UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES  EXCHANGE
     ACT OF 1934

For the quarterly period ended              September 30, 1999
                               -------------------------------------------------

( )  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR 15 (D)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from ________________________to

Commission File number                      0-25989
                      --------------------------------------------------------

                         PEPPERMILL CAPITAL CORPORATION
               (Exact name of registrant as specified in charter)

           Nevada                                       98-0186841
          -------                                       ----------
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                       Identification No.)

2500 - 1177 W. Hastings Street
Vancouver, BC                                            V6E 2K3
-------------                                            --------
(Address of principal executive offices)                (Zip Code)

                                 1-604-684-3301
                             ----------------------
               Registrant's telephone number, including area code

                                       N/A
               ---------------------------------------------------
      (Former name, address, and fiscal year, if changed since last report)

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such  reports),  Yes [X] No [ ] and ( ) has been
subject to filing requirements for the past 90 days. Yes [X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the last practicable date.

                Class                        Outstanding as of October 26, 1999
  -----------------------------------       -----------------------------------
   Common Stock, $0.001 per share                       11,239,700



<PAGE>


                                     INDEX
<TABLE>
<CAPTION>
<S>                                                                                                <C>
                                                                                                     Page
PART 1.                                                                                              Number
                                                                                                    --------
  ITEM 1.  Financial Statements (unaudited)...............................................             3

           Balance Sheet as at September 30, 1999.........................................             4

           Statement of Operations
                For the three months ended September 30, 1999, for the
                nine months ended  September  30, 1999,  for the three
                months ended  September  30, 1998, for the nine months
                ended September 30, 1998 and for the period from
                April 9, 1998 (Date of incorporation) to September 30, 1999................            5

            Statement of Changes in Shareholders' Equity
                For the period from April 9, 1998 (Date of
                  Incorporation) to September 30, 1999....................................             6

            Statement of Cash Flows
                For  the three months ended  September  30, 1999,
                for the  nine  months  ended  September  30,
                1999, for the three months ended  September 30, 1998, for
                the nine months ended September 30, 1998 and for the period
                from April 9, 1998 (Date of incorporation) to
                September 30, 1999........................................................             7

                       Notes to the Financial Statements..................................             8

  ITEM 2.  Plan of Operations.............................................................            11

PART 11         SIGNATURES ...............................................................            12
</TABLE>


                                       2


<PAGE>



                          PART 1 FINANCIAL INFORMATION
 -------------------------------------------------------------------------------

                          ITEM 1. FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

The  accompanying   balance  sheet  of  Peppermill  Capital   Corporation.   (an
exploration stage company) at September 30, 1999 and the statement of operations
and statement of cash flow for the three months ended  September  30, 1999,  for
the nine months ended  September 30, 1999, for the three months ended  September
30, 1998,  for the nine months ended  September 30, 1998 and for the period from
April 9, 1998 (date of incorporation) to September 30, 1999 and the statement of
stockholders'  equity for the period from April 9, 1998 (date of  incorporation)
to September 30, 1999 have been prepared by the Company's management and they do
not include all information and notes to the financial  statements necessary for
a complete presentation of the financial position,  results of operations,  cash
flows, and stockholders' equity in conformity with generally accepted accounting
principles.  In the opinion of management,  all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been included and all such adjustments are of a normal recurring nature.

Operating  results for the quarter ended September 30, 1999, are not necessarily
indicative of the results that can be expected for the year ending  December 31,
1999.


                                       3


<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                                  BALANCE SHEET

                               September 30, 1999

                      (Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
<S>                                                                 <C>                   <C>

                                                                    SEPTEMBER 30            DEC 31
                                                                         1999                1998
                                                                         ----                ----
ASSETS
CURRENT ASSETS
     Bank                                                           $    1,570         $    1,125
     Note Receivable                                                        -              15,000
                                                                      ---------            ------
                                                                         1,570             16,125
                                                                      ---------            ------
OTHER  ASSETS
     Mining claim - Note 3                                               2,129              2,129
                                                                      ---------            ------
                                                                     $   3,699         $   18,254
                                                                      =========            ======
LIABILITIES
      Accounts payable - related parties                             $   9,800         $    6,800
      Accounts payable and accrued liabilities                           1,561              1,316
                                                                      ---------            ------
                                                                        11,361              8,116
                                                                      ---------           -------
STOCKHOLDERS' EQUITY
     Common stock
           200,000,000 shares authorized, at $0.001 par
           value, 11,239,700 shares issued and outstanding              11,240             11,240
     Capital in excess of par value                                     21,930             21,930
     Deficit accumulated during the development stage                  (40,832)           (23,032)
                                                                      ---------          --------
           Total Stockholders' Equity                                   (7,662)            10,138
                                                                      ---------          --------
                                                                     $   3,699        $    18,254
                                                                     ==========          ========
</TABLE>



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


                                       4


<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                             STATEMENT OF OPERATIONS

For the three  months  ended  September  30,  1999,  for the nine  months  ended
September 30, 1999, for the three months ended  September 30, 1998, for the nine
months  ended  September  30,  1998 and for  period  from April 9, 1998 (Date of
Inception) to September 30, 1999

                      (Unaudited - Prepared by Management)

<TABLE>
<CAPTION>


                                            FOR THE THREE     FOR THE NINE      FOR THE THREE    FOR THE NINE       FROM DATE OF
                                             MONTHS ENDED     MONTHS ENDED      MONTHS ENDED     MONTHS ENDED       INCEPTION TO
                                            SEPTEMBER 30,     SEPTEMBER 30,     SEPTEMBER 30,    SEPTEMBER 30,      SEPTEMBER 30,
                                                 1999             1999              1998             1998               1999
                                            ------------      ------------       ------------   ------------        ------------
<S>                                       <C>                <C>                <C>             <C>                 <C>

SALES                                      $   -             $    -               $    -         $   -             $     -
                                           --------            --------            --------       --------            --------
GENERAL  AND
ADMINISTRATIVE  EXPENSES:

     Accounting and audit                     300                1,850              1,500           1,500              3,700
     Assessment work                          -                   -                    -               -               1,800
     Bank charges and interest                  2                    3                 -               30                 61
     Consulting                               -                  1,000              4,000           4,000             10,000
     Filing fees - Edgar system               283                1,351                 -               -               1,351
     Geological report                        -                   -                    -              618                618
     Incorporation costs written-off          -                   -                   640                                640
     Legal                                    -                   -                 2,500           2,500              2,500
     Office expenses                          (27)                 161                339             399                950
     Salary                                   -                 12,000                 -               -              12,000
     Transfer agent's fees                    -                  1,435                522           1,808              4,212
     Travel                                   -                   -                 3,000           3,000              3,000
                                          ------------     ------------        -----------       ---------           -------
NET LOSS                                  $   558          $    17,800            $11,861        $ 14,495          $  40,832
                                          ============     ============        ==========        =========         =========
NET LOSS PER
COMMON SHARE
     Basic                               $0.00005          $     0.002         $    0.001        $  0.002          $  0.004
                                         ============      ============        ==========       ===========       ==========
AVERAGE OUTSTANDING
SHARES
     Basic                             11,239,700           11,239,700         11,165,939       6,755,314          9,786,427
                                       ============         ==========         ==========       ==========       ===========
</TABLE>

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


                                       5


<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

              For the period from April 9, 1998 (Date of Inception)
                              to September 30, 1999

                      (Unaudited - Prepared by Management)

<TABLE>
<CAPTION>
                                                                                                      CAPITAL IN
                                                                            COMMON     STOCK           EXCESS OF     ACCUMULATED
                                                                         SHARES           AMOUNT       PAR VALUE       DEFICIT
                                                                         ------           ------       ---------       --------
<S>                                                                    <C>              <C>           <C>             <C>

           BALANCE APRIL 9, 1998 (date of inception)                        -           $     -          $   -          $   -

           Issuance of common shares for cash at
                $0.001 - June 6, 1998                                 4,000,000            4,000             -              -

           Issuance of common shares for cash at
                $0.001 - June 23, 1998                                6,000,000            6,000             -              -
           Issuance of common shares for cash at
                $.001 - June 25, 1998                                 1,150,000            1,150

           Issuance of common shares for cash at
                $0.10 - June 26, 1998                                     2,700                3           267              -

           Issuance of common shares for cash at
                $0.25 - September 17, 1998                               87,000               87        21,663              -

           Net operating loss for the period from
                April 9, 1998 to September 30, 1999                         -                 -              -         (40,832)
                                                                     ------------     ----------        ----------     ---------

           BALANCE SEPTEMBER 30, 1999                                11,239,700          $11,240     $  21,930       $ (40,832)
                                                                     ============     ==========        ==========     =========
</TABLE>

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


                                       6




<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                             STATEMENT OF CASH FLOWS

For the three  months  ended  September  30,  1999,  for the nine  months  ended
September 30, 1999, for the three months ended  September 30, 1998, for the nine
months ended  September  30, 1998 and for the period from April 9, 1998 (Date of
Inception) to September 30, 1999

                      (Unaudited - Prepared by Management)


<TABLE>
<CAPTION>


                                            FOR THE THREE     FOR THE NINE      FOR THE THREE    FOR THE NINE       FROM DATE OF
                                             MONTHS ENDED     MONTHS ENDED      MONTHS ENDED     MONTHS ENDED       INCEPTION TO
                                            SEPTEMBER 30,     SEPTEMBER 30,     SEPTEMBER 30,    SEPTEMBER 30,      SEPTEMBER 30,
                                                 1999             1999              1998             1998               1999
                                                ------          ------             ------           ------             ------
<S>                                       <C>                <C>                <C>             <C>                 <C>

     CASH FLOWS FROM
     OPERATING ACTIVITIES:
     Net loss                                 $   (558)       $    (17,800)     $   (11,861)      $  (14,495)       $  (40,832)
     Adjustments to reconcile net loss
         to net cash provided by operating
          activities

          Note receivable                          -                15,000          (15,000)         (15,000)             -
          Accounts payable - related party       3,000               3,000             -                -                9,800
          Accounts payable                      (2,040)                245             -                -                1,561
                                                 -------          --------          ---------       ---------         ----------
               Net Cash from Operations            402                 445          (26,861)         (29,495)          (29,471)
                                                ---------         --------         ---------         --------          ---------
     CASH FLOWS FROM
     INVESTING ACTIVITIES:

     Mineral claim                                 -                    -              -              (2,129)           (2,129)
                                                ---------          --------         ---------         --------          ---------
     CASH FLOWS FROM
     FINANCING ACTIVITIES:

     Proceeds from issuance of common
           stock                                    -                   -            21,750           33,170            33,170
                                                ----------         --------         ---------         --------          ---------
     Net Increase in Cash                          402                 445           (5,111)           1,546             1,570

     Cash at Beginning of Period                 1,168               1,125            6,657               -                 -
                                               -----------      ----------          ----------       -----------      ---------
     CASH AT END OF PERIOD                    $  1,570       $       1,570          $ 1,546         $  1,546        $   1,570
                                               ===========     ===========          ==========       ===========     ==========
</TABLE>


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

                                       7


<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                               September 30, 1999

                      (Unaudited - Prepared by Management)

1. ORGANIZATION

     The Company was incorporated under the laws of the State of Nevada on April
     9, 1998 with the authorized  common shares of 200,000,000  shares at $0.001
     par value.

     Since its inception the company has completed two Regulation D offerings of
     7,239,700 shares of its capital stock for cash.

     The Company is in the  exploration  stage and was organized for the purpose
     of engaging in the business of mineral development.

     2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Accounting Methods

     The Company  recognizes  income and expenses based on the accrual method of
     accounting.

     Dividend Policy

     The Company has not yet adopted a policy regarding payment of dividends.

     Income Taxes

     The  Company's  year end is December 31. On December 31, 1998,  the Company
     had a net operating loss carry forward of $23,023.  The income tax benefits
     from the loss carry  forward has been fully  offset by a valuation  reserve
     because the use of the future tax benefit is doubtful since the Company has
     no operations. The loss carry forward will expire in the year 2019.

     Loss per Share

     Loss per share amounts are computed based on the weighted average number of
     shares actually  outstanding  using the treasury stock method in accordance
     with FABS Statement No. 128.


                                       8


<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                               September 30, 1999

                      (Unaudited - Prepared by Management)

     2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

     Cash and Cash Equivalents

     The  Company  considers  all highly  liquid  instruments  purchased  with a
     maturity,  at the time of purchase,  of less than three months,  to be cash
     equivalents.

     Foreign Currency Translation

     The  translations  of the Company  completed in Canadian  dollars have been
     translated to US dollars. Assets and liabilities are translated at the year
     end  exchange  rates and the income and  expenses at the  average  rates of
     exchange prevailing during the period reported on.

     Amortization of Capitalized Mining Claim Costs

     The Company will use successful  efforts method to amortize the capitalized
     costs of its mining  claims which  provides for  capitalizing  the purchase
     price of the project and the additional costs directly related to providing
     the properties,  and amortizing  these amounts over the life of the mineral
     deposit.  All other costs are  expensed as  incurred.  Unamortized  capital
     costs will be expensed if the property is proven to be of no value.

     Financial Instruments

     The carrying  amounts of financial  instruments,  including  cash,  prepaid
     expenses and deferred  offering  costs are  considered  by management to be
     their standard fair values. These values are not necessarily  indicative of
     the amounts that the Company could realize in a current market exchange.

     Estimates and Assumptions

     Management uses estimates and assumptions in preparing financial statements
     in  accordance  with  generally  accepted  accounting   principles.   Those
     estimates  and  assumptions  affect the reported  amounts of the assets and
     liabilities,  the disclosure of contingent assets and liabilities,  and the
     reported  revenues  and  expenses.  Actual  results  could  vary  from  the
     estimates that were assumed in preparing these financial statements.

     3. MINING CLAIMS

     On June 18, 1998 the Company acquired mineral claims known as "Star Claims"
     consisting of 11 units located near the town of Merritt,  British Columbia,
     for $2,129, with expiration dates in 1999. The units cover 587 acres.



                                       9
<PAGE>

                         PEPPERMILL CAPITAL CORPORATION
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                               September 30, 1999

                      (Unaudited - Prepared by Management)

4. RELATED PARTY TRANSACTIONS

     Related parties acquired 36% of the common shares issued for cash.

     The  officers and  directors of the Company are involved in other  business
     activities  and they may, in the  future,  become  involved  in  additional
     business  ventures  which also may  require  their  attention.  If specific
     business  opportunities become available,  such persons may face a conflict
     in selecting  between the Company and their other business  interests.  The
     Company has formulated no policy for the resolution of such conflicts.

5. GOING CONCERN

     Continuation  of the Company as a going concern is dependent upon obtaining
     additional  working capital and the management of the Company has developed
     a strategy,  which it  believes  will  accomplish  this  objective  through
     additional equity funding,  and long term financing,  which will enable the
     Company to operate in the future.

     Management  recognizes that, if it is unable to raise  additional  capital,
     the Company cannot operate in the future.





                                       10

<PAGE>

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

                           ITEM 2. PLAN OF OPERATIONS
--------------------------------------------------------------------------------

The Company's  management has not yet  determined if there are other  properties
available to it which it can explore over the next year.  In the  meantime,  the
company  will  continue  to explore  the Star  claims  located  near the town of
Merritt, British Columbia. Since the spring of 1999 no work has been done on the
Star claims and it is  unlikely  that any work will be done before the spring of
the year 2000 due to weather conditions in the area.

Liquidity and Capital Resources

The Company will need  additional  working  capital to finance its activities on
the Star  claims.  Management  has not yet  decided  where  these  funds will be
available  from and what means of  financing  to use. In the interim the Company
will require  funds to maintain  the Company.  Funds will be required for audit,
accounting, filing fees and general working capital.

Results of Operations

The Company has had no operations during this reporting period.



                                       11



<PAGE>

                                   SIGNATURES

         Pursuant to 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 thereunto duly authorized.

                                        PEPPERMILL CAPITAL CORPORATION
                                                 (Registrant)

 October 27, 1999                       /s/     "Michael Mitsiadis"
-----------------                       ------------------------------
    Date                                Michael Mitsiadis -
                                         President and Director

October 27, 1999                       /s/    "Raymon Paquette"
----------------                       --------------------------------
    Date                               Raymon Paquette - Secretary Treasurer
                                        and Director




                                       12