As of August 8, 2000,
15,262,000  units had been  subscribed,  and  $6,574,000  in cash,  representing
13,148,000 shares,  had been received related to the offering.  Related offering
expenses are estimated to be approximately $70,000.



Item 2.  Management's  Discussion  and  Analysis  of Results of  Operations  and
Financial Condition

Results of Operations
---------------------
         Sales were $2.9 million for the three month period ended June 30, 2000,
as compared to $1.2 million for the three month period ended June 30, 1999.  The
142% increase was due to the addition of Winncom revenues,  offset by a decrease
in antenna revenues related to the Thompson  Consumer  Electronics  contract for
local TV antenna  systems  under the RCA brand name that began during the second
quarter of 1999 and was  completed in the first  quarter of 2000.  Sales for the
six month period ended June 30, 2000 were $3.9 million  compared to $1.7 million
for the same  period in 1999.  This 129%  increase  was due to the  addition  of
Winncom revenues, with six month antenna revenues comparable to 1999 levels.

         Gross profit  margins  decreased  from 27% for the three and six months
periods in 1999 to 18% for the three and six month periods in 2000.  The primary
factors  contributing  to the  change in  margins  were the high  percentage  of
Winncom radio sales at lower gross margins,  and a higher percentage of local TV
antenna  system  sales,  which  generally  have lower  gross  margins due to the
competitive nature of the consumer electronics market.

         Selling, general and administrative expenses for the three months ended
June 30  increased  from  $279,000 in 1999 to $582,000  in 2000.  This  increase
occurred  primarily as a result of adding the Winncom operation in 2000, as well
as increased costs associated with the Company's  transition to a total wireless
solutions  provider.  The same  reasons  drove the  general  and  administrative
expenses  increase  from $531,000 for the six month period ended June 30,1999 to
$926,000 for the six month  period  ended June 30,  2000.  Expenses for both the
three and six months ended June 30, 2000  included  $86,000 of  amortization  of
acquisition related intangible assets.

         Interest expense  decreased by $26,000 for the three month period ended
June 30, 2000, and by $41,000 for the six month period ending June 30, 2000, due
to the repayment on January 31, 2000 of the note payable to a distributor  which
had been  initiated  on February 16, 1999 and the  cancellation  of the accounts
receivable  purchase  agreement  with the  bank on March  10,  2000,  offset  by
interest on the Winncom line of credit in 2000.  Also,  during the time the bank
agreement was in effect during 2000, there were fewer accounts  purchased by the
bank  resulting  in lower  interest  charges.  The  private  placement  proceeds
received since late 1999 reduced the need for  additional  cash through the bank
agreement.

         Although a benefit  from  income  taxes in the  amount of  $50,000  was
recorded for the six months ended June 30, 1999, no tax benefit was recorded for
the three or six months ended June,  2000.  Since the third quarter of 1999, the
Company has recorded a full  valuation  reserve  against  current net  operating
losses.

                                       8

<PAGE>

Financial Condition
-------------------
         During the last six months of 1999 through  January  2000,  the Company
undertook a private  placement  offering of units,  with each unit consisting of
one share of restricted  common stock and one  redeemable  common stock purchase
warrant to purchase one share of common stock, for $.0525 per unit. A minimum of
6,000,000 units and maximum of 22,000,000 units were authorized, and the maximum
offering was sold for a total of $1,155,000.  The warrants included in the units
entitle the holder to purchase one share of common stock at an exercise price of
$.175 per share and became  exercisable  on March 14, 2000.  The  warrants  were
called for redemption by the Company at the price of $.001 on April 6, 2000. All
warrants were exercised prior to the redemption date.

         During the first six months of 2000, the Company received approximately
$3.5 million (including $2.9 million in the second quarter) of gross proceeds in
funding  from the private  placement,  primarily  from the  exercise of warrants
which is reflected in the financial statements. Expenses relating to the private
placement in this quarter were  $51,000.  The funds  received  during the second
quarter were used  primarily  for the Winncom  acquisition.  A small  portion of
these funds were used to pay outstanding debt and for working capital.

         Compared to December 31, 1999,  the  Company's  total assets as of June
30, 2000 increased by $15.6 million to $17.1 million.  Winncom assets  accounted
for substantially all of this increase. Antenna inventory decreased because of a
high level of finished  goods on hand at December 31, 1999 which were shipped in
January, as well as the completion of the Thomson Consumer  Electronics contract
during the first quarter.

         Liabilities  increased  from $0.8  million at December 31, 1999 to $7.1
million at June 30, 2000. Winncom liabilities accounted for substantially all of
this  increase.  Antenna  liabilities  decreased as a result of lower  inventory
purchases  in the second  quarter of 2000 and the payoff of notes  payable  with
proceeds  from  the  private  placement.  The  outstanding  note  payable  to  a
distributor with an original balance of $200,000 was paid in full on January 31,
2000.  In  addition,  another note payable to a vendor was paid in full on March
31, 2000 for $100,000.

         The Company entered into an accounts receivable purchase agreement with
a bank on February 1, 1999. Under this arrangement,  the bank would purchase 85%
of approved  accounts  receivable from the Company.  The financing cost for this
arrangement  was 1% of the  receivable for the first 10 days and 1/15 of 1% each
day thereafter  until the account is paid in full. This arrangement was canceled
with the bank effective March 10, 2000.

         Current  operations are being funded through cash flow from  operations
and the proceeds from the private placement transactions. Additional funding may
be needed to complete business  expansion  through  acquisitions and for working
capital  purposes due to internal growth within the Company's core operations if
all available funds are used for acquisitions.

                                       9
<PAGE>


Forward Looking Statements

         This report contains forward looking  statements  within the meaning of
Section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange  Act of 1934.  Although  the  Company  believes  that the  expectations
reflected in the forward looking  statements and the assumptions  upon which the
forward looking  statements are based are  reasonable,  it can give no assurance
that  such  expectations  and  assumptions  will  prove to be  correct.  See the
Company's  Annual  Report on Form 10-KSB for  additional  statements  concerning
important  factors,  such  as  demand  for  products,  manufacturing  costs  and
competition,  that could  cause  actual  results to differ  materially  from the
Company's expectations.


                           PART II. OTHER INFORMATION

Item 6.  Exhibits And Reports On Form 8-K

                  (a)      Exhibits.
                           ---------

                           Financial Data Schedule

(b)      Reports on Form 8-K.
         --------------------

                           Report  on Form 8-K was filed on June 8,  2000,  with
                           respect to the closing of the  acquisition of Winncom
                           Technologies, Inc.

                           Report on Form 8-K/A was filed on August 7, 2000,  to
                           include  the  financial  information  related  to the
                           acquisition of Winncom Technologies, Inc.







                                       10
<PAGE>


                                    SIGNATURE

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

                                                ANTENNAS AMERICA, INC.


Date:    August 14, 2000                  By:   /s/ Randall P. Marx
                                              ---------------------
                                                Randall P. Marx
                                                Secretary, Director





















                                       11