<SUBMISSION>
<ACCESSION-NUMBER>0000950144-00-007991
<TYPE>10QSB/A
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20000331
<FILING-DATE>20000620
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>VIRTUAL ACADEMICS COM INC
<CIK>0000843494
<ASSIGNED-SIC>6770
<IRS-NUMBER>752228820
<STATE-OF-INCORPORATION>DE
<FISCAL-YEAR-END>0630
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>10QSB/A
<ACT>34
<FILE-NUMBER>033-25900
<FILM-NUMBER>657864
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>6421 CONGRESS AVENUE
<STREET2>STE 201
<CITY>BOCA RATON
<STATE>FL
<ZIP>33487
<PHONE>5619944446
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>16910 DALLAS PARKWAY
<STREET2>SUITE 100
<CITY>DALLAS
<STATE>TX
<ZIP>75248
</MAIL-ADDRESS>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>DONNEBROOKE CORP
<DATE-CHANGED>19920703
</FORMER-COMPANY>
<FORMER-COMPANY>
<FORMER-CONFORMED-NAME>ALLURISTICS INC
<DATE-CHANGED>19890911
</FORMER-COMPANY>
</FILER>
<DOCUMENT>
<TYPE>10QSB/A
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>VIRTUAL ACADEMICS.COM, INC FORM 10QSB/A
<TEXT>

<PAGE>   1
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549

                                  FORM 10-QSB/A

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

                For the Nine-Month period ending March 31, 2000


                           VIRTUAL ACADEMICS.COM, INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         Delaware                      75-2228820                  33-25900
--------------------------------------------------------------------------------
(State or other jurisdiction         (IRS Employer              Commission File
 of Incorporation)               Identification Number)              Number

           6421 Congress Avenue, Suite 201, Boca Raton, Florida 33487
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

Registrant's telephone number, including area code: (561) 994-4446
                                                    --------------

Indicate by check mark whether the registrant (1) has filed all documents and
reports required to be filed by Section 13 or 15 (d) of the Securities and
Exchange Act of 1934 during the preceding 12 months (or 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 distribution of
securities under a plan confirmed by a court.

                  Yes [  ] No [  ]

                         APPLICABLE TO CORPORATE ISSUERS

On March 31, 2000, the Registrant had outstanding 7,446,733 shares of common
stock, $.001 par value.

         Traditional Small Business Disclosure Format:        Yes [ ]  No [X]


<PAGE>   2

                           VIRTUAL ACADEMICS.COM, INC.

                                      INDEX

Part II.          OTHER INFORMATION

Item 5.           Other Information

Item 6.           Exhibits and Reports on Form 8-K


                                       2
<PAGE>   3


PART II - OTHER INFORMATION


ITEM 5.  OTHER INFORMATION

         The information which follows amends Item 5 of the Company's Report on
Form 10-QSB for the quarter ended March 31, 2000.

         Pursuant to Regulation S-B, Item 304(a)(3), the Company files herewith
correspondence dated June 4, 2000, of S.W. Hatfield, CPA, the Company's former
auditors, delivered in response to the Company's Report on Form 10-QSB for the
quarter ended March 31, 2000.

         The letter of S.W. Hatfield, CPA, states that the Company has an
obligation to file a transition report or to change the Company's fiscal year to
December 31. By Report on Form 8-K filed January 12, 2000, the Company reported
that pursuant to a purchase agreement filed with that Report the Company had
combined with an operating company, the shareholders of which assumed control of
the Company. The Company subsequently reported on Form 8-K/A filed February 18,
2000, that it had changed its fiscal year to June 30. The change in fiscal year
was made to conform the Company's fiscal year to the fiscal year of the
operating company with which it had combined.

         With Form 8-K/A the Company filed historical financial statements of
the operating company. The Company filed Reports on Form 10-QSB on February 23,
2000, for the quarter ended December 31, 1999, and on May 11, 2000, for the
quarter ended March 31, 2000. Contrary to the letter of S.W. Hatfield, CPA, the
Company believes that no transition report is required and that it has met its
reporting requirements. The Company's counsel has advised management that the
Commission Staff has orally confirmed that the Company is not required to file a
transition report.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         A.    Letter of S.W. Hatfield, CPA, dated June 4, 2000.


                                       3
<PAGE>   4

                                   SIGNATURES


         In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, duly authorized.

                                             VIRTUAL ACADEMICS.COM, INC.
                                             ---------------------------
                                                   (Registrant)

Dated: June 20, 2000                         By: /S/ STEVEN BETTINGER
                                                 ------------------------
                                                 Steven Bettinger, President and
                                                 Chief Operating Officer


Dated: June 20, 2000                         By: /S/ ROBERT BETTINGER
                                                 ------------------------
                                                 Robert Bettinger, Chief
                                                 Executive Officer, Treasurer,
                                                 Principal Financial and
                                                 Accounting Officer

                                       4
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-1.(A)
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>LETTER TO SEC VIRTUAL ACADEMICS
<TEXT>

<PAGE>   1

S.W. HATFIELD, CPA
certified public accountants

Member:           American Institute of Certified Public Accountants
                  SEC Practice Section
                  Information Technology Section
                  Texas Society of Certified Public Accountants


                                  June 4, 2000


U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington DC 20549

Gentlemen:

On May 31, 2000 this firm received a cop of the Form 10-QSB filed by Virtual
Academics.com, Inc. (formerly Donnebrook Corp.) (SEC File # 33-25900) on May 11,
2000.

We note that Item 5 - Other Information contains language noting the dismissal
of S.W. Hatfield, CPA (formerly S.W. Hatfield + Associates) (the Firm) as of May
5, 2000. We specifically confirm that the Firm had no contact, communication or
correspondence from the Registrant since January 28, 2000. Further, the
Registrant's legal counsel has requested that we respond to the Registrant's
statements contained therein.

We specifically disagree with the Registrant's statements regarding the lack of
disagreement on accounting disclosure.

On January 12, 2000, the Registrant filed a Form 8-K noting a change of control
of ownership of the Registrant to Steven Bettinger and Robert Bettinger.

On January 14, 2000 at 9:09 am CST, the Firm notified the Registrant of our
knowledge of the change in control and requested information related to the
continuation of our services, via e-mail to Steven Bettinger. At 2:19 pm CST,
the same date, the Firm received the following communication from Steven
Bettinger; "I am Steven Bettinger, president of Virtual Academics.com, Inc.
formerly known as Donnebrook. Please let me know a little bit about your firm.
We would be interested in continuing on with you. Thanks. Steven.
smb@virtualacademics.com"

On January 24, 2000, the requested information was provided to the Registrant's
management. On January 28, 2000, via facsimile, the Firm was neither confirmed
or released as the Registrant's auditor and the Firm was made aware that the
Registrant's year-end had been changed to June 30. On January 31, 2000, the
Firm, via facsimile, notified management of the Registrant of their reporting
responsibilities as required by the U.S. Securities and Exchange Commission. We
again requested confirmation of our continuation as auditors for the Registrant.


                       Use our past to assist your future(SM)

P.O. Box 820395                                9002 Green Oaks Circle, 2nd Floor
Dallas, Texas 75382-0395                                 Dallas Texas 75243-7212
214-342-9635 (voice)                                          (fax) 214-342-9601
800-244-0639                                                     SWHCPA@aol.com

<PAGE>   2

U.S. Securities and Exchange Commission
June 4, 2000
Page 2

The issues raised in our January 31, 2000 facsimile transmission related to the
fact that the Registrant had a December 31 year-end. As such, a Form 10-KSB was
due to be filed by March 31, 2000. The change in year-end to June 30 created a
situation whereby the transition period from December 31 to June 30 was in equal
to six (6) months. Pursuant to the SEC requirements [EAR 13a-10, 15d-13 & FRC
102.05], the Registrant was required to file a transitional Form 10-KSB with
restated financial statements on a June 30 year-end within 90 days of the date
of management's election to change the Registrant's year-end to June 30.

Further, pursuant to confirmation of the Firm's understanding with the
appropriate transitional reporting rules with the Office of the Chief Accountant
of the Division of Corporate Finance, the Firm was also provided with written
verification "No audited reporting period, under any circumstances, may exceed
12 months for domestic issuers. (Emphasis contained in the transmission from the
SEC).

Our January 31, 2000 correspondence, to which the Registrant never responded,
notified them of the necessity to prepare either a transitional Form 10-KSB as
of June 30, 1999 or to reset the year-end of the entity owned by Robert and
Steven Bettinger to December 31 in order to comply with the reporting
requirements of the SEC.

Accordingly, we cannot agree with the statements made in the Form 10-QSB, Item 5
- Other Information, filed by the Registrant on May 11, 2000. A complete copy of
our correspondence has been provided to the Registrant's legal counsel and
accompanies this requested response.


Respectfully submitted,
S.W. Hatfield, CPA
(formerly S.W. Hatfield + Associates)

/s/ Scott W. Hatfield

Scott W. Hatfield, CPA
for the Firm

SWH/

cc:   Virtual Academics.com, Inc.


</TEXT>
</DOCUMENT>
</SUBMISSION>
