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


                                   FORM 10-QSB
              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                For the quarterly period ended November 30, 2000

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
               For the transition period from ________ to ________




                                   Dita, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


    Nevada                           0-27057                         33-0696051
- --------------               ----------------------                 ------------
  (state of                  Commission File Number                 IRS Employer
incorporation)                                                      I.D. Number)


                             2214 Beverly Boulevard
                              Los Angeles, CA 90057
                                  213-368-3968
             -------------------------------------------------------
             (Address and telephone number of registrant's principal
               executive offices and principal place of business)






      As  of November 30, 2000,  there were 3,140,000 shares of the Registrant's
Common Stock, par value $0.01 per share, outstanding.

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





                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements




                                    Dita Inc.
                                  Balance Sheet
                                November 30, 2000
                                    Unaudited

                                     ASSETS

Current Assets

                                                               
     Cash                                               $  15,770
     Accounts Receivable                                  108,092
     Inventory                                            172,427
                                                        ---------

     Total Current Assets                                            $ 296,289

Property and Equipment, net of
  accumulated depreciation and amortization                             59,148

Other Assets                                                             3,946
                                                                      --------

           Total Assets                                              $ 359,383
                                                                      ========


                      Liabilities and Stockholders' Equity

Current Liabilities

     Accounts Payable and accrued expenses              $ 246,171
     Officers Loan Payable                                 19,064
     Business Line                                         35,674
     Capital Lease Payable                                  9,597
     Loan Payable                                          16,747
                                                        ---------

     Total Current Liabilities                                       $ 327,253
                                                                     ---------

Stockholders' Equity

     Common Stock; $.01 par value, 10,000,000
       shares authorized, 3,140,000 shares
       issued and outstanding                              31,400
     Additional paid In Capital                           613,338
     Accumulated deficit                                 (612,608)
                                                         --------

     Total Stockholders' Equity                                         32,130
                                                                     ---------

           Total Liabilities and Stockholders' Equity                $ 359,383
                                                                     =========

                                       3



                                    Dita Inc.
                                  Balance Sheet
                                November 30, 2000
                                    Unaudited

                                     ASSETS

Current Assets

                                                               
     Cash Checking                                      $  12,679
     Checking-Marketing Account                               389
     Secured Savings                                        2,702
     Accounts Receivable                                  135,391
     Allowance for Doubtful Account                       (27,299)
     Inventory                                            172,427
                                                        ---------

     Total Current Assets                                            $ 296,289
                                                                     ---------

Fixed Assets

     Computer Equipment                                    26,208
     Display Cases                                         73,854
     Furnitures and fixtures                                9,670
     Shop and Warehouse Equipment                          10,836
     Leasehold Improvements                                 5,711
     (Less) Accumulated Depreciation                      (67,131)
                                                         --------

     Total Fixed Assets                                                 59,148
                                                                     ---------

Other Assets
     Deposits                                               3,610
     Organizational Costs                                   3,790
     (Less) Accumulated Amortization                       (3,454)
                                                         --------

     Total Other Assets                                                  3,946
                                                                      --------

           Total Assets                                              $ 359,383
                                                                      ========


                      Liabilities and Stockholders' Equity

Current Liabilities

     Accounts Payable                                   $ 237,416
     Accrued Expenses                                       8,162
     Officers Loan Payable                                 19,064
     Credit Card                                            1,393
     Business Line                                         35,674
     State Income Tax Payable                                (800)
     Capital Lease Payable                                  9,597
     Loan Payable                                          16,747
                                                        ---------

     Total Current Liabilities                                       $ 327,253
                                                                     ---------

Stockholders' Equity

     Common Stock                                          31,400
     Paid In Capital                                      613,338
     Retained Earnings                                   (698,784)
     Retained Earnings - Current Year                      86,176
                                                         --------

     Total Stockholders' Equity                                         32,130
                                                                     ---------

           Total Liabilities and Stockholders' Equity                $ 359,383
                                                                     =========

                                       4


                                   Dita Inc.
                        Condensed Statement of Operations
                                    Unaudited



                               Nine months ended         Three months ended
                                  November 30                November 30
                            -----------------------    -----------------------
                               2000         1999          2000         1999
                            ----------   ----------    ----------   ----------

                                                        
Net Sales                   $  865,763   $  730,719    $  188,143   $  199,260

Cost of Sales                  338,603      318,599        76,346       66,545
                            ----------   ----------    ----------   ----------

Gross Profit                   527,160      412,120       111,797      132,715

Operating Expenses             440,984      489,210       127,051      126,273
                            ----------   ----------    ----------   ----------

          Net Income        $   86,176   $  (77,090)   $  (15,255)  $    6,443
                            ==========   ==========    ==========   ==========

Net Income per share
basic ad diluted            $     0.03   $    (0.02)   $    (0.00) $     0.00
                            ==========   ==========    ==========  ==========

Weighted average common
  shares outstanding -
  basic and diluted          3,140,000    3,140,000     3,140,000   3,140,000
                            ==========   ==========    ==========  ==========


                  See notes to unaudited financial statements

                                       5



                                   DITA, INC.
                             STATEMENT OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS


                                                Nine months ended November 30
                                                  2000                  1999
                                               (Unaudited)          (Unaudited)
                                               -----------          -----------
Cash flows provided by (used for)
 operating activities:
                                                              
           Net Income (loss)                   $   86,176           $   (77,090)
                                               ----------           -----------

Adjustments to reconcile net loss
  to net cash provided by (used for)
  operating activities:
           Depreciation and amortization           15,000
           Provision for doubtful accounts            (63)                    -

Changes in assets and liabilities:
 (Increase) decrease in assets:
           Accounts receivable                    (47,745)              (17,528)
           Inventory                              (10,429)              (77,148)
           Deposits                                  (550)                    -
           Prepaid expenses                         1,698                19,000

 Increase (decrease) in liabilities -
           Accounts payable and accrued
             expenses                             (37,107)               72,057
                                               ----------           -----------

                    Total adjustments             (79,196)               (3,619)
                                               ----------           -----------

                    Net cash used for
                      operating activities          6,980               (80,709)
                                               ----------           -----------

Cash flows used for investing activities:
           Acquisition of property and
             equipment                             (2,105)                    -
           Increase in other assets                (3,711)                    -
                                               ----------           -----------

                    Net cash used for
                      investing activities         (5,816)                    -
                                               ----------           -----------

Cash flows provided by (used for)
 financing activities:
           (Payments on) advances from
            officer-stockholders                   (4,409)              (11,488)
           (Payments on) proceeds from
            note payable                                -               (19,000)
           Proceeds from other
            current liabilities                    10,054                 5,991
           (Payments on) obligations
            under capital lease                    (8,272)                 (987)
                                               ----------           -----------

                    Net cash provided by
                      financing activities         (2,627)              (25,484)
                                               ----------           -----------

Net increase (decrease) in cash                    (1,463)             (106,193)
Cash,  beginning of period                         17,233               121,516
                                               ----------           -----------

Cash,  end of period                           $   15,770           $    15,323
                                               ==========           ===========


                                       6





                                   DITA, INC.

                          NOTES TO FINANCIAL STATEMENTS

                 NINE AND THREEE MONTHS ENDED NOVEMBER 30, 2000



(1)   Summary of Significant Accounting Policies:


            The condensed interim financial statements included herein have been
            prepared by the Company,  without  audit,  pursuant to the rules and
            regulations  of the  Securities  and  Exchange  Commission.  Certain
            information and footnote  disclosures normally included in financial
            statements prepared in accordance with generally accepted accounting
            principles have been condensed or omitted pursuant to such rules and
            regulations,  although the Company believes that the disclosures are
            adequate to make the information presented not misleading.

            These  statements  reflect  all  adjustments,  consisting  of normal
            recurring  adjustments  which,  in the  opinion of  management,  are
            necessary  for  fair  presentation  of  the  information   contained
            therein. It is suggested that these condensed  financial  statements
            be read in  conjunction  with the  financial  statements  and  notes
            thereto included in the Company's annual report on Form 10-K for the
            year  ended  February  28,  2000.  The  Company   follows  the  same
            accounting policies in preparation of interim reports.

      Business Activity:

            The Company is a wholesaler of unique,  alternative  and fashionable
            women's  sunglasses  and sells to  retailers  throughout  the United
            States, Japan and Europe.

      Use of Estimates:

            The preparation of financial statements in conformity with generally
            accepted accounting principles requires management to make estimates
            and  assumptions  that  affect  the  reported  amounts of assets and
            liabilities  and disclosure of contingent  assets and liabilities at
            the date of the  financial  statements  and the reported  amounts of
            revenues and expenses  during the reporting  period.  Actual results
            could differ from those estimates.

      Fair Value:

            Unless otherwise  indicated,  the fair values of all reported assets
            and liabilities which represent financial instruments (none of which
            are held for trading  purposes)  approximate  the carrying values of
            such amounts.

(2)   Advances from Officer-Stockholders:

      This  amount  represents  the  unpaid  balance  of  non-interest   bearing
      short-term advances received from officer-stockholders.  Such advances are
      unsecured and payable on demand.


(3)   Business line:

      The  Company  has a line of credit  with its bank in the amount of $45,000
      and is unsecured. As November 30, 2000, the line of credit had a remaining
      balance in the amount of $35,674.

                                       7


                                   DITA, INC.

                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

              NINE MONTHS AND THREE MONTHS ENDED NOVEMBER 30, 2000



(7)   Loan Payable:

      Loan  payable  is  non-interest  bearing  and is due  upon the sale of the
      corporation.

(8)   Related Party Transactions:

      The Company's principal supplier of sunglasses is also a shareholder and a
      member  of the  Board of  Directors.  Total  product  purchased  from this
      supplier for period ended November 30, 2000 was $111,139. Accounts payable
      and accrued expenses at November 30, 2000 of $192,435 were payable to this
      supplier.  The Company also pays interest on outstanding  accounts payable
      balances at a rate of 1.25% per month to this related party.

(11)  Subsequent Event:

      In the  August  31,  2000  10Q-SB  the  company  reported  that  it was in
      negotiations  to sell its  Company  to a 3rd  party.  As a  result  of the
      volatility  of the stock  market as a whole at that time the  negotiations
      were terminated. The company will continue to look for a new candidate for
      the sale of the shell.
























                                       8




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

        The following discussion and analysis should be read in conjunction with
the financial statements and the accompanying notes thereto and is qualified  in
its  entirety  by  the  foregoing  and  by  more  detailed financial information
appearing elsewhere.  See "Item 1.  Financial Statements."

        Financial  condition,  changes in  financial  condition  and  results of
        ------------------------------------------------------------------------
operations  - Third  Quarter of Fiscal Year 2001  Compared  to Third  Quarter of
- --------------------------------------------------------------------------------
Fiscal Year 2000
- ----------------

        Dita's  sales  decreased  by $11,117  from  $199,260 in the  three-month
period ended November 30, 1999 (Q3:2000) to $188,143 in the  three-month  period
ended November 30, 2000 (Q3:2001), a 5.58 percent decrease. There were, however,
significant changes in the origin of these sales, as follows:


                                      Q3:2000                    Q3:2001
                                -------------------       --------------------
                                               Per-                       Per-
          Origin of Sales        Amount        cent        Amount         cent
          ---------------       --------      -----       --------       -----

                                                              
          Optical               $ 57,717       29.0       $ 65,725        28.6
          Boutique                66,469       33.4         59,300        27.0
          Department store        12,198        6.1         29,228        15.5
          International           70,203       35.2         44,451        23.6
          Freight income           2,115        1.1          2,320         1.0
          Miscellaneous                0        0.0          3,353         1.0
          Returns & exchanges     (9,435)      (4.7)       (16,236)       (4.9)
          Discounts                  (17)       0.0             (8)         .0
          Interest income             11        0.0             10          .0
                                --------      -----       --------       -----

                 Totals         $199,260      100.0       $188,143       100.0


        Of particular  note are the above  increases in  department  store sales
resulting  mainly  for the  increase  is  sales  from one of the  company's  key
accounts, Nordstrom.

        The cost of sales  increased  from 33.4  percent  of sales in Q3:2000 to
40.06 percent of sales in Q3:2001.

        Operating  expenses increased  insignificantly,  from $126,272 - or 63.4
percent  of sales - in  Q3:2000  to  $127,051  - or 67.5  percent  of sales - in
Q3:2001. Some items of expense deserve mention:

        o      An increase in sales  commissions  occurred from $16,457,  or 8.3
               percent of sales in Q3:2000, to $22,355, or 11.9 percent of sales
               in Q3:2001.  The  increase is  attributable  to the change in the
               make up of the sales  figures  in each  respective  quarter.  The
               company does not pay sales  commissions on  international  sales,
               which were  $70,202 or 35.2% of sales in  Q3:2000  decreasing  to
               44,451  or  23.6  percent  of  sales  in  Q3:2001.  As a  result,
               commissionable  sales  (Optical,  Boutique and Department  store)
               accounted for approximately 64.80% of the total sales in Q3:2000,
               which increased to 76.40% of total sales in Q3:2001.

        o      An  increase  in rent from  $8,005,  or 4.0  percent  of sales in
               Q3:2000,  to $10,180  or 5.4  percent  of sales in  Q3:2001.  The
               company moved its corporate offices,  resulting in an increase in
               monthly rental costs of approximately $600 per month.

        o      An  increase  in general  liability  insurance  from $889,  or .4
               percent of sales in Q3:2000, to $2,138 or 1.1 percent of sales in
               Q3:2001.  The Company  increased its coverages as a result of the
               requirements  of the new  office  space as well as per  direction
               from the Company's Auditors Stonefield and Josephson.


        o      A decrease  in  accounting  fees from  $9,015,  or 4.5 percent of
               sales in  Q3:2000,  to $4,365 or 2.3 percent of sales in Q3:2001.
               The invoice was paid later in FY 2000 than in FY 2001.

                                       9



        Dita had $15,254 net loss from operations in Q3:2001,  compared to a net
income of $6,443  in  Q3:2000.  The net loss  occurred  as a direct  result of a
decrease in sales resulting from the company not receiving a production order on
time. Dita had  approximately  $30,000 in pre-booked orders that did not ship in
the last month of the Q3:2001, because the product had not been received.

        Our  accounts  receivable  (net  of  allowance  for  doubtful  accounts)
increased  by $47,808 from $60,283 at the end of fiscal year 2000 to $108,191 at
the end of Q3:2001,  and our accounts payable and accrued expenses  decreased by
$46,369  from  $283,783 at the end of FY 2000 to $237,414 at the end of Q3:2001.
Inventory  decreased  from $161,998 at the end of FY 2000 to $172,427 at the end
of Q3:2001.  Stockholders' equity increased from a deficit of $54,045 at the end
of FY 2000 to positive equity of $32,130 at the end of Q3:2001.

        Financial  condition,  changes in  financial  condition  and  results of
        ------------------------------------------------------------------------
operations  - 9 months  ended  November  30,  2000  Compared  to 9 months  ended
- --------------------------------------------------------------------------------
November 30, 1999.
- ------------------

        Sales  during the first 9 months of the 2001 FY  increased  by  $135,045
(15.66 percent) over sales during the 9 months of FY 2000 - $865,763 compared to
the earlier $730,178.



                                  1st 9 mo:FY2000           1st 9 mo:FY2001
                                -------------------       --------------------
                                               Per-                       Per-
          Origin of Sales        Amount        cent        Amount         cent
          ---------------       --------      -----       --------       -----
                                                             
          Optical               $216,390        29.0      $247,853        28.6
          Boutique               222,992        30.5       234,164        27.0
          Department store        47,278         6.1       103,748        12.0
          International          294,912        35.2       305,680        35.2
          Freight income           7,967         1.1         8,718         1.0
          Miscellaneous              280         0.0         8,353         1.0
          Returns & exchanges    (59,785)        8.2       (42,780)        4.9
          Discounts                   (2)        0.0            (6)        0.0
          Interest income            687         0.1            33          .0
                                --------       -----      --------       -----

                 Totals         $730,718       100.0      $865,763       100.0


        Sales were up in all categories.  We are  experiencing  the benefit,  we
believe,  in a change in our  marketing  strategy.  Dita was  having  difficulty
penetrating the high-end market,  where prices are higher, and gross margins are
higher,  than in the lower-end mass market.  This difficulty was attributable to
high-end  retailers'  awareness of the presence of Dita's trade name in the mass
market.  We deliberately  eliminated many of our mass-market  accounts after the
second half of FY 2000 in order to gain the high-end business.

        Our gross margin increased from 56.4 percent ($412,119)  of sales in the
9 months of  FY 2000 to 60.9 percent ($527,160) of  sales in  the 9 months of FY
2001.

        Operating  expenses decreased by $48,226 from $489,210 - or 66.9 percent
of sales - in the 9 months of FY 2000 to  $440,983 - or 50.9  percent of sales -
in the 9 months of FY 2001. The decrease is due primarily to -

        o      a decrease in advertising  expense from $87,142,  or 11.9 percent
               of sales in the 9 months of FY 2000, to $1,135, or 0.1 percent of
               sales  in the 9  months  of FY 2001;  This  decrease  is a direct
               result of management's decision to hold off on a 2001 ad campaign
               in order to help overall  profitability  and cash flow. This task
               was accomplished without sacrificing increases in sales.

        o      a decrease in graphics and layout  expense from  $12,344,  or 1.7
               percent  of sales in the 9 months of FY 2000,  to  $4,068,  or .5
               percent  of sales in the 9 months  of FY 2001.  Decreasing  costs
               resulted from the postponement of a 2001 ad campaign.

                                       10



        o      a decrease in legal fees from $23,494, or 3.2 percent of sales in
               the 9 months of FY 2000, to $1,797, or .2 percent of sales in the
               9 months of FY 2001.  The  decrease  is a direct  result of legal
               fees related to the proposed  public shell sale that  occurred in
               the 2000 FY that did not occur in 2001 FY.

        The above  decreases  were  offset,  however,  by several  increases  in
operating expenses, primarily the following:

        o      an increase in sales  commissions  expense from $59,930,  or 8.23
               percent of sales in the 9 months of FY 2000,  to $72,222,  or 8.3
               percent of sales in the 9 months of FY 2001.  The  increase  is a
               direct result of the increase in sales.

        o      an increase in automobile expense from $14,331 in the 9 months of
               FY 2000 to $22,141, or 2.6 percent of sales in the 9 months of FY
               2001.  The  increase is a result of the fact that the company did
               not  begin  reimbursing  automobile  expenses  of the  President,
               Director of Operations and Marketing  Director until the 2nd half
               of 2000 FY.

        o      an increase in rental  expense  from  $21,235,  or 2.9 percent of
               sales in the 9 months of FY 2000,  to $28,109,  or 3.2 percent of
               sales in the 9 months of FY 2001;

        o      an increase in repairs and  maintenance  expense  from $20, or .0
               percent  of sales in the 9 months of FY 2000,  to  $7,227,  or .8
               percent  of  sales  in the 9 months  of FY  2001.  This  increase
               resulted  from  improvements  made in the company's new corporate
               offices.

        o      an increase in insurance general liability expense from $1,015 in
               the 9 months of FY 2000,  to $2,149,  in the 9 months of FY 2001.
               The  company   increased   its  coverages  as  a  result  of  the
               requirements  of the new  office  space as well as per  direction
               from the companies Auditors Stonefield and Josephson.

        o      an increase in office  expense  from  $11,795,  or 1.6 percent of
               sales in the 9 months of FY 2000,  to $16,101,  or 1.9 percent of
               sales in the 9 months of FY 2001. The increase is a direct result
               of additional  office supplies  necessary to set up new corporate
               offices.

        o      an increase in research  and  development  expense from $1,016 in
               the 9 months of FY 2000, to $8,792,  or percent of sales in the 9
               months of FY 2001.  The increase is a result of two factors.  The
               company's  research  into the  possibility  of  developing a belt
               line,  and the company used a rapid laser  prototyping  system to
               develop a new frame for FY 2001 that was not used in FY 2000.

        o      an increase in depreciation  expense from $0.00 or 0.0 percent of
               sales in the 9 months of FY 2000,  to  $15,000 in the 9 months of
               FY 2001.  This  increase  is a result of a chance  in  accounting
               policies  necessitated by new SEC rulings. In FY 2000 the company
               only booked  depreciation  at the end of the year. Due to the new
               quarterly  reporting  requirements,  depreciation  is  now  being
               booked quarterly.

        o      an increase in finance charges and interest expense from $19,304,
               or 2.64 percent of sales in the 9 months of FY 2000,  to $25,973,
               or 3.0 percent of sales in the 9 months of FY 2001. This increase
               is a result of the increase in sales and the company's  increased
               reliance on external sources of credit.

                                       11


        o      an  increase  in  workers  compensation  insurance  expense  from
               $(24.13),  or 0.0 percent of sales in the 9 months of FY 2000, to
               $2,943.92 in the 9 months of FY 2001. The increase is a result of
               the invoice being paid earlier in FY 2001 than FY 2000.

        o      an increase in health  insurance  from  $6,295,  or .9 percent of
               sales in the 9 months of FY 2000, to $8,380 in the 9 months of FY
               2001.  The  increase  resulted  from  the  addition  of  two  new
               employees to the corporate  insurance plan as well as an increase
               in premiums on two previously  covered  employees  resulting from
               increases in age.


        Dita realized net income from  operations  of $86,176,  or 10 percent of
sales,  in the 9 months of 2001 as contrasted with a net loss from operations of
$77,090 in the 9 months of FY 2000.

        Liquidity and Outlook.
        ---------------------

        The  improvement  from a loss of  $77,090  to a  profit  of  $86,176  is
encouraging but not without problems.  Our accounts payable and accrued expenses
exceed our accounts  receivable  (net of  allowances  for doubtful  accounts) by
$136,223.  Our  profits so far this  fiscal  year are a result of a decrease  in
advertising  expense from $86,007 from FY 2000 to FY 2001.  This is a savings in
expenses that could have  repercussions  ahead.  At the moment,  though,  we are
liquid and  believe we will be able to realize  this  nine-month  profit at year
end.

                           PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

(a)     Exhibits

        Exhibit 27    Financial Data Schedule

(b)     Forms 8-K

        None



                                   SIGNATURES

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

Date:  January 9, 2001                      Dita, Inc.



                                            By/s/ Troy Schmidt
                                              ----------------------------------
                                              Troy Schmidt, President and
                                              Chief Financial Officer

                                       12