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 June 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:  1,000,000 shares of $.001 par value
class A common stock outstanding as of June 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

                                 June 30, 1997
                                      INDEX

PART I - FINANCIAL INFORMATION                                         Page No.

         Item 1    Financial Statements

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

                   Statements of Operations for the
                   three and six month periods ended
                   June 30, 1997 and 1996                                 5

                   Statements of Cash Flows for the
                   six month periods ended
                   June 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
         ------






                                        2

<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 June 30, 1997 and December 31, 1996, the results of
operations  for the six month  periods ended June 1997 and June,  1996,  and the
cash flows for the six month periods ended June 30, 1997 and June 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

                                     ASSETS
<TABLE>
<CAPTION>
                                                                  June 30,                    Dec. 31,
                                                                    1997                        1996
CURRENT ASSETS                                                   (Unaudited)                 (Audited)
                                                                 -----------                -----------
<S>                                                              <C>                        <C>        
         Cash                                                    $   119,882                $   163,476
         Loan Receivable                                              65,296                     27,860
         Accrued Interest                                              2,659                        225
                                                                 -----------                -----------

                  Total Current Assets                               187,837                    191,561
                                                                 -----------                -----------

                  TOTAL ASSETS                                   $   187,837                $   191,561
                                                                 ===========                ===========

                              LIABILITIES & EQUITY
LIABILITIES & EQUITIES

CURRENT LIABILITIES
         Accounts Payable and
         Interest Payable                                        $    14,833                $     3,333
                                                                 -----------                -----------

                  Total Current Liabilities                           14,833                      3,333

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

                  Total Liabilities                                  214,833                    203,333

STOCKHOLDERS' EQUITY

         Common Stock $0.001 par value
         Authorized - 25,000,000 shares
         Issued and outstanding 1,000,000 shares                       1,000                      1,000

         Deficit accumulated during
         the development stage                                       (27,996)                   (12,772)
                                                                 -----------                -----------
                  Total Stockholders' Equity                         (26,996)                   (11,772)
                                                                 -----------                -----------

                  TOTAL LIABILITIES AND
                  STOCKHOLDERS' EQUITY                           $   187,837                $   191,561
                                                                 ===========                ===========
</TABLE>

                                        4
<PAGE>
                          PERIPHERAL CONNECTIONS, INC.
                          (A Development Stage Company)



                             Statements of Operations
<TABLE>
<CAPTION>
                                                For the 3 months ended June 30,      For the 6 months ended June 30,

                                                     1997                 1996            1997                1996
                                             ------------         ------------       ----------          ---------

<S>                                          <C>                  <C>                <C>                 <C>
Revenue                                      $          0         $          0       $        0          $       0

Expenses
         Administration                             2,788                    0           10,553                  0
         Net Interest Expense                       2,340                    0            4,671                  0
                                              -----------          -----------       ----------          ---------

                                                    5,128                    0           15,224                  0

Net Loss for Period                                (5,128)                   0          (15,224)                 0

Deficit - beginning of Period                     (22,868)                   0          (12,772)            (1,000)
                                              -----------          -----------       ----------          ---------

Deficit - end of Period                           (27,996)                   0          (27,996)            (1,000)

Net Loss per Share                                  (0.01)                   0             (.03)                 0

Average shares outstanding                      1,000,000            1,000,000        1,000,000          1,000,000
used to calculate net loss
per share

</TABLE>

                                        5
<PAGE>
                          PERIPHERAL CONNECTIONS, INC.
                          (A Development Stage Company)



                            Statements of Cash Flows


                                               For the 6 months ended June 30,

                                                     1997                 1996
                                                ---------            ---------

Cash flows from
Operating Activities                            $ (15,224)           $       0

Adjustments to reconcile
net loss to cash
used by operating activities

Changes in assets and
liabilities                                        11,500                    0
                                                ---------            ---------

Net cash used by operating activities              (3,724)                   0

Investing Activities
Loans to related party
and accrued interest                              (39,870)                   0
                                                ---------            ---------

Net cash used by
investing activities                              (39,870)                   0
                                                ---------            ---------
Decrease in cash                                  (43,594)                   0

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

Cash - end of period                            $ 119,882            $       0
                                                =========            =========


                                        6
<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 that is now 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.

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

Results of Operations.

     During the first two 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 six month period ended June 30, 1997.  Cash  decreased by $43,594
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.


                                        7

<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





                                        8
<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:  August 4, 1997            /s/ Melvyn Moscoe
                                  ---------------------
                                  Melvyn Moscoe, Director, Chief
                                  Financial Officer

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