TRIMOL GROUP INC
10QSB, 2000-11-20
BLANK CHECKS
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<PAGE>

                   U.S. SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                 FORM 10-QSB


(Mark One)

/X/ Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
    of 1934

    For the quarterly period ended September 30, 2000

/ / Transition report under Section 13 or 15(d) of the Exchange Act

    for the transaction period from ________________ to ________________

Commission file number: 0-28144

                             TRIMOL GROUP, INC.
       (Exact Name of Small Business Issuer as Specified in Its Charter)

          DELAWARE                                       13-3859706
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

        1285 Avenue of the Americas, 35th Floor, New York, New York 10019
                   (Address of Principal Executive Offices)

                               (212) 554-4394
               (Issuer's Telephone Number, Including Area Code)

              (Former Name, Former Address and Former Fiscal Year,
                        if Changed Since Last Report)


Check whether the issuer: (1) 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
   ---       ---
                   APPLICABLE ONLY TO ISSUERS INVOLVED IN
                     BANKRUPTCY PROCEEDINGS DURING THE
                             PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court.  Yes ___      No ___

                    APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuers' classes of
common equity, as of the latest practicable date: As of November 20, 2000,
12,039,000 shares of Common Stock, par value $.01 per share.


Transitional Small Business Disclosure Format (check one):  Yes         No  X
                                                                ---        ---

<PAGE>

                              TABLE OF CONTENTS

                        PART I. FINANCIAL INFORMATION


                                                                    Page Number

Item 1. Financial Statements                                          F-1-F-9

Independent Accountant's Review Report                                F-i

Consolidated Balance Sheet as of September 30, 2000
(Unaudited) and December 31, 1999 (Audited)                           F-1

Consolidated Statement of Operations
For the three and nine month period ended September 30, 2000
and 1999 (Unaudited)                                                  F-2

Statement of Changes in Shareholder's Equity
For the nine month period ended September 30, 2000
and 1999 (Unaudited)                                                  F-3

Consolidated Statement of Cash Flows
For the nine month period ended September 30, 2000
and 1999 (Unaudited)                                                  F-4-F-5

Notes to Consolidated Financial Statements                            F-6-F-9

Item 2. Management's Discussion and Analysis and Results of
Operations                                                            1-13

                         PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K                              14

Signatures                                                            15


<PAGE>

                   INDEPENDENT ACCOUNTANTS' REVIEW REPORT



To The Board of Directors and Shareholders
Trimol Group, Inc.


We have reviewed the accompanying consolidated balance sheet of Trimol Group,
Inc. as of September 30, 2000 and the related consolidated statements of
operations for the nine and three month period ended September 30, 2000,
changes in shareholders' equity and cash flows for the nine month period
ended September 30, 2000.  These consolidated financial statements are the
responsibility of the Company's management.

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

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




                                       PARITZ & COMPANY, P.A.



Hackensack, New Jersey
November 13, 2000

                                       F-i

<PAGE>

TRIMOL GROUP, INC.



CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                                     September 30, 2000    December 31, 1999
                                                         (Unaudited)          (Audited)
                                                          (In Thousands of U.S. Dollars)
<S>                                                  <C>                   <C>
ASSETS
Cash and cash equivalents                                   4,475                5,273
Held to maturity securities                                 1,037                  545
Loans, net of allowance for possible loan losses
    of $472 and $928, respectively                          3,158                2,871
Reinsurance recoverable                                       222                  157
Property, plant and equipment                               5,913                5,836
Other assets                                                2,046                1,326
                                                           ------               ------
TOTAL ASSETS                                               16,851               16,008
                                                           ------               ------
                                                           ------               ------

LIABILITIES
Non interest bearing demand deposits                        4,536                3,440
Interest bearing deposits                                   3,033                3,135
                                                           ------               ------
Total deposits                                              7,569                6,575
Insurance policy and claim reserves                           256                  288
Other liabilities                                           2,308                2,348
                                                           ------               ------

TOTAL LIABILITIES                                          10,133                9,211

MINORITY INTEREST                                           1,634                1,600

SHAREHOLDERS' EQUITY                                        5,084                5,197
                                                           ------               ------

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                 16,851               16,008
                                                           ------               ------
                                                           ------               ------
</TABLE>

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

                                       F-1


<PAGE>

TRIMOL GROUP, INC.



CONSOLIDATED STATEMENT OF OPERATIONS  (Unaudited)

<TABLE>
<CAPTION>
                                             NINE MONTHS ENDED          THREE MONTHS ENDED
                                               SEPTEMBER 30,               SEPTEMBER 30,
                                             2000        1999           2000          1999
                                            ------      ------         ------        ------
                                   (In Thousands of US Dollars, except share and per share data)

<S>                                         <C>         <C>            <C>           <C>
REVENUES
Revenues from hotel operations                 1,735        1,580            568           513
Revenues from document processing              2,165        2,142            785           577
Loan interest                                    551          763            227           262
Other interest                                   302          336            125            92
Insurance premiums                                87           58             39            18
Commissions, fees and other revenues             884        1,064            347           473
                                               -----        -----          -----         -----
TOTAL REVENUES                                 5,724        5,943          2,091         1,935
Interest expense                                 340          472             93            81
                                               -----        -----          -----         -----
TOTAL REVENUES, NET OF INTEREST EXPENSE        5,384        5,471          1,998         1,854
                                               =====        =====          =====         =====

PROVISION FOR BENEFITS, CLAIMS AND
CREDIT LOSSES
Provision for credit losses (gains)             (420)         327             71           215
Provision for benefits and claims                 33           27             16             9
                                               -----        -----          -----         -----
                                                (387)         354             87           224
                                               =====        =====          =====         =====
OPERATING EXPENSES
Cost of revenues from hotel operations           753          829            251           296
Cost of revenues from document processing        733          569            261           126
Other operating expenses                       4,024        3,116          1,374         1,398
                                               -----        -----          -----         -----
TOTAL OPERATING EXPENSES                       5,510        4,514          1,886         1,820
                                               =====        =====          =====         =====

INCOME  (LOSS) FROM OPERATIONS
BEFORE INCOME TAXES AND
MINORITY INTEREST                                261          603              25         (190)
                                               =====        =====           =====        =====

Provision (credit) for income taxes               72          113              29           62
Minority interest, net of income taxes            76           96              16           10
                                               -----        -----           -----        -----
NET INCOME (LOSS)                                113          394             (20)        (262)
                                               =====        =====           =====        =====

Net income per share (basic and diluted)        .009         0.03           (.002)       (0.02)
                                               -----        -----           -----        -----

WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING                        12,039,000   12,035,542      12,039,000   12,039,000


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

                                       F-2


<PAGE>

TRIMOL GROUP, INC.



STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY (Unaudited)

                                                 Nine Months Ended September 30,
                                                    2000                1999
                                                  (In Thousands of US Dollars)

COMMON STOCK
Balance, January 1 and September 30                  120                 120
                                                  ------              ------

ADDITIONAL PAID-IN CAPITAL
Balance, January 1 and September 30                6,178               6,018
Issuance of common stock                               -                 182
                                                  ------              ------
                                                   6,178               6,200
                                                  ------              ------

DEFERRED COMPENSATION
Balance, January 1                                   (27)                  -
Deferred compensation                                 27                 (61)
                                                  ------              ------
Balance, September 30                                  -                 (61)
                                                  ------              ------

RETAINED EARNINGS
Balance, January 1                                (1,074)              1,428
Net income                                           113                 394
Other comprehensive (loss)                          (253)             (1,862)
                                                  ------              ------
Balance, September 30                             (1,214)                (40)
                                                  ------              ------

TOTAL SHAREHOLDERS' EQUITY                         5,084               6,219
                                                  ------              ------

ACCUMULATED OTHER COMPREHENSIVE LOSS
Balance, January 1                                (2,413)                  -
Foreign currency translations                       (253)             (1,862)
                                                  ------              ------
Balance, September 30                             (2,666)             (1,862)
</TABLE>


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

                                       F-3

<PAGE>

TRIMOL GROUP, INC.



CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)


<TABLE>
<CAPTION>
                                                           Nine Months Ended
                                                              September 30,
                                                           2000         1999
                                                           ----         ----
                                                      (In Thousands of US Dollars)
<S>                                                   <C>              <C>
CASH FLOW FROM OPERATING ACTIVITIES
Net income                                                  113            394
                                                         ------         ------

ADJUSTMENTS TO RECONCILE NET INCOME TO
NET CASH USED IN OPERATING ACTIVITIES

INCOME AND EXPENSES NOT INVOLVING
CASH FLOW
Depreciation and amortization                               363           383
Provision for credit gains                                 (420)         (294)
Provision for benefits and claims                            33           (49)
Minority interest                                            76          (475)
Stock based compensation                                     27             -
Disposal of property, plant and equipment                   187             -
                                                         ------        ------
                                                            266          (435)
                                                         ------        ------

CHANGES IN ASSETS AND LIABILITIES
Net  (increase) in other assets                            (790)         (741)
Net increase (decrease) in other liabilities                 69          (265)
Net decrease in reinsurance recoverable                     (73)           63
                                                         ------        ------
                                                           (794)         (943)
                                                         ------        ------

TOTAL ADJUSTMENTS                                          (528)       (1,378)
                                                         ------        ------
NET CASH USED IN OPERATING ACTIVITIES                      (415)         (984)
                                                         ------        ------

CASH FLOW FROM INVESTING ACTIVITIES
Proceeds from redemptions of securities held to
  maturity                                                6,534        (9,104)
Purchase of securities held to maturity                  (7,025)        9,150
Purchase of equipment                                      (924)         (174)
Net (increase) decrease in loans                            (16)        2,365
                                                         ------        ------

NET CASH PROVIDED BY (USED IN)
  INVESTING ACTIVITIES                                   (1,431)        2,237
                                                         ------        ------

CASH FLOW FROM FINANCING ACTIVITIES
Net increase in deposits                                  1,335          (985)
Proceeds from issuance of common stock                        -           130
                                                         ------        ------

NET CASH PROVIDED BY (USED IN)
FINANCING ACTIVITIES                                     1,335           (855)
                                                         ------        ------

Effect of exchange rate on cash                           (287)           112
                                                         ------        ------
</TABLE>


                                       F-4
<PAGE>

TRIMOL GROUP, INC.



<TABLE>
<CAPTION>
                                                           Nine Months Ended
                                                              September 30,
                                                           2000         1999
                                                           ----         ----
                                                      (In Thousands of US Dollars)
<S>                                                   <C>              <C>
Increase (decrease) in cash and cash equivalents          (798)           510
Cash and cash equivalents at beginning of period         5,273          4,173
                                                         ------        ------

CASH AND CASH EQUIVALENTS
  AT END OF PERIOD                                       4,475          4,683
                                                         ------        ------

SUPPLEMENTAL DISCLOSURE OF
CASH FLOW INFORMATION
Interest paid                                              300            572
Income taxes paid                                           33            113
                                                         ------        ------
</TABLE>


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


                                       F-5
<PAGE>

TRIMOL GROUP, INC.



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION

The unaudited consolidated financial statements of Trimol Group, Inc. (the
"Company") as of September 30, 2000 and for the nine and three month periods
ended September 30, 2000 and 1999 included herein have been prepared on the
same basis as those in the Annual Report on Form 10-KSB for the year ended
December 31, 1999. In the opinion of management, all adjustments (consisting
only of those which are normal and recurring) necessary for a fair
presentation have been included.

The results of operations for interim periods are not necessarily indicative
of the results to be expected for a full fiscal year.

Certain financial information that is normally included in annual financial
statements prepared in accordance with generally accepted accounting
principles, but is not required for interim reporting purposes, has been
condensed or omitted.

The accompanying unaudited consolidated financial statements should be read
in conjunction with the audited consolidated financial statements and related
notes included in the Company's Annual Report on Form 10-KSB for the year
ended December 31, 1999.

The consolidated statements of the Company include the accounts of the
Company and its operating subsidiaries and their holding companies.
Inter-company balances have been eliminated in consolidation.

NOTE 2 - OPERATIONS

The Company owns all of the shares of four holding corporations that own
capital stock of four companies with business operations in the Republic of
Moldova ("Moldova"). The capital stock of such four companies comprise all of
the issued and outstanding shares of an insurance company, Exim Asint S.A.
(the "Insurance Company"), a bank, Banca Comerciala pe Actiuni "Export --
Import" (the "Bank"),  65% of the issued and outstanding shares of a hotel,
the Jolly Alon Limited (the "Hotel"), and all of the issued and outstanding
shares of Intercomsoft Limited ("Intercomsoft"), a document production
company.

The Insurance Company began operations at the beginning of 1995 and is active
in the general insurance sector providing property and liability coverage to
the Moldovan market. Commencing in the last quarter of 1997, the Insurance
Company also provides reinsurance services to the Moldovan insurance market.

The Bank was established on April 26, 1994, received its General Banking
License from the National Bank of Moldova on April 29, 1994 and began
activity as a new bank on June 1, 1994. The Bank's activities include receipt
of monetary deposits, granting credit, transacting in foreign currency,
financing international trade, investment in securities, retaining and
managing marketable documents and other assets for other parties, and
managing payments.

The Hotel was established on October 15, 1991 and operates and manages the
Jolly Alon Hotel and rents stores and offices located on Hotel property. The
principal guests of the Hotel are business persons and international
diplomats from all over the world. The tourism sector with respect to Hotel
guests is marginal and, accordingly, seasonability is not a factor.

Intercomsoft was incorporated in February 1995 as a non-resident Irish
registered company. Intercomsoft supplies the technology and consumables
required to produce secure essential documents (passports, drivers' licenses,

                                       F-6

<PAGE>

TRIMOL GROUP, INC.


car licenses and ID cards) and provides such technology and consumables to the
government of the Republic of Moldova.

NOTE 3 - RISKS AND UNCERTAINTIES

The following factors relating to the Company and its business should be
carefully considered:

     (a)     The Company's subsidiaries operate in Moldova, a former
Republic of the Soviet Union, and are heavily dependent on Russia and on a
number of former Republics of the Soviet Union.  Accordingly, the current
political and economic situation in Moldova, Russia and the former Republics
of the Soviet Union, which have historically been unstable, could have a
material adverse effect on the Company and its subsidiaries.  Political
uncertainty and instability in the Republic of Moldova could also have a
material adverse effect on the future revenue and income of the Company and
its subsidiaries.

     (b)      The Moldovan Ministry of Economics is Intercomsoft's only
customer.  In November 1999, the Company learned that the Ministry of Economy
Affairs and Reform of the Republic of Moldova was soliciting bids to select
an audit company to review the contract between Intercomsoft and the
Government of the Republic of Moldova ("GRM"), pursuant to which Intercomsoft
is granted the right to act as the exclusive supplier of the technology
required to produce secure essential documents to GRM.  The Company believes
that the review will involve the assessment of such contract comparing it
with international norms for prices charged for the services performed. A
loss, or a substantial change in the terms of such contract could, however,
have a material adverse effect on Intercomsoft and the Company

     (c)     The Insurance Company cedes insurance to other companies, the
major one being Munchener Ruckversicherungs Gesellschaft (Munich Re). These
reinsurance contracts do not relieve the Insurance Company from its primary
obligations to policyholders. Failure of reinsurers to honor their
obligations could result in losses to the Insurance Company. In order to
reduce its credit risk, the Insurance Company seeks to do business only with
financially sound reinsurance companies and regularly reviews the financial
strength of reinsurers used. No provision for uncollectible amounts has been
made since none of the receivables is deemed to be uncollectible.

     (d)     The Bank currently operates under a B-License issued by the
National Bank of Moldova ("NBM").  NBM regularly revises the capital
requirements for banks in the Republic of Moldova.  In accordance with
current regulations, banks operating under a B-License must maintain a
shareholders' equity of no less than 48 Million Moldovan Leu ("MDL") as of
July 1, 2000, which amount equals approximately $3.8 Million U.S. Dollars at
the exchange rate in effect at September 30, 2000. The Bank met this
requirement and maintains its B-License issued by the NBM.  In addition, NBM
has advised the Company that as of January 1, 2001, banks with a B-License
will be required to increase its equity to a minimum of  76 Million MDL;
approximately $6 Million U.S. Dollars based upon the exchange rate in effect
on September 30, 2000.  The Bank's shareholders' equity as of September 30,
2000 was 48.2 Million MDL; approximately $3.85 Million U.S. Dollars.  As a
result, the Bank must increase its shareholder equity by approximately 27.8
Million MDL; approximately $2.2 Million U.S. Dollars, using the exchange rate
in effect on September 30, 2000, by January 1, 2001 in order to maintain its
current banking license in Moldova. Should the Bank be unable to meet this
capitalization requirement, it may lose its B-License to operate as a bank in
Moldova, which would have a material adverse effect on the Company.

NOTE 4 - FOREIGN CURRENCY TRANSLATION

The Moldovan Leu (MDL) is the functional currency of the Company's
subsidiaries which are all located in, or derive their revenue from,

                                       F-7

<PAGE>

TRIMOL GROUP, INC.


the Republic of Moldova.  Accordingly, the assets and liabilities denominated
in foreign currency are translated into U.S. Dollars at the current rate of
exchange existing at period-end and revenues and expenses are translated at
average monthly exchange rates.  Related translation adjustments are reported
as a separate component of shareholders' equity, whereas gains or losses
resulting from foreign currency transactions are included in results of
operations.

During the nine months ended September 30, 2000 and 1999 fluctuations in the
MDL and the United States Dollar reduced the Company's net income in the
amounts reflected in the Company's Consolidated Statement of Changes in
Shareholders' Equity under the line item "Accumulated Other Comprehensive
Loss", as a component of Shareholders' Equity.

NOTE 5 - SHAREHOLDERS' EQUITY

(a) On February 25, 1999, the Company entered into employment agreements
(collectively the "Employment Agreements") with three of its executives (the
"Executives") each of which is for a term of five years commencing January 1,
1999. In addition to salary and benefits, the Employment Agreements provide
that for every $1,000,000 of the Company's excess net pre-tax profits, as
defined, generated by the Company in the determining year, the Executives
will receive incentive warrants ("Incentive Warrants") to purchase an
aggregate of 200,000 shares of the Company's common stock (the "Common
Stock") up to a maximum of 3,000,000 shares of Common Stock per year at an
exercise price equal to the closing price of Common Stock on the issue date.
As of September 30, 2000, no Incentive Warrants were outstanding.

Effective October 25, 2000, two of the above Executives agreed to terminate
their Employment Agreements with the Company subject to the consummation of a
Release and Indemnity Agreement between the Company and each of two such
individuals.

(b) In May 1999 the Company issued warrants to purchase 1,400,000 shares of
its Common Stock to the Executives.  The warrants may be exercised for a
period of five years at an exercise price of $11.50 per share.  Effective
February 28, 2000 the Company canceled these warrants and issued 1,400,000
warrants with substantially the same terms, at an exercise price of $.50 per
share.

During 1999, the Company granted five year warrants to purchase up to 60,000
shares of the Company's Common Stock, 30,000 of which are at an exercise
price of $11.50 per share and 30,000 of which are at an exercise price of
$.75 per share, to certain former members of the Company's Board of
Directors.

As of September 30, 2000, warrants to purchase 1,460,000 shares of Common
Stock were issued and outstanding.

NOTE 6 - RELATED PARTY TRANSACTIONS

The Company transacts business at times with related parties while conducting
its commercial activities. The Company believes such transactions are on
substantially the same terms as those prevailing at the time for comparable
transactions with unrelated parties.

Pursuant to a resolution of the Company's Board of Directors on March 31,
2000, the Company repaid its debt to a company owned by the Company's
majority stockholder (the "Stockholder") of the principal balance of
$1,162,000 plus interest from January 6, 1998 to April 5, 2000 in the amount
of $187,000.  Prior to this resolution, the liability had been deemed
non-interest bearing.

On June 27, 2000, the Company borrowed (the "Loan") $797,000 from a company
controlled by the Company's majority stockholder ("Stockholder") and invested
the loan proceeds in the Bank to meet the capital requirements referred to in
Note 3(d).  The Loan bears interest at 2% above prime rate and matures on
December 31, 2000.  If the Loan is not repaid by its due date, the
Stockholder can elect to convert the Loan into a 22% interest in two of the
Company's subsidiaries which own all the issued and outstanding shares of

                                       F-8


<PAGE>

TRIMOL GROUP, INC.


the Bank.  On June 28, 2000, the Company repaid $74,000
of the Loan leaving a balance of $723,000 at September 30, 2000.  This amount
is included in other liabilities on the accompanying September 30, 2000
consolidated balance sheet.

NOTE 7 - MINORITY INTEREST

The minority interest comprises a 35% interest by the Government of the
Republic of Moldova in the Hotel.

                                       F-9


<PAGE>

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS
---------------------

     The following discussion and analysis should be read in conjunction with
the Company's consolidated financial statements and notes thereto appearing
elsewhere in this report.

GENERAL

     The Company through its wholly-owned subsidiaries, owns 65% of the
issued and outstanding shares of capital stock of the Jolly Alon Limited, A
Moldovan corporation ("Hotel"0, that operates and manages the Jolly Alon
Hotel in Chisinau, Moldova with the remaining thirty-five (35%) percent of
the issued and outstanding shares of capital stock of the Hotel being owned
by the Government of the Republic of Moldova; 100% of the issued and
outstanding shares of capital stock of Banca Commerciala pe Actiuni
"Export-Import," a Moldovan corporation ("Bank"), which owns a commercial
bank in Moldova; 100% of the issued and outstanding shares of capital stock
of Exim Asint, S.A., a Moldovan corporation ("Insurance Company") which owns
a property and casualty insurance business in Moldova, and 100% of the issued
and outstanding shares of capital stock of Intercomsoft, Ltd., an Irish
corporation ("Intercomsoft"), which is the exclusive supplier to the
Government of the Republic of Moldova of the technology and equipment
required to manufacturer secure essential government documents (e.g.,
passports, drivers' licenses, etc.). The Company's interests in the Bank, the
Hotel and the Insurance Company were acquired on January 6, 1998. The
Company's interest in Intercomsoft was acquired on May 6, 1998.

     As the Company's subsidiaries all operate in, or derive its revenues
form the Republic of Moldova, the current (and future) economic situation,
and the political uncertainty and instablity, in the Republic of Moldova and
in Russia could have a material adverse effect on the Company and its
subsidiaries.

     The functional currency in the Republic of Moldova is the Moldova Leu.
References herein to $ or U.S. $ are to the United States Dollar. References
herein to MDL are to the Moldovan Leu.

                                        1

<PAGE>

COMPARISON OF 3rd QUARTER 2000 TO 3rd QUARTER 1999


The Company (As Consolidated)

     The Company's total revenues for 3rd Quarter 2000 were $2,091,000, an
increase of $156,000 from 3rd Quarter 1999 total revenues of $1,935,000, an
approximate 8% increase.

     Operating expenses were approximately $1,886,000 and $1,820,000, in 3rd
Quarter 2000 and 3rd Quarter 1999, respectively.  Measured as a percentage of
revenues, total operating expenses were approximately 90% and 94% for 3rd
Quarter 2000 and 3rd Quarter 1999, respectively.

     In 3rd Quarter 2000, the Company had a net loss of approximately
$20,000, or 1% of revenues.  In 3rd Quarter 2000, the net loss declined by
$242,000 from the net loss of $262,000 in 3rd Quarter 1999, or 13%.

     The significant increase in the Company's operating expenses had a
material adverse impact on the Company's consolidated net income.

     The Company believes that the economic crisis in Russia, which caused an
economic slowdown in the Republic of Moldova, resulting in less disposable
income to the Moldovan population, had an adverse impact on the revenues and
income of the Company's subsidiaries and, therefore, on the Company.  Such
slowdown may continue to have an adverse impact.  In addition, the Moldovan
Leu, the currency of the Republic of Moldova, has undergone significant and
adverse devaluation, which has also had a significant and adverse impact on
the revenue and income of the Company.  Additional devaluation of the
currency may continue to have an adverse impact.

THE BANK

     The Bank generates its revenue from charging fees for its services,
interest charged on loans, interest earned from funds deposited from
correspondent banks and investing in securities issued by the Moldovan
Government.

     During 3rd Quarter 2000, the Bank earned interest income of
approximately $348,000, which was an increase from the results of 3rd Quarter
1999 interest income of $337,000 by approximately $11,000, or 3%. The largest
component of the Bank's total interest income was interest earned on loans,
which was approximately $227,000 and $262,000, or approximately 65% and 76%
of the Bank's total interest income earned during the 3rd Quarter 2000 and
1999 respectively. The decrease both in dollars and as a percentage of
interest income of interest earned on loans was the result of decline of the
Moldovan economy, which, in turn, has led to an unstable financial condition
of the banking industry, in the Republic of Moldova.

     The remaining components of the Bank's interest income were interest
earned on securities and interest earned on deposits with correspondent
banks. During 3rd Quarter 2000 interest earned on securities was
approximately $63,000 or 20% of the Bank's total interest income and interest
earned on deposits with correspondent banks was approximately $58,000 or 22%
of the total interest income. During 3rd Quarter 1999 interest earned on
securities was approximately $41,000 or 12% of the Bank's total interest
income and interest earned on deposits with correspondent banks was
approximately $34,000 or 10% of the total interest income.

                                       2

<PAGE>

This was the result of the Bank's focus on commercial loans, which have a
greater rate of return than securities in the Republic of Moldova, due to a
decline in interest earned on securities. The decision to focus more on
commercial loans was also based on the fact that interest on the securities
issued by Moldovan Government has been significantly reduced and therefore it
has lost its appeal as an investment vehicle by the Bank.  The increase in
the interest income on the deposits with the correspondent banks was a result
of an increase of the daily closing balances on Nostro accounts (accounts at
correspondent banks over which the Bank has control) since January 1, 2000.

     In addition to the interest income, the Bank also earned non-interest
income of approximately $322,000 in 3rd Quarter 2000 as compared to
approximately $494,000 in 3rd Quarter 1999. The principal component of
non-interest income was financial service fees of approximately $203,000 and
$202,000 for 3rd Quarter 2000 and 1999 respectively, increasing in 3rd
Quarter 2000 by approximately $1,000 or .5%. Financial service fees include
commissions charged for transactions on cash transfers and cash exchange in
foreign currency, as well as commissions on Western Union transactions
performed for individuals. Another principal component of non-interest income
is foreign exchange trading profit and commissions of approximately $48,000
and $138,000, in 3rd Quarter 2000 and 1999 respectively, which was a decrease
in 3rd Quarter 2000 by approximately $90,000 or 65%. The decrease is a result
of a slight fluctuation in the exchange rate in comparison to the previous
period.

     Offsetting the Bank's total interest income during 3rd Quarter 2000 was
interest expense of approximately $87,000, or 27% of interest income,
comprised principally of interest paid on deposits. During 3rd Quarter 1999
total interest expense was approximately $81,000, or 24% of total interest
income.

     During 3rd Quarter 2000, the Bank had a loss resulting from its
allowance for possible loan losses of $71,000. In comparison, in 3rd Quarter
1999, the Bank recognized a loss from allowance of possible loans losses of
$215,000.

     Offsetting the Bank's total non-interest income earned during 3rd
Quarter 2000 and 1999 were total non-interest expenses of approximately
$489,000 and $442,000 respectively, including salaries and related costs of
approximately $100,000 and $104,000, outside services and processing expenses
of approximately $116,000 and $37,000 and marketing and development costs of
approximately $71,000 and $48,000, respectively.  The increase in marketing
and development costs resulted from a number of marketing contracts that were
entered into in response to increased competition in the financial services
market.

     The Bank's net loss was $5,000 for 3rd Quarter 2000, a decrease of
$16,000 in the net loss of $21,000 in 3rd Quarter 1999.

THE HOTEL

     The Hotel derives its revenues principally from rental of guest
accommodations, restaurant operations and leasing of stores and offices.

     During 3rd quarter 2000 the Hotel's revenues of  $568,000 were
principally derived from (a) rental of guest accommodations ($359,000 or 63%
of the Hotel's revenue); (b) restaurant operations ($81,000 or 14% of the
Hotel's revenue); and (c) leasing of stores and offices ($83,000 or 15% of
the Hotel's revenue). Revenue for 3rd Quarter 2000 increased from 3rd Quarter
1999 from approximately $513,000, an increase of $55,000 or 11%.

                                       3

<PAGE>

     Total cost of revenue for the Hotel was approximately $251,000 and
$296,000 or approximately 45% and 57% of Hotel's revenue, for the 3rd quarter
2000 and 1999, respectively.

     The gross profit (revenue minus cost of revenue) for 3rd Quarter 2000
and 1999 was $317,000 (56% of revenue) and $217,000 (42% of revenue),
respectively, increasing in 3rd Quarter 2000 by $100,000. The foregoing
dollar amounts are stated before giving effect to the minority (35%) interest
of he government of the Republic of Moldova.

     The net income of the Hotel 3rd Quarter 2000 was $47,000 an
increase of $19,000 from 3rd Quarter 1999 of $28,000.

INTERCOMSOFT

     Intercomsoft derives its revenue from being the exclusive supplier of
the technology, equipment and consumables required to produce secure
essential documents (e.g., passports, driving licenses, etc.), to the
Government of the Republic of Moldova.

     During 3rd Quarter 2000 and 1999 Intercomsoft had revenues from
operations of approximately  $785,000 and $577,000, respectively. Management
attributes this approximate 36% increase in revenues to a higher number of
documents processed during the 3rd quarter 2000.  During 3rd Quarter 2000,
the cost of revenue was approximately $261,000, or 33% of revenue, which was
an increase as compared to 3rd Quarter 1999 of $126,000, or 21% of revenue.

     Intercomsoft had other operating expenses of  $117,000 in 3rd
Quarter 2000, and increase of $110,000 of the operating expenses during 3rd
quarter 1999. This is due to additional marketing and promotion costs
resulting from a contract entered into in 1st quarter 2000.  Accordingly,
Intercomsoft's net income for 3rd Quarter 2000 was $407,000, a decrease of
$72,000 from 3rd Quarter 1999 net income of $479,000.

THE INSURANCE COMPANY

     The Insurance Company derives its revenues from premium payments from
its insureds and from the investment of its insurance reserves.

     Although the Insurance Company earned approximately $82,000 and $48,000
in gross premiums during 3rd Quarter 2000 and 1999 respectively, earned
premiums ceded to reinsures approximated $43,000 and $28,000 respectively
resulting in approximately $39,000 and $20,000 in net premiums earned of the
Insurance Company's total revenues of approximately $69,000 and $57,000 for
3rd Quarter 2000 and 1999 respectively. During 3rd Quarter 2000 and 3rd
Quarter 1999, the Insurance Company also received net interest income of
approximately $4,000 and $6,000 respectively.


                                       4
<PAGE>

Reinsurance commissions earned during 3rd Quarter 2000 and 3rd Quarter 1999
were $22,000 and $13,000, respectively. The Insurance Company's total
expenses of approximately $42,000 incurred during 3rd quarter 2000 resulted
in a net income before taxes of approximately $26,000 compared to a net
income of approximately $40,000 in 3rd Quarter 1999 after total expenses of
$17,000.

Business segment information for three months ended September 30, 2000

<TABLE>
<CAPTION>
                                               Insur-     Docu-
                               Bank    Hotel   rance       ment
                             Opera-   Opera-   opera-   proces-      Holding   Elimina-
                              tions    tions    tions      sing   Activities      tions   Consolidated
                             ------   ------   ------   -------   ----------   --------   ------------
(In thousands of USD)
<S>                          <C>      <C>      <C>      <C>       <C>          <C>        <C>

Total revenue                   670      568       68       785         -                     2,091

Interest expense                (87)      (7)       -         -         1                       (93)

Total revenue
net of interest
expense                        583      561        68       785         1            -        1,998

Provision for
benefits,
claims and
credit gains                  (71)        -       (16)        -         -            -          (87)

Operating expenses           (489)     (514)      (25)     (378)     (480)           -       (1,886)

Income (loss)
from operations
before income
taxes and minority
interest                       23        47        27       407      (479)           -           25

Provision for
income taxes                  (28)        -       (1)         -         -            -          (29)

Minority interest, net
of taxes                        -       (16)       -          -         -            -          (16)

Net income (loss)              (5)       30       26        407      (479)           -          (20)

Fixed assets                1,743     4,135       35          -         -            -        5,913

Total assets               11,110     4,553      609        351       228            -       16,851
                           ------     -----      ---        ---       ---           ---      ------

</TABLE>

                                       5

<PAGE>

Business segment information for three months ended September 30, 1999

<TABLE>
<CAPTION>
                                               Insur-     Docu-
                               Bank    Hotel   rance       ment
                             Opera-   Opera-   opera-   proces-      Holding   Elimina-
                              tions    tions    tions      sing   Activities      tions   Consolidated
                             ------   ------   ------   -------   ----------   --------   ------------
(In thousands of USD)
<S>                          <C>      <C>      <C>      <C>       <C>          <C>        <C>

Total revenue                 753       513       57        612         -            -        1,935

Interest expense              (81)        -        -          -         -            -          (81)

Total revenue
net of interest
expense                       672       513       57        612         -            -        1,854

Provision for
benefits,
claims and
credit losses                (215)        -       (9)         -         -            -         (224)

Operating expenses           (442)     (459)      (8)      (133)     (778)           -       (1,820)

Income (loss)
from operations
before income
taxes and minority
interest                       15        54       40        479      (778)           -         (190)

Provision for
income taxes                  (36)      (26)       -          -         -            -          (62)

Minority interest,
net of taxes                    -         -        -          -         -          (10)         (10)

Net income (loss)             (21)       28       40        479      (778)         (10)        (262)

Fixed assets                  777     4,450       41          -                               5,268

Total assets                9,200     4,910      425      1,568       181                    16,284
                            -----     -----      ---      -----       ---           ---      ------
</TABLE>

                                       6

<PAGE>

COMPARISON OF 9 MONTHS 2000 TO 9 MONTHS 1999

The Company (As Consolidated)

     The Company's total revenues declined by approximately $219,000 or 3.7%
from $5,943,000 to $5,724,000 in 9 months 2000 as compared to 9 months 1999.
Total operating expenses increased by $996,000 to approximately $5,510,000
for 9 months 2000 from $4,514,000 for 9 months 1999.  Measured as a
percentage of total revenues, total operating expenses were approximately 96%
and 76% for 9 months 2000 and 9 months 1999, respectively.  The Company was
unable to reduce total operating expenses in proportion to reduced total
revenues.

     For 9 months 2000, the Company had net income of approximately $113,000,
or approximately 2% of total revenues.  For 9 months 2000, net income
declined from 9 months 1999 by approximately $281,000, or approximately 5% of
total revenues in 9 months 2000.

THE BANK

     During 9 months 2000, the Bank earned interest income of approximately
$822,000, which is a decline from the results of 9 months 1999 of $1,032,000
by approximately $210,000, or 20%. The largest component of the Bank's total
interest income was interest earned on loans which was approximately $551,000
and $763,000, or approximately 67% and 74% of the Bank's total interest
income earned during 9 months 2000 and 9 months 1999 respectively. The
decrease was the result of the economic crisis in Moldova which, in turn, has
led to an unstable financial condition of the banking industry in the
Republic of Moldova.

     The remaining components of the Bank's interest income were interest
earned on securities and interest earned on deposits with correspondent
banks. During 9 months 2000 interest earned on securities was approximately
$94,000 or 11% of the Bank's total interest income and interest earned on
deposits with correspondent banks of approximately $177,000 or 22% of the
total interest income. During 9 months 1999 interest earned on securities was
approximately $173,000 or 17% of the Bank's total interest income and
interest earned on deposits with correspondent banks of approximately $96,000
or 9% of the total interest income. The reason for the foregoing decline in
interest earned on securities was the Bank's greater focus on commercial
loans, which have greater return than securities, thus management allocated
less funds to securities investments. In addition, interest on the securities
issued by Moldovan Government was reduced significantly and at present holds
no appeal for the Bank as an investment vehicle. The increase in the interest
income on the deposits with the correspondent banks was the increase of the
daily closing balances on Nostro accounts (accounts at corresponding bank's
over which the Bank has control) during 9 months 2000.

     In addition to interest income, the Bank also earned non-interest
income, which for 9 months 2000 was approximately $819,000, a decrease of
approximately $205,000, or 20%, in comparison to the income earned during 9
months 1999 of approximately $1,024,000. The principal component of
non-interest income was financial service fees of approximately $586,000 and
approximately $562,000 for 9 months 2000 and 1999 respectively, increasing in
2000 by approximately $24,000, or 4%. Financial service fees include
commissions charged for transactions on cash transfers and cash exchange of
foreign currency, as well as commissions on Western Union transactions
performed for individuals. Another component of non-interest income was

                                       7

<PAGE>

foreign exchange trading profit and commissions of approximately $238,000 and
approximately $462,000 earned during 9 months 2000 and 1999 respectively, a
decrease in 2000 of approximately $224,000, or 48%.

     Offsetting the Bank's total interest income during 9 months 2000 was
interest expense of approximately $297,000, or 36% of interest income,
comprised principally of interest paid on deposits. During 9 months 1999
total interest expense amounted to approximately $472,000 or 46% of total
interest income.

     In 9 months 2000, the Bank recognized a gain resulting from a reduction
in its allowances for possible loan losses of $420,000 compared to the
recognition by the Bank of a loss from allowance for possible loan losses of
$327,000 in 9 months 1999.

     Offsetting the Bank's total non-interest income earned during 9 months
2000 and 1999 were total non-interest expenses of approximately $1,432,000
and $1,018,000 respectively, including salaries and related costs of
approximately $326,000 and $309,000, outside services and processing expenses
of approximately $366,000 and $147,000 and marketing and development costs of
approximately $178,000 and $80,000 respectively. Salaries and related costs
incurred during 9 months 2000 increased in comparison to 9 months 1999
resulting from an increase in the Bank's staffing levels. The increase in
outside services and processing expenses resulted from the use of
alternative information agencies and additional consulting and audit
expenses.  The increase in marketing and development costs of 122% was due to
a number of marketing contracts that were entered into in response to
increased competition in the financial services market.

     The Bank's net income for 9 months 2000 was $304,000, an increase of
$104,000 over the net income for 9 months 1999 of $200,000.

THE HOTEL

     During 9 months 2000, the Hotel's revenue of $1,735,000 was principally
derived from (a) rental of guest accommodations ($1,138,000 or 66% of the
Hotel's revenue); (b) restaurant operations ($245,000 or 14% of the Hotel's
revenue); and (c) leasing of stores and offices ($244,000 or 14% of the
Hotel's revenue). Revenue earned during 9 months 2000 compared to the results
of 9 months 1999 of $1,580,000 increased by $155,000 or 10%.

     Total cost of revenue was $753,000 and $829,000 or approximately 43% and
52% of Hotel's revenue, for 9 months 2000 and 1999, respectively. This
decline in the Hotel's costs of revenues resulted from new management's
budget cutting measures resulting in more efficient Hotel operations and more
efficient management of labor and related expenses.  Operating equipment
purchases and maintenance costs all declined and the reduced demand and cost
cutting measures reduced the selling, general and administrative expenses.

     The gross profit (revenue minus cost of revenue) for 9 months 2000 and
1999 was $982,000, or 56% of revenue, and $751,000, or 47% of revenue,
respectively, increasing in 2000 by $231,000. The foregoing dollar amounts
are stated before giving effect to the minority (35%) interest of the
government of the Republic of Moldova.


                                       8

<PAGE>

     The net income of the Hotel for 9 months 2000 was $217,000 a decrease of
$58,000 from 9 months 1999 of $275,000.

INTERCOMSOFT

     During 9 months 2000 and 9 months 1999 Intercomsoft had revenues from
operations of approximately $2,165,000 and $2,142,000 respectively.


     An increase in total operating expenses from 27% of total revenue of
$586,000 for 9 months 1999 to 51% of total revenue, or $1,104,000, for 9
months 2000 is due to additional marketing and promotion costs resulting from
a contract entered into in 1st Quarter 2000. Accordingly, Intercomsoft's net
income was $1,082,000 for 9 months 2000, a decrease of $509,000 from 9 months
1999 of $1,591,000.

THE INSURANCE COMPANY

     Although the Insurance Company earned approximately $179,000 and
$122,000 in gross premiums during 9 months 2000 and 9 months 1999,
respectively, earned premiums ceded to reinsures approximated $92,000 and
$64,000 in those years resulting in approximately $87,000 and $58,000 in net
premiums earned of the Insurance Company's total revenues of approximately
$162,000 and $130,000 for 9 months 2000 and 9 months 1999, respectively.
During 9 months 2000 and 9 months 1999, the Insurance Company also received
net interest income of approximately $10,000 and $30,000. During 9 months
2000 the Insurance Company also had approximately $28,000 of other income.
Reinsurance commissions earned during 9 months 2000 and 1999 were
approximately $37,000 and $22,000, respectively. The Insurance Company's
total expenses of approximately $101,000 for 9 months 2000 resulted in a net
income before taxes of approximately $57,000 compared to a net income of
approximately $35,000 in 9 months 1999 after total expenses of $95,000.

                                       9

<PAGE>

Business segment information for nine months ended September 30, 2000

<TABLE>
<CAPTION>
                                               Insur-     Docu-
                               Bank    Hotel   rance       ment
                             Opera-   Opera-   opera-   proces-      Holding   Elimina-
                              tions    tions    tions      sing   Activities      tions   Consolidated
                             ------   ------   ------   -------   ----------   --------   ------------
(In thousands of USD)
<S>                          <C>      <C>      <C>      <C>       <C>          <C>        <C>

Total revenue                 1,641    1,735      162    2,186           -          -        5,5724

Interest expense               (297)      (7)       -        -         (36)         -          (341)

Total revenue
net of interest
expense                      1,344     1,728      162    2,186         (36)         -         5,384

Provision for
benefits,
claims and
credit gains                   420         -      (33)       -           -          -           387

Operating expenses          (1,432)   (1,471)     (68)  (1,104)     (1,435)         -        (5,510)

Income (loss)
from operations
before income
taxes and
minority
interest                       332       257       61    1,082      (1,471)         -           261

Provision for
income taxes                   (28)      (4)      (40)       -           -          -           (72)

Minority
interest, net
of taxes                         -      (76)        -        -           -          -           (60)

Net income (loss)              304      141        57    1,082      (1,471)         -           113

Fixed assets                 1,743    4,135        35        -           -          -         5,913

Total assets                11,110    4,553       609      351         228          -        16,851
                            ------    -----       ---    -----      ------         ---       ------
</TABLE>

                                       10

<PAGE>

Business segment information for nine months ended September 30, 1999

<TABLE>
<CAPTION>
                                               Insur-     Docu-
                               Bank    Hotel   rance       ment
                             Opera-   Opera-   opera-   proces-      Holding   Elimina-
                              tions    tions    tions      sing   Activities      tions   Consolidated
                             ------   ------   ------   -------   ----------   --------   ------------
(In thousands of USD)
<S>                          <C>      <C>      <C>      <C>       <C>          <C>        <C>

Total revenue                 2,056    1,580      130    2,177           -           -        5,943

Interest expense               (472)       -        -        -           -           -         (472)

Total revenue
net of interest
expense                       1,584    1,580      130    2,177           -           -        5,471

Provision for
benefits,
claims and
credit losses                 (327)        -      (27)       -           -           -         (354)

Operating expenses          (1,018)   (1,231)     (68)    (586)     (1,611)          -       (4,514)

Income (loss)
from operations
before income
taxes and minority
interest                       239       349       35    1,591     (1,611)           -          603

Provision for
income taxes                   (39)      (74)       -        -          -            -         (113)

Minority
interest, net
of taxes                         -         -        -        -          -          (96)         (96)

Net income (loss)              200       275       35    1,591     (1,611)         (96)         394

Fixed assets                   777     4,450       41        -          -            -        5,268

Total assets                 9,200     4,910      425    1,568        181                    16,284
                             -----     -----      ---    -----     ------           ---      ------
</TABLE>

                                       11

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

     The Company believes that its existing source of liquidity and its
current revenues and cash flow, will be adequate to sustain its current
operations and to satisfy its current working capital and capial expenditure
requirements for the next twelve (12) months, with the exception of the Bank,
which requires additional capitalization of no less than $2,200,000 by
Janaury 1, 2001 to maintain its status as a bank in Moldova.

     The Company plans to continue seeking other acquisition candidates, both
domestically and internationally, which may be acquired through the issuance
of securities and/or the payment of available cash.

YEAR 2000 COMPLIANCE

     The Company believes it is Year 2000 compliant and experienced no
difficulties associated with the rollover of the latter two digit year value
to 00.

RECENT DEVELOPMENTS

     The Company learned in November 1999 that hte Ministry of Economy
Affairs and Reform of the Republic of Moldova (the "Ministry"), was
soliciting bids to select an audit company to review the Supply Agreement
between Intercomsoft and the Government of the Republic of Moldova pursuant
to which Intercomsoft is granted the right to act as the exclusive supplier
of the technology required to produce secure essential documents to the
Government. The Company believes that the review will involve the assessment
of such contract comparing it with international norms for prices charged for
the service performed. A loss, or a substantial change in the terms of such
contract could, however, have a material adverse affect on Intercomsoft and
the Company.

     On October 25, 2000 Ted Shapiro resigned from the Company's Board of
Directors and as the Company's Chief Executive Officer ("CEO"). Robert L.
Blessey also resigned from the Company's Board of Directors as of such date.
As of the date of this filing, no individual has been appointed to the
Company's Board of Directors to fill such vacancies.

     In addition, on October 25, 2000 Ted Shapiro and Robert L. Blessey each
agreed to terminate their Employment Agreements with the Company subject to
the consummation of a Release and Indemnity Agreement between the Company and
each of such two individuals.

     On November 9, 2000 Alexander Gordin was appointed as the Company's CEO.

RELATED PARTY TRANSACTIONS

     On June 27, 2000, the Company borrowed $797,000 from Magnum (the "Loan")
and invested the proceeds from the Loan in the Bank in order to meet the
Bank's capital requirements as of July 1, 2000. The Loan bears interest at a
rate of 2% per annum above prime rate and matures on December 31, 2000. If
the Loan is not repaid by its due date, Magnum can elect to convert the Loan
into a 22% equity interest in the two Company subsidiaries which own all of
the issued and outstanding shares of the Bank. On June 28, 2000, the Company
repaid $74,000 on the principal of the Loan. The balance on the Loan is
$723,000 at September 30, 2000.

                                       12


<PAGE>

     The Company believes all transactions conducted with related parties and
affiliates are on terms that could be obtained from non-affiliated
independent third parties on an arms length basis.

     The foregoing discussion and analysis should be read in conjunction with
the Company's consolidated financial statements and notes thereto appearing
elsewhere in this report.

                                       13

<PAGE>

                         PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

(a)  EXHIBITS

EXHIBIT NO.       DESCRIPTION OF DOCUMENT

    2             Agreement and Plan of Reorganization, effective January 6,
                  1998, by and among the Company, Edward F. Cowle, H. DeWorth
                  Williams, Gold Hill Mines, Inc., Magnum Associates Ltd. and
                  Starbeam, Ltd.(1)

    2A            Registrant's Certificate of Incorporation(2)

    3             By-Laws(2)

    4             Specimen of Certificate of Common Stock(2)

   21             List of Subsidiaries(3)

   27             Financial Data Schedule



(b)  REPORTS ON FORM 8-K

     No Current Report on Form 8-K was filed during the Quarter ended
     September 30, 2000.




-------------------
1 Incorporated by reference to the Company's Report on Form 8-K, filed on
  January 6, 1998, as amended by the Company's Form 8-KA on March 6, 1998.

2 Incorporated by reference to the Company's Registration Statement on Form
  10-SB.

3 Incorporated by reference to the Company's Report on Form 10-KSB for its
  fiscal year ended December 31, 1999.

                                       14

<PAGE>

                                  SIGNATURES

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


                                           TRIMOL GROUP, INC.



Dated: November 20, 2000                  By:  /s/Alexander Gordin
                                             --------------------------------
                                             Alexander Gordin, President and
                                             Chief Executive Officer



Dated: November 20, 2000                  By: /s/Shmuel Gurfinkel
                                             --------------------------------
                                             Shmuel Gurfinkel,
                                             Chief Financial Officer



                                       15




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