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

                                   FORM 10-QSB


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

For the quarterly period ended September 30, 1997

Commission File No. 33-55254-39

                          PERIPHERAL CONNECTIONS, INC.
        (Exact name of Small Business Issuer as specified in its charter)


                  NEVADA                       87-0485315
(State or other jurisdiction of                (I.R.S. Employer
incorporation or organization)                 Identification No.)

3303 DON MILLS ROAD, SUITE 2603 NORTH YORK, ONTARIO,  CANADA M2J 4T6 (Address of
principal executive offices)

Issuer's telephone number, including area code (416) 490-8500

Check  whether  the issuer:  (1) has filed all  reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.
                                                     Yes X No

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest  practicable  date:  4,050,000 shares of $.001 par value
class A common stock outstanding as of September 30, 1997


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


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<PAGE>



                          PERIPHERAL CONNECTIONS, INC.
                          FORM 10-QSB FOR QUARTER ENDED

                               September 30, 1997
                                      INDEX

PART I - FINANCIAL INFORMATION                                         Page No.

         Item 1    Financial Statements

                   Balance Sheets as of
                   September 30, 1997 and December 31, 1996              4

                   Statements of Operations for the
                   three and nine month periods ended
                   September 30, 1997 and 1996                           5

                   Statements of Cash Flows for the
                   nine month periods ended
                   September 30, 1997 and 1996.                          6

         Item 2    Management's Discussion and Analysis
                   and Plan of Operations                                7

PART II - OTHER INFORMATION

         Item 1    Legal Proceedings                                     8
         ------

         Item 2    Changes in Securities                                 8
         ------

         Item 3    Defaults Upon Senior Securities                       8
         ------

         Item 4    Submission of Matters to a Vote of
         ------
                   Security Holders                                      8

         Item 5    Other Information                                     8
         ------

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






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<PAGE>



                         PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS.

         In the opinion of the management of Peripheral  Connections,  Inc. (the
Company) the accompanying unaudited financial statements contain all adjustments
(consisting  only of normal recurring  adjustments)  necessary to present fairly
the  financial  position as of September  30, 1997 and  December  31, 1996,  the
results  of  operations  for the nine month  periods  ended  September  1997 and
September  30,  1996,  and the cash  flows  for the  nine  month  periods  ended
September 30, 1997 and September 30, 1996.

         While the Company believes that the disclosures  presented are adequate
to make the  information  not  misleading,  it is suggested that these condensed
financial  statements be read in conjunction  with the financial  statements and
the notes included in the Company's latest annual report on Form 10-KSB.


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<PAGE>



                          PERIPHERAL CONNECTIONS, INC.
                          (A Development Stage Company)
                                 Balance Sheets


<TABLE>
<CAPTION>
                                                                            September 30,           Dec. 31,
                                                                                1997                  1996
                                                                             (Unaudited)            (Audited)
                                                                         -----------------     -----------------
ASSETS

CURRENT ASSETS
<S>                                                                      <C>                   <C>              
   Cash                                                                  $          18,261     $         163,476
   Loan Receivable                                                                 165,296                27,860
   Accrued Interest                                                                  6,121                   225
                                                                         -----------------     -----------------

                                                 Total Current Assets              189,678               191,561
                                                                         -----------------     -----------------

                                                         TOTAL ASSETS    $         189,678     $         191,561
                                                                         =================     =================

LIABILITIES & EQUITY

CURRENT LIABILITIES
   Accounts Payable and
     Interest Payable                                                    $           4,852     $           3,333
                                                                         -----------------     -----------------

                                            Total Current Liabilities                4,852                 3,333

   Convertible Debenture                                                                 0               200,000
                                                                         -----------------     -----------------

                                                    Total Liabilities                4,852               203,333

STOCKHOLDERS' EQUITY

   Common Stock $0.001 par value
   Authorized - 25,000,000 shares
   Issued and outstanding 4,050,000 shares
     (1,000,000 at 1996)                                                             4,050                 1,000
   Additional paid-in capital                                                      301,950                     0
   Deficit accumulated during the development stage                               (121,174)              (12,772)
                                                                         -----------------     -----------------

                                           Total Stockholders' Equity              184,826               (11,772)
                                                                         -----------------     -----------------

                                                TOTAL LIABILITIES AND
                                                 STOCKHOLDERS' EQUITY    $         189,678     $         191,561
                                                                         =================     =================
</TABLE>


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<PAGE>



                          PERIPHERAL CONNECTIONS, INC.
                          (A Development Stage Company)
                            Statements of Operations

<TABLE>
<CAPTION>
                                                              For the                          For the
                                                        Three Months Ended                Nine Months Ended
                                                           September 30,                    September 30,
                                                        1997           1996             1997            1996
                                                   -------------  --------------    -------------  -------------
<S>                                                <C>            <C>               <C>            <C>          
Revenue                                            $           0  $            0    $           0  $           0
Expenses
   Consulting fees                                        75,000               0           75,000              0
   Administration                                          6,652               0           17,205              0
   Net Interest Expense                                   11,526               0           16,197              0
                                                   -------------  --------------    -------------  -------------
                                                          93,178               0          108,402              0

Net Loss for Period                                      (93,178)              0         (108,402)             0

Deficit - beginning of Period                            (27,996)              0          (12,772)             0
                                                   -------------  --------------    -------------  -------------

Deficit - end of Period                                 (121,174)              0         (121,174)             0

Net Loss per Share                                          (.09)              0             (.11)             0

Average shares outstanding used to
   calculate net loss per share                        1,033,889       1,000,000        1,011,172      1,000,000
</TABLE>


                                        5

<PAGE>



                          PERIPHERAL CONNECTIONS, INC.
                          (A Development Stage Company)
                            Statements of Cash Flows


<TABLE>
<CAPTION>
                                                                                          For the
                                                                                     Nine Months Ended
                                                                                       September 30,
                                                                                1997                  1996
                                                                         -----------------     -----------------
<S>                                                                      <C>                   <C>              
Cash flows from Operating Activities                                     $        (108,402)    $               0

Adjustments to reconcile net loss to cash used by operating activities:
   Stock issued for expenses                                                       105,000                     0
   Changes in assets and liabilities                                                 1,519                     0
                                                                         -----------------     -----------------

Net cash used by operating activities                                               (1,883)                    0

Investing Activities
   Loans to related party and accrued interest                                    (143,332)                    0
                                                                         -----------------     -----------------

Net cash used by investing activities                                             (143,332)                    0
                                                                         -----------------     -----------------

Decrease in cash                                                                  (145,215)                    0

Cash - beginning of period                                                         163,476                     0
                                                                         -----------------     -----------------

Cash - end of period                                                     $          18,261     $               0
                                                                         =================     =================
</TABLE>

SUPPLEMENTAL FINANCING ACTIVITIES:
During the quarter ended September 30, 1997, the Company issued 2,300,000 shares
of its restricted common stock to retire $200,000 of debt and $30,000 of accrued
interest. The Company issued 750,000 shares of S-8 stock for $75,000 of services
performed  by  consultants,  including  $25,000  of  services  by the  Company's
President.  The  stock  was  valued  at $.10 per  share  based  on the  services
received.

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<PAGE>



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATION.

         The  Company  has no  operational  history  and  has yet to  engage  in
business of any kind. All risks inherent in a new and  inexperienced  enterprise
are inherent in the  Company's  business.  On July 2, 1996,  the Company  raised
$200,000 through the issuance of a 12.5 percent  debenture which was convertible
into $0.001 par value  Class A common  shares at the rate of 10 cents per share.
The debenture was subsequently  refinanced with a debenture having substantially
similar  terms and an  interest  rate of 10 percent.  With the  proceeds of this
$200,000  financing  the  Company  plans to  construct a new  search-engine  for
financial  products now being  presented on the  Internet.  The Company plans to
assemble the personnel and  infrastructure to create the requisite Web software,
which, in its opinion, when operational,  can attract such potential advertisers
in the  financial  world such as brokers,  money  mangers,  financial  planners,
publishers and banking institutions.  This debenture was subsequently  converted
by its holder into  2,300,000  shares of the Company's  restricted  common stock
pursuant to the terms of the debenture.

         The discussions below highlight certain of the more material changes in
results of  operations  and changes in financial  condition  for the fiscal nine
month period ended  September 30, 1997 and 1996. The Company  continues to focus
its energies on the creation of Web software.

Results of Operations.

         During the first three  quarters  of fiscal  1997 the Company  incurred
expenses  related  to  consulting,  legal and  accounting  assistance,  interest
expense  and  share  registration.  Administrative  expenses  on both a cash and
accrued basis are being kept to a minimum level to preserve  assets for software
development.

Financial Condition.

         There were no significant changes to the net financial condition of the
Company in the nine month period ended  September  30, 1997.  Cash  decreased by
$145,215  mainly as a result of  administration  expense and a loan to a related
party.  The  Company  continues  to  believe  it has the  support  of its  major
stockholders and that financing is available to meet all requirements.

         During the quarter ended  September 30 1997, the Company issued 750,000
shares of S-8 Common Stock to three  consultants for services valued at $75,000.
The Company also issued 2,300,000 shares of restricted  common stock to retire a
convertible  debenture  of $200,000  and pay  interest  expense of $30,000.  The
entity   receiving  the   2,300,000   shares  is  controlled  by  the  Company's
Secretary/Chief  Financial  Officer.  The  entity is now the  Company's  largest
shareholder, owning about 57% of the Company's outstanding stock.


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<PAGE>




PART II

                                                 Other Information

Item 1.           Legal proceedings:                 None

Item 2.           Changes in Securities:             None

Item 3.           Defaults Upon Senior
                  Securities:                        None

Item 4.           Submission of Matters to
                  a Vote of Security Holders:        None

Item 5.           Other Information:                 None

Item 6.           Exhibits and Reports on Form 8-K

                  (a)  Exhibits:             None
                  (b)  Reports:              None





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<PAGE>



                                   SIGNATURES

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



                                           PERIPHERAL CONNECTIONS, INC.


Dated: November 4, 1997                        /s/ Melvyn Moscoe
                                           ---------------------
                                           Melvyn Moscoe, Director, Chief
                                           Financial Officer



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