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, 2000

                 [ ] Transition report under section 13 or 15(d)
                              of the Exchange Act.

                         COMMISSION FILE NUMBER 0-27153

                      SQUARE SHOOTER INTERNATIONAL LIMITED
                     --------------------------------------
        (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

                    DELAWARE                             95-4695878
                    --------                             ----------
         (STATE OR OTHER JURISDICTION OF              (I.R.S. EMPLOYER
          INCORPORATION OR ORGANIZATION)             IDENTIFICATION NO.)

                     918 ENGLAND DRIVE, KNOXVILLE, TN 37920
        ----------------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (877) 340-0837
                                 --------------
                           (ISSUER'S TELEPHONE NUMBER)

             1130 FIRETHORN WAY, KNOXVILLE, TN 37923 (423) 531-5620
         (Former address and phone number if changed since last report)

     Check  whether  the issuer (1) 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
                             ---      ---

     As of June 30, 2000, there were 16,836,928  shares of Common Stock,  $0.001
par value, of the issuer outstanding.

            Transitional Small Business Disclosure Format (check one)

                         YES       NO  X
                             ---      ---

<PAGE>


                      SQUARE SHOOTER INTERNATIONAL, LIMITED
                         (A DEVELOPMENT STAGE COMPANY)
                             10-QSB Quarterly Report

                                      INDEX

     PART I. FINANCIAL INFORMATION                            Page Numbers

       Item 1. Financial Statements

           BALANCE SHEETS AT JUNE 30, 2000 (UNAUDITED)
           AND SEPTEMBER 30, 1999                                  2

           STATEMENTS OF OPERATIONS FOR THE THREE MONTHS
           AND NINE MONTHS ENDED JUNE 30, 2000 AND
           JUNE 30, 1999 AND FROM JUNE 1, 1998 (INCEPTION)
           TO JUNE 30, 2000 (UNAUDITED)                            3

           STATEMENTS OF CASH FLOW FOR THE NINE MONTHS
           ENDED JUNE 30, 2000 AND JUNE 30, 1999
           AND FROM JUNE 1, 1998 (INCEPTION) TO
           JUNE 30, 2000 (UNAUDITED)                               4

           NOTES TO FINANCIAL STATEMENTS                           5

       Item 2. Management's Discussion and Analysis of
                Financial Condition and Results of Operations      6-8

     PART II. OTHER INFORMATION

           Item 2. Changes in Securities and Use of Proceeds       8

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

                    Signatures                                     9


                                       1
<PAGE>

PART I    FINANCIAL INFORMATION

     Item 1.   Financial Statements

                      SQUARE SHOOTER INTERNATIONAL, LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                                 BALANCE SHEETS


                                             June 30, 2000       September 30,
                                              (Unaudited)            1999
                                            ----------------    --------------

ASSETS
CURRENT ASSETS
  Cash                                      $        8,761      $        9,646
  Accounts receivable                               18,086                -
  Inventories                                      175,039                -
  Loan receivables                                  38,000                -
                                            ----------------    --------------
    Total Current Assets                           239,886               9,646
                                            ----------------    --------------

PROPERTY & EQUIPMENT - NET                         102,938              64,270
                                            ----------------    --------------

TOTAL ASSETS                                $      342,824      $       73,916
------------                                ================    ==============


      LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

CURRENT LIABILITIES
  Accounts payable                          $       92,990      $       85,672
                                            ----------------    --------------
    Total Current Liabilities                       92,990              85,672
                                            ----------------    --------------

TOTAL LIABILITIES                                   92,990              85,672
                                            ----------------    --------------

STOCKHOLDERS' EQUITY (DEFICIENCY)
  Common stock, $0.001 par value,
    100,000,000 shares authorized,
    16,836,928 and 14,500,000 shares
     issued and outstanding                         16,837              14,500
  Additional paid-in capital                     2,505,488             205,590
  Accumulated deficit during
    development stage                           (2,272,491)           (231,846)
                                            ----------------    --------------
   Total Stockholders' Equity (Deficiency)         249,834             (11,756)
                                            ----------------    --------------

TOTAL LIABILITIES AND STOCKHOLDERS'
----------------------------------
  EQUITY (DEFICIENCY)                       $      342,824      $       73,916
  -------------------                       ================    ===============



                See accompanying notes to financial statements.


                                       2

<PAGE>

<TABLE>
<CAPTION>

                            SQUARE SHOOTER INTERNATIONAL, LIMITED
                                (A DEVELOPMENT STAGE COMPANY)
                                   STATEMENTS OF OPERATIONS
                                         (UNAUDITED)


                                                                                                                     For the
                                         For the            For the            For the             For the         Period From
                                          Three              Three           Nine Months         Nine Months      June 1, 1998
                                          Months             Months             Ended               Ended          (Inception)
                                        Ended June         Ended June          June 30,            June 30,            to
                                         30, 2000           30, 1999             2000                1999         June 30, 2000
                                       ------------       ------------       -------------       ------------     --------------
<S>                                    <C>                <C>                <C>                 <C>              <C>
SALES                                  $    20,728        $      -           $    20,728         $   357,029      $    377,757

COST OF GOODS SOLD                          17,163               -                17,163             294,660           311,823
                                       ------------       ------------       -------------       ------------     --------------

GROSS PROFIT                                 3,565               -                 3,565              62,369            65,934
                                       ------------       ------------       -------------       ------------     --------------

OPERATING EXPENSES
  Depreciation                               4,408               -                 4,408                -                4,408
  Advertising                              112,083              8,428            140,987               8,428           154,228
  Contract services                         81,088             17,826          1,757,182              17,826         1,826,980
  Royalty expense                              843               -                 7,843              43,000            50,843
  Travel expense                            10,032              4,878             47,942               6,963            80,229
  Research and development                    -                  -                  -                 26,554           100,835
  Selling, general and
    administrative                          50,415              6,831             86,198               9,087           121,467
                                       ------------       ------------       -------------       ------------     --------------
    Total Operating Expenses               258,869             37,963          2,044,560              111,858        2,338,990
                                       ------------       ------------       -------------       ------------     --------------

LOSS FROM OPERATIONS                      (255,304)           (37,963)        (2,040,995)            (49,489)       (2,273,056)
                                       ------------       ------------       -------------       ------------     --------------

OTHER INCOME                                  -                    38                350                  38               565
                                       ------------       ------------       -------------       ------------     --------------

LOSS BEFORE PROVISION FOR
  INCOME TAX                              (255,304)           (37,925)        (2,040,645)            (49,451)       (2,272,491)
                                       ------------       ------------       -------------       ------------     --------------

PROVISION FOR INCOME TAXES                    -                  -                  -                   -                 -
                                       ------------       ------------       -------------       ------------     --------------

NET LOSS                               $  (255,304)       $   (37,925)       $(2,040,645)        $   (49,451)     $ (2,272,491)
--------
                                       ============       ============       =============       ============     ==============

Net loss per share                     $     (0.02)       $     (0.01)       $     (0.13)        $     (0.01)     $      (0.15)
                                       ============       ============       =============       ============     ==============

Weighted average number of
  shares outstanding - basic
  and diluted                           16,773,226         14,500,000         16,243,378          14,500,000        15,125,868
                                       ============       ============       =============       ============     ==============
</TABLE>


                See accompanying notes to financial statements.

                                       3

<PAGE>

<TABLE>
<CAPTION>

                            SQUARE SHOOTER INTERNATIONAL, LIMITED
                                 (A DEVELOPMENT STAGE COMPANY)
                                   STATEMENTS OF CASH FLOWS
                                         (UNAUDITED)


                                                                                   For the period
                                                For the nine      For the nine      from June 1,
                                                month period      month period         1998
                                                   ended             ended         (inception) to
                                               June 30, 2000     June 30, 1999      June 30, 2000
                                               --------------    --------------    --------------
<S>                                            <C>               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                     $ (2,040,645)     $    (49,451)     $ (2,272,491)
  Adjustments to reconcile net loss to
    net cash used in operating
    activities:
    Stock issued to consultants                   1,500,000              -            1,500,000
    Depreciation                                      4,408              -                4,408
Changes in assets and liabilities:
    Accounts receivable                             (18,086)             -              (18,086)
    Inventories                                    (175,039)             -             (175,039)
    Accounts payable                                  7,318            63,134            92,990
                                               --------------    --------------    --------------
      Net Cash Provided By (Used In)
        Operating Activities                       (722,044)            13,683         (868,218)
                                               --------------    --------------    --------------

 CASH FLOWS FROM INVESTING ACTIVITIES:
    Purchase of property and equipment              (43,076)             -             (107,346)
    Loan receivable                                 (38,000)             -              (38,000)
                                               --------------    --------------    --------------
      Net cash used in investing
      activities                                    (81,076)             -             (145,346)
                                               --------------    --------------    --------------

 CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from private placement,
    net of offering cost                            802,235              -            1,022,325
                                               --------------    --------------    --------------
      Net cash provided by financing
        activities                                  802,235              -            1,022,325
                                               --------------    --------------    --------------

INCREASE (DECREASE) IN CASH AND CASH
  EQUIVALENTS                                          (885)           13,683             8,761

CASH AND CASH EQUIVALENTS - BEGINNING
  OF PERIOD                                           9,646              -                 -
                                               --------------    --------------    --------------

CASH AND CASH EQUIVALENTS - END OF
-----------------------------------
  PERIOD                                       $      8,761      $     13,683      $      8,761
  ------                                       ==============    ==============    ==============
</TABLE>




                See accompanying notes to financial statements.

                                       4
<PAGE>

                      SQUARE SHOOTER INTERNATIONAL, LIMITED
                          (A DEVELOPMENT STAGE COMPANY)
                          NOTES TO FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2000

NOTE 1  BASIS OF PRESENTATION

               The accompanying unaudited interim financial statements have been
               prepared  in  accordance  with  generally   accepted   accounting
               principles  and the rules and  regulations  of the Securities and
               Exchange   Commission   for   interim   financial    information.
               Accordingly,   they  do  not  include  all  the  information  and
               footnotes necessary for a comprehensive presentation of financial
               position and results of operations.

               It  is  management's  opinion,   however,  that  all  adjustments
               (consisting of normal recurring adjustments) have been made which
               are necessary for a fair financial statements  presentation.  The
               results for the interim period are not necessarily  indicative of
               the results to be expected for the year.

               For further  information,  refer to the financial  statements and
               footnotes  included in the Company's Form 8-K/A filed on November
               8, 1999.

NOTE 2  INVENTORIES

               Inventories   consist  of  finished  goods   purchased  from  the
               Company's  manufacturer.  Inventories  are stated at the lower of
               cost or market value, as determined using the first in, first out
               method.

NOTE 3  STOCKHOLDERS' EQUITY

               (A) Issuance of Common Stock for Cash

               During the three months ended June 30, 2000,  the Company  issued
               292,692 shares of common stock for proceeds of $371,940.


                                       5

<PAGE>

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

     The following  discussion  relates to the results of our operations for the
period, and our financial condition:

General
-------

     Square  Shooter's  business is the  development,  manufacture and marketing
through  wholesale  and  retail  outlets,  of a line of water and  organic-based
fertilizer  delivery  systems for the lawn and garden  markets.  The Company has
been a  development-stage  company with its activities  consisting  primarily of
continued research and development, test marketing of products and raising of
funds. The Company's primary products are skid-mount,  movable square sprinklers
and canister square sprinklers for in-ground system installation.


RESULTS OF OPERATIONS
---------------------
     The following  discussion  and analysis below should be read in conjunction
with the financial statements,  including the notes thereto, appearing elsewhere
in this report.

     For  the period  since  inception  (June 1, 1998)  through  June 30,  2000,
during the Company's  development stage, the Company has total current assets of
$239,886,  consisting  of $8,761 cash,  $56,000 in  receivables  and $175,000 in
inventory.  Inventory  is comprised of product in the  Company's  warehouse  and
product awaiting  shipment to the U.S. from Taiwan.  Since inception the Company
has accumulated net losses of $(2,272,491).

THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO JUNE 30, 1999
------------------------------------------------------------
     The Company had revenues of $20,728 during the current period from the sale
of its  skid-mount  sprinklers  to a  major  retail  chain  in a test  marketing
program.  This  compares to no revenues  for the  comparable  period a year ago.
During this period, cost of goods sold was $17,163, for a gross profit of $3,565
for the three months ended June 30, 2000. During the current period, the Company
had total  operating  expenses  of  $258,869,  including  $81,088  for  Contract
services,   $112,083  for  advertising  and$50,415  for  selling,   general  and
administrative  expenses  ("SG&A"),  compared  to total  operating  expenses  of
$37,963 for the prior fiscal period ended June 30, 1999,  including  $17,826 for
contract services and $6,831 for SG&A for the three month period ending June 30,
1999.

Although  expenses  exceeded income,  the company used these sales of skid-mount
sprinkler  products  to a  large  retailer  to  test  the  reliability  of  this
manufactured product.  Contracting services for this period were proportionately
high; more independent contractor services were required in order to educate the
store  personnel  where the product was  offered.  Additionally,  more money was
spent  on  advertising  materials  to be  placed  in the  store as Point of Sale
displays to attract  buyers.  For sales to large  retailers  in the future,  the
Company  plans to use the services of  independent  sales  agents who  typically
absorb the cost of point of sales materials, rather than the manufacturer.

                                        6

<PAGE>


NINE MONTHS ENDED JUNE 30, 2000 COMPARED TO JUNE 30, 1999
----------------------------------------------------------

     In this current period,  the Company completed a test marketing program for
its canister lawn sprinkling  products at a major home improvement retail chain.
The Company was also  successful in qualifying the sale of its  skid-mount  lawn
sprinkling  products  at the  largest  retail  chain in the  United  States  and
realized revenues in the third quarter for sales to this customer.  Revenues for
the nine months ended June 30, 2000 were $20,728,  compared to $357,029 in sales
recorded in the nine month  period a year ago.  The Company had total  operating
expenses of $2,044,560, comprised primarily of $1,757,182 for contract services,
including  consulting  expense from the issuance of the  Company's  common stock
valued at $1,500,000.  Other operating expenses for the period were $140,987 for
advertising,  $7,843 for royalty expense, $47,942 for travel expense and $86,198
for SG&A. Total operating  expenses for the comparable period a year ago totaled
$111,858,  including  $43,000 for royalty  expense,  $26,554  for  research  and
development, $17,826 for contract services and $9,087 for SG&A.

Following the completion of the original testing program (of the canister units)
with a large retailer in December 1999,  management evaluated the reliability of
the product and as a result instituted changes in component parts to improve the
product.  Another  test with an  irrigation  contractor  has been  initiated  to
evaluate our changes and is now underway. No significant sales of canister units
have been recorded during the current period while testing is in progress.

Expenses for  marketing  and securing  large  retailers  were more than expected
during  this  period,  but other  expenditures  were in line with  manufacturing
costs.

Royalty  expenses  were usual and  ordinary,  and will  decrease  as  production
numbers  go up.  Royalty  payments  are  based on a  sliding  scale and per unit
expense is reduced as manufacturing numbers increase.

Marketing  was still  active  during  this period and talks with  another  large
retailer was intiated and a commitment  secured on our residential skid package.
This is another test market using our residential skid unit and was limited to a
small area of the Sun Belt in the United States with no  anticipation of further
sales  this  year.  This is only to test our skid unit.  No  revenues  from this
customer for this product were recognized during this period.

                                       7


<PAGE>


FINANCIAL CONDITION AND LIQUIDITY
---------------------------------
     The Company has an ongoing  need to finance its  activities.  To date,  the
Company has funded  these cash  requirements  by offering and selling its Common
Stock through private placements of its securities.  For the current three month
period,  the Company  received  $371,940 in cash  proceeds  from the sale of its
common  stock,  for a total of $802,235 for the nine months ended June 30, 2000.
The Company  intends to seek financing in the current year from continued  sales
of its securities through private placements,  issuance of debt securities, bank
borrowings and may offer its securities in a public offering.

The company has expended much time and money in testing the various products and
believes that we are close to a very good final product. However, there is still
need for  additional  changes in some of the products  which will require  large
amounts of capital  and further  testing  combined  with travel and  independent
contractor services. Our marketing efforts have produced excellent prospects for
additional sales with some very large companies as soon as our product is ready.
The  company  has an  agreement  to  co-venture  with a  large  well-established
manufacturer as a result of our conservation of water and installation.


PART II   OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds

     Recent Sales of Unregistered Securities

     During  the  three  months  ended  June 30,  2000,  the  Company  made the
following  issuances  and sales of  securities  in reliance  upon the  exemption
provided by Section 4(2) of the Securities Act of 1933.

     The Company sold 292,692 shares of common stock to accredited investors for
cash proceeds of $371,940.


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

       (a)      Exhibits

       Exhibit No.     Description
       ----------      -----------
           27          Financial Data Schedule


       (b)      Reports on Form 8-K

                    None.


                                        8

<PAGE>


                                   SIGNATURES
                                   ----------

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

                                        SQUARE SHOOTER INTERNATIONAL LIMITED
                                        ------------------------------------
                                        Registrant


 September 20, 2000               By:      /s/ Edgar O. Harman
 ------------------                      --------------------------------
                                            Edgar O. Harman
                                            Chief Financial Officer
                                           (Principal Financial Officer)





                                        9
<PAGE>


                                  EXHIBIT INDEX


Exhibit No.                Description
----------                 -----------
    27                     Financial Data Schedule








                                      10