FORM 10-QSB
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   (Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
          ACT OF 1934 For the quarterly period ended: October 31, 1999

                                       Or

    [ ] 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: 0-25151

                        FOREST GLADE INTERNATIONAL, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                         NEVADA                52-212-549
                 ----------------------------------------------
                 (State of incorporation) (IRS Employer ID No.)

       444 Victoria Street, Suite 370 Prince George, B.C., CANADA   V2L 2J7
       ----------------------------------------------------------------------
        (Address of principal executive offices)                   (Zip Code)

       Registrant's telephone number, including area code: (250) 564-6868
                                                           ---------------

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),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No

As of December 20, 1999, the  Registrant  had 36,900,000  shares of Common Stock
outstanding.

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

THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN THE GENERAL INSTRUCTIONS AND IS
THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.


<PAGE>



Part I Financial Information
==============================


Item 1 Financial Statements.
------------------------------

Consolidated Interim Balance Sheets -
   October 31, 1999 and July 31, 1999

Consolidated Interim Statements of Operations Three months
   three months ended October 31, 1999

Consolidated Interim Statement of Stockholders' Equity Three
   months ended October 31, 1999

Consolidated Interim Statement of Cash Flow -
   Three months ended October 31, 1999

Notes to Consolidated Interim Financial Statements



<PAGE>

<TABLE>
<CAPTION>




                        Forest Glade International Inc.
                       Consolidated Interim Balance Sheets
                                                               October 31        July 31
                                                               1999              1999
                                                               (Unaudited)
-------------------------------------------------------------------------------------------
<S>                                                            <C>               <C>
Assets
      Current
       Cash                                                    $      5,803      $    6,630
        Prepaid expenses                                              3,637           4,762
                                                               ------------      ----------
                                                                      9,440          11,392

Investment in SSA Coupon Ltd. (Note 4)                              139,987            -
Restricted cash  (Note 2)                                           139,954         248,738
Property and equipment (Note 3)                                     982,091         959,019
                                                               ------------      ----------
                                                               $  1,271,472      $1,219,149
                                                               ============      ==========
Liabilities and Stockholders' Equity (Deficit)
     Liabilities
      Current
         Accounts payable and accrued liabilities               $    80,882      $   81,178
         Liability on investment in SSA Coupon Ltd. (Note 4)           -             60,288
         Notes payable (Note 2)                                     139,954               0
        Security deposits                                             2,281           2,225
        Due to directors                                             29,904          29,842
        Current portion of long-term debt                            21,400          21,887
                                                               ------------      ----------
                                                                    274,421         195,420

Long-term debt                                                    1,448,870         939,445
Deferred income taxes                                               156,843         155,598
                                                               ------------      ----------
                                                                  1,880,134       1,290,463
                                                               ------------      ----------
Stockholders' equity (deficit)
  Capital stock
    Authorized
        200,000,000 common shares, par value $0.001
    Issued
        17,800,000 (July 31, 1999 - 17,900,000) common shares        17,800          17,900
   Additional paid-in capital                                       135,219         435,524
   Accumulated deficit                                             (764,653)       (527,868)
   Accumulated other comprehensive income - foreign
     currency translation gains                                       2,972           3,130
                                                               ------------      ----------
                                                                   (608,662)        (71,314)
                                                               ------------      ----------
                                                               $  1,271,472      $1,219,149
                                                               ============      ==========
</TABLE>

<PAGE>

<TABLE>
<CAPTION>




                         Forest Glade International Inc.
            Consolidated Interim Statements of Operations (Unaudited)

                                                            For the three-month periods ended
                                                                       October 31
                                                                   1999             1998
---------------------------------------------------------------------------------------------
<S>                                                            <C>               <C>
Revenue
  Rentals                                                     $      29,018      $     -
                                                               -------------     -----------
Expenses
  Bank charges                                                          214             814
  Depreciation                                                       13,614              13
  Management fees                                                    32,107            -
  Office and miscellaneous                                            3,361           2,421
  Professional fees                                                  38,911          11,088
  Property management                                                 5,982            -
  Property taxes and utilities                                        8,216            -
  Repairs and maintenance                                             2,841            -
  Travel and promotion                                                1,249            -
                                                               -------------     -----------
                                                                    106,495          14,336

                                                                    (77,477)        (14,336)

Loss on investment (Note 4)                                        (154,725)           -
Interest on long-term debt                                           (5,837)           -
Loss on termination of trailer park acquisition (Note 5)             (1,352)        (69,985)
                                                               -------------     -----------
Loss before income taxes                                           (239,391)        (84,321)

Income tax recovery - deferred                                        2,606            -

Net loss for the period                                        $   (236,785)     $  (84,321)
                                                               =============     ===========


Loss per share                                                 $     (0.01)      $     -
                                                               =============     ===========

Weighted average shares outstanding                              17,866,667      17,700,000
                                                               =============     ===========


</TABLE>






<PAGE>


<TABLE>
<CAPTION>




                        Forest Glade International, Inc.
       Consolidated Interim Statements of Changes in Stockholders' Equity
                                   (Unaudited)

               For the three-month period ended October 31, 1999




                                                                                   Accumulated
                                                                                   Foreign      Total
                                                       Additional                  Currency     Stockholders'
                                Common Stock           Paid-In      Accumulated    Translation  Equity
                             Shares        Amount      Capital      Deficit        Gains        (Deficit)
-------------------------------------------------------------------------------------------------------------

<S>                          <C>           <C>         <C>          <C>            <C>          <C>
Balance, August 1, 1999      17,900,000    $ 17,900    $ 435,524    $ (527,868)    $  3,130     $ (71,314)

Repurchase of common shares
  for cancellation and
  adjustment to the purchase
  price of 514592 BC Ltd.
  (Note 2(b))


                               (100,000)       (100)    (300,305)         -            -         (300,405)
                             -----------   ---------   ----------   -----------    ----------   -------------
                             17,800,000      17,800      135,219      (527,868)       3,130      (371,719)
                             -----------   ---------   ----------   -----------    ----------   -------------
Net loss for the period                                 (236,785)                      -         (236,785)

Foreign currency translation
  adjustments                                                             -            (158)         (158)

Total comprehensive income                              (236,785)                      (158)     (236,943)
                             -----------   ---------   ----------   -----------    ----------   -------------
Balance, October 31, 1999    17,800,000    $ 17,800    $ 135,219    $ (764,653)    $  2,972     $(608,662)
                             ===========   =========   ==========   ===========    ==========   =============


</TABLE>











<PAGE>

<TABLE>
<CAPTION>


                         Forest Glade International Inc.
                  Consolidated Interim Statements of Cash Flows
                                   (Unaudited)

                                                            For the three-month periods ended
                                                                       October 31
                                                                   1999             1998
----------------------------------------------------------------------------------------------
<S>                                                            <C>               <C>
Cash provided (used) by

Operating activities
  Net loss for the period                                      $   (236,785)     $  (84,321)
  Adjustments to reconcile net loss to net cash used in
      operating
   Activities
     Loss on investment in SSA Coupon Ltd.                          154,725            -
     Depreciation                                                    13,614              13
     Deferred income tax recovery                                    (2,606)           -
     Loss on termination of trailer park acquisition                   -             69,985
  Changes in assets and liabilities
     (Increase) decrease in prepaid expenses                          1,234            -
     Increase (decrease) in accounts payable and accrued
       liabilities                                                   (1,513)         (8,202)
                                                               -------------     -----------
  Net cash used in operating activities                             (71,331)        (22,525)
                                                               -------------     -----------
Investing activities
  Deposit and costs incurred on terminated trailer park
     acquisition                                                       -            (56,757)
   Investment in SSA Coupon Ltd.                                   (355,000)           -
   Purchase of property and equipment                               (12,838)           -
                                                               -------------     -----------
                                                                   (367,838)        (56,757)
                                                               -------------     -----------
Financing activities
  Repayment of long-term debt                                        (5,642)           -
  Proceeds on long-term debt                                        492,460          87,778
  Additional consideration paid on acquisition of 514592
    BC Ltd.                                                         (24,615)           -
  Repurchase of common stock                                       (137,895)           -
  Repayment of advances from directors                              (45,770)           -
  Advances from directors                                            45,095            -
  Issuance of common stock                                             -                 13
                                                               -------------     -----------
Net cash provided by financing activities                           323,633          87,791
                                                               -------------     -----------
Increase (decrease) in cash for the period                         (115,536)          8,509

Effect of foreign exchange on cash                                    5,925            -

Cash, beginning of period                                           255,368           3,016
                                                               -------------     -----------
Cash, end of period                                            $    145,757      $   11,525

                                                          =============     ===========
</TABLE>


<PAGE>






                         Forest Glade International Inc.
             Notes to the Consolidated Interim Financial Statements
                                   (Unaudited)



October 31, 1999 and 1998


1.   Basis of Presentation

     The consolidated  interim  financial  statements  included herein have been
     prepared  by  the  Company,  without  audit,  pursuant  to  the  rules  and
     regulations of the Securities and Exchange Commission.  Certain information
     and footnote disclosures normally included in financial statements prepared
     in accordance  with  generally  accepted  accounting  principles  have been
     condensed or omitted pursuant to such rules and  regulations,  although the
     Company  believes that the disclosures are adequate to make the information
     presented not misleading.

     These statements  reflect all  adjustments,  consisting of normal recurring
     adjustments  which,  in the opinion of  management,  are necessary for fair
     presentation of the  information  contained  therein.  It is suggested that
     these consolidated interim financial statements be read in conjunction with
     the  financial  statements  of the Company for the year ended July 31, 1999
     and notes thereto  included in the  Company's  10-KSB  annual  report.  The
     Company follows the same accounting  policies in the preparation of interim
     reports.

     Results of operations for the interim  periods are not indicative of annual
     results.


2.   Business Acquisitions

     a)   On  November  17,  1998,  the  Company  acquired  all the  issued  and
          outstanding  shares of FGP in exchange  for 7.7 million  shares of the
          Company's  common stock.  The  transaction was accounted for using the
          purchase method as a reverse acquisition as the former shareholders of
          Forest  Glade  Properties  Inc.  ("FGP")  controlled  the Company upon
          conclusion  of  this   transaction.   Accordingly,   these   financial
          statements  have been accounted for as a continuation  of FGP. The net
          assets of the Company at the date of acquisition  consisted of $90,000
          of  cash  received  on its  initial  capitalization.  The  comparative
          amounts  presented for the  three-month  period ended October 31, 1998
          are those of FGP.

     b)   On December 1, 1998, FGP acquired beneficial control of certain assets
          and  liabilities  comprising  the  Mountain  View Park (the "Park") in
          British Columbia, Canada, from 514592 BC Ltd. a company 50% controlled
          by a director of the Company in exchange  for the  issuance of 200,000
          shares of common stock.


<PAGE>



2.   Business Acquisitions - Continued

     The fair value of assets  acquired and  liabilities  assumed at the date of
     acquisition was as follows:

          Current assets               $     9,386
          Property and equipment           981,750

                                           991,136

          Current liabilities              (21,204)
          Long-term debt                  (454,692)
          Deferred income taxes           (161,882)

                                       $   353,358
                                       ------------------

     The acquisition was accounted for using the purchase method.  On August 31,
     1999,  the terms of the  acquisition  were  amended  such that the  Company
     acquired the shares of 514592 BC Ltd. as opposed to the assets.  Aside from
     the  legal  structure  of  the  acquisition,  the  terms  of  the  original
     acquisition agreement remain except for the following:

     i)   The resultant change in structure  created a deferred tax liability on
          acquisition equal to the difference between the fair value assigned to
          the property and equipment for  accounting  purposes and the carryover
          basis used for tax purposes. This temporary difference was recorded in
          the July 31, 1999 annual financial statements of the Company.

     ii)  The Company  repurchased and cancelled  100,000 shares of common stock
          previously  issued to two  stockholders  controlling 50% of the common
          stock of 514592 BC Ltd. in exchange for approximately $287,000. 50% of
          the repurchase  price was paid on closing with the balance due without
          interest  on March 2, 2000.  Cash  advanced  to the Company and put in
          trust to settle balance due in March 2000 is recorded as  "restricted"
          on the Balance Sheet.

     iii) Additional  cash  consideration  of $24,615  was paid to the other 50%
          stockholder of 514592 BC Ltd. This stockholder, also a director of the
          Company,  received  reimbursement of approximately  $13,305 he paid to
          the other 50% stockholder for management  services  supplied to 514592
          BC Ltd.

     The effect of the transactions in (ii) and (iii) above were recorded in the
     consolidated  financial statements for the three-month period ended October
     31, 1999 as a reduction of additional paid-in capital.


2.   Business Acquisitions - Continued

     The summarized  unaudited  pro-forma  results of operations set forth below
     for the  three-month  period  ended  October 31, 1998 assume that the above
     acquisitions  of FGP and the Park occurred as of August 1, 1998 and include
     expenses for amortization of property and equipment acquired.


<PAGE>

                                              Three-month
                                              period ended
                                              October 31, 1998
--------------------------------------------------------------

     Revenue                                  $     30,080
     Pro-forma net loss                       $    (91,461)
     Pro-forma net loss per common share      $      (0.01)


     c)   On July 23,  1999,  the Company  entered  into an  agreement  with SSA
          Coupon Ltd. ("SSA") to acquire a 20% interest in SSA. SSA is a company
          that was  incorporated  in British  Columbia,  Canada on September 24,
          1998  for the  purpose  of  developing,  exploiting  and  marketing  a
          geographically  enabled  internet  web search  engine and smart source
          data base and internet portal and personalized internet communications
          tool. As consideration, the Company paid $25 and agreed to raise $1.25
          million in capital for the working  capital use of SSA to be forwarded
          to SSA in $40,000  weekly  increments.  Additionally,  the Company has
          agreed to pay, or cause SSA to pay to the three founding  shareholders
          of  SSA,  in  perpetuity,  royalties  aggregating  to 7% of the  gross
          revenues of SSA and/or the Company relating to the technology  created
          by SSA. Such royalties  will be paid on a quarterly  basis (See Note 4
          for detail on contributions made).

          Subsequent to July 31, 1999, the Company entered into a share exchange
          agreement with the other  shareholders of SSA to acquire the remaining
          interest in SSA in exchange  for 19 million  restricted  shares of the
          Company's  common stock.  Restrictions on these shares will be removed
          at the rate of 10% each year after their issuance.

          This agreement closed on November 3, 1999.  Effective as of that date,
          the  transaction  was  accounted  for  using  the  purchase  method of
          accounting as applicable for reverse  acquisitions.  Following reverse
          acquisition accounting, financial statements subsequent to the closing
          of this  acquisition  will be presented as a continuation  of SSA. The
          value assigned to the common stock of the Company on acquisition  will
          be determined based on the fair value of the net assets of the Company
          at the date of acquisition.





<PAGE>



3.   Property and Equipment

     Property and equipment is recorded at cost.  Depreciation  is provided over
     the estimated useful lives of the property and equipment on a straight-line
     basis at rates set out below:

<TABLE>
<CAPTION>

                                         October 31, 1999                July 31, 1999
                                                     Accumulated                    Accumulated
                               Rate    Cost          Depreciation     Cost          Depreciation
     -------------------------------------------------------------------------------------------
     <S>                       <C>     <C>           <C>            <C>           <C>
     Land                        -     $  338,331   $   -           $ 330,119      $   -
     Building                   4%         15,143         560          14,776           398
     Fencing and equipment     20%         21,364         1,584         8,221         1,147
     Pads                       8%        658,065        48,668       642,092        34,644
                                       ------------   ---------       -----------   ----------
                                        1,032,903        50,812       995,208        36,189

                                       --------------------------     --------------------------
     Net book value                             $ 982,091                   $ 959,019



</TABLE>



4.   Investment in SSA Coupon Ltd.
                                           October 31           July 31
                                           1999                 1999
     ----------------------------------------------------------------------
     Balance, beginning of period          $(60,288)            $    -

     Capital advanced to SSA (Note 2)       355,000               175,000

     Share of loss of SSA for the period   (154,725)             (235,288)
                                           -----------          -----------
     Balance, end of period                $139,987             $ (60,288)
                                           ===========          ===========

    Assets and liabilities of SSA are summarized as follows:

                                           October 31           July 31
                                           1999                 1999
     ----------------------------------------------------------------------
     Current assets                        $136,248             $  53,899
     Fixed assets                           110,772                 3,448
                                           -----------          -----------
                                            247,020                57,347
                                           ===========          ===========

     Current  liabilities  (including
     $92,125  and  $117,038  owed to
      the three founding  stockholders
     of SSA at  October  31,  1999 and
     July  31,  1999)                      (107,033)             (117,635)
                                           -----------          -----------
                                           $139,987             $ (60,288)
                                           ===========          ===========

<PAGE>



4.   Investment in SSA Coupon Ltd. - Continued

     The Company advanced an additional $80,000 to SSA subsequent to October 31,
     1999.

     The Company has recognized  100% of the loss incurred by SSA for the period
     from SSA's  incorporation  (September 24, 1998) as the Company was the only
     stockholder of SSA with a continuing obligation to provide working capital.
     SSA is in the development stage and to date has not recognized any revenue.

     SSA,  along with its three  founding  stockholders,  is the defendant in an
     action filed in the Supreme Court of British  Columbia in October 1999 by a
     former consultant to the Company.  The action claims breach of contract and
     seeks  unspecified  damages.  The Company  believes  that the action has no
     merit and intends to  vigorously  defend the action.  On November 17, 1999,
     the Company commenced an action against the consultant seeking compensation
     for amounts allegedly  misappropriated by the consultant as well as general
     damages.

     Amounts  advanced to the  consultant by the Company on behalf of SSA during
     the  three-month  period  ended  October 31,  1999 and not  received by SSA
     totalled approximately $95,000 (year ended July 31, 1999 - $114,814). These
     amounts have been written off in the periods of advance.

     Management  does not expect  that the  outcome of these  legal  proceedings
     could have a material adverse effect on the Company's financial  condition,
     results of  operations  or cash flows.  The  outcomes of these  actions are
     indeterminable.  Accordingly,  any  further  losses or  recoveries  will be
     recorded in the period they become probable and quantifiable.


5.   Termination of Trailer Park Acquisition

     The Company paid a  non-refundable  deposit and incurred  certain  costs in
     connection with the potential acquisition of a mobile home park in Alberta,
     Canada.  In November 1998, the Company abandoned the acquisition and, thus,
     the deposit and all amounts previously deferred have been written off.



6.   Related Party Transactions

     Related party  transactions not disclosed  elsewhere in these  consolidated
     financial  statements  include  $3,356  (1998 - $Nil)  charged by a company
     controlled by the Company's President for rent and administrative services.





7.   Supplementary Cash Flow Information

     Required disclosures of supplemental  information on the Statements of Cash
     Flows include:

<PAGE>


     a)   partial consideration for common stock repurchased was the issuance of
          a promissory note in of the amount of $137,895 (1998 - $Nil).

     b)    cash consists of:
                                           1999                 1998
          -----------------------------------------------------------------
          Cash                             $  5,803             $  11,525
          Restricted cash                   139,954                  -
                                           -----------          -----------
                                           $145,757             $  11,525
                                           ===========          ===========

     c)   Interest paid for the  three-month  periods ended October 31, 1999 and
          1998 was $8,124, and $Nil.


8.   Long-term Debt

     During the three-month  period ended October 31, 1999, the Company received
     additional  non-interest  bearing advances in contemplation of future share
     issuances  totalling  $490,000  to  satisfy  obligations  to  SSA  and  the
     stockholders of 514592 B.C. Ltd. under the agreements described in Note 2.





9.   New Accounting Pronouncements

     In June 1998, the Financial Accounting Standards Board issued SFAS No. 133,
     Accounting for Derivative Instruments and Hedging Activities.  SFAS No. 133
     requires companies to recognize all derivatives  contracts as either assets
     or liabilities  on the balance sheet and to measure them at fair value.  If
     certain conditions are met, a derivative may be specifically  designated as
     a hedge,  the  objective  of which is to match  the  timing of gain or loss
     recognition  on the  hedging  derivative  with the  recognition  of (i) the
     changes  in the fair  value of the  hedged  assets  or  liability  that are
     attributable  to the hedged risk or (ii) the earnings  effect of the hedged
     forecasted  transaction.  For a  derivative  not  designated  as a  hedging
     instrument,  the gain or loss is  recognized  in  income  in the  period of
     change.  SFAS No. 133 is effective for all fiscal  quarters of fiscal years
     beginning after June 15, 2000.

     Historically, the Company has not entered into derivatives contracts either
     to hedge  existing  risks or for  speculative  purposes.  Accordingly,  the
     Company does not expect  adoption of the new standards on August 1, 2000 to
     affect its financial statements.

     In April 1998,  the  American  Institute of  Certified  Public  Accountants
     issued  Statement  of Position  98-5,  "Reporting  on the Costs of Start-Up
     Activities",   ("SOP  98-5")  which  provides  guidance  on  the  financial
     reporting of start-up costs and  organization  costs.  It requires costs of
     start-up activities and organization costs to be expensed as incurred.  SOP
     98-5 is effective for fiscal years  beginning  after December 15, 1998 with
     initial  adoption  reported  as  the  cumulative  effect  of  a  change  in
     accounting  principle.  Adoption of this standard would not have a material
     effect on the financial statements.


<PAGE>


Item 2 - Management's Discussion and Analysis or Plan of Operation.
===================================================================

The following  should be read in  conjunction  with the  Consolidated  Financial
Statements and notes thereto appearing  elsewhere in this report.  The Company's
1999 fiscal year is its first  operational  year and includes  costs  associated
with its 10SB  registration.  All  amounts  are  stated in U.S.  dollars  unless
otherwise noted.


Results of Operations / Plan of Operations
------------------------------------------
The Company  had a net loss of $523,889  for the fiscal year ended July 31, 1999
and a net  loss of  $236,785  for the  three  months  ended  October  31,  1999.
Contained  in the loss for the  three  months  ended  October  31,  1999 was the
$154,725 loss of its subsidiary  SSA Coupon Ltd.  While the Company  anticipates
continued losses from SSA, it does not anticipate  significant  future operating
losses from the Mountain View Park.  The Company's  Mountain View Park generated
$29,018  in revenue  for the the three  months  ended  October  31,  1999 and is
expected to continue or increase  such revenue for the  remainder of the current
fiscal year.  Management  believes that the Sparwood,  British  Columbia area is
growing rapidly due to the development of a ski resort in nearby Fernie, British
Columbia. Management believes that as result the vacancy rate will decrease. The
Company  does  not  anticipate  any  significant  increase  in  maintenance  and
operating expenses.

The  Company's  Plan  of  Operation  for  its  SSA  subsidiary  is  to  continue
development of the Web-Retriever  site with preliminary beta testing to begin in
December,  1999 with full beta testing by March, 2000. The Company has projected
the site to be fully  operational by April,  2000. The anticipated  expenses for
the preliminary beta testing include $60,000 for computer systems,  $3,000 for a
four hour power supply  system,  $75,000 to purchase  data bases for  use in the
site, $28,000 for programmers,  web page designers and other technical personnel
and $10,000 for high speed  communications  lines, rent and other expenses.  The
anticipated  expenses  for the full beta testing are an  additional  $56,000 for
programmers,  web page designers and other  technical  personnel and $18,000 for
high speed  communications  lines, rent and other expenses.  Upon achieving full
technical  operations,  the Company  anticipates  that a  multi-media  marketing
campaign to promote the site will require $5,000,000 to $10,000,000. The Company
is committed to provide  $1,250,000 of working  capital to SSA in $40,000 weekly
increments  since July,  1999.  The Company has  provided  SSA with  $610,000 in
capital through November 15, 1999.

The Company has incurred  operating losses since inception.  The continuation of
the Company is dependent upon the continuing  financial support of its creditors
and  stockholders  and  obtaining  long term  financing  as well as  achieving a
profitable  level of  operations.  Management  plans to raise equity  capital to
finance  the  operations  and  capital   requirements  of  the  Company.  It  is
management's  intention to raise new equity  financing of approximately $3 to $5
million within the upcoming  twelve months.  There are,  however,  no assurances
that  any  such  activity  will  generate  funds  that  will  be  available  for
operations.   Accordingly,  the  Company's  financial  statements  contain  note
disclosure  describing  the  circumstances  that lead there to be doubt over its
ability  to  continue  as a going  concern.  The  Company's  auditors  have also
commented in this regard in their comments by auditor for  U.S.readers on Canada
- US  reporting  differences  in  connection  with their  audit of July 31, 1999
financial statements in this regard.


Liquidity
---------

The Company has funded its operations  during the three months ended October 31,
1999  through  internally  generated  revenues  and  loans  from  the  Company's
directors ($45,095) and non-recourse advances from unaffiliated third parties in
the amount of $492,460.  These funds have been  advanced in  contemplation  of a
future  offering of the Company's  common  stock.  The Company has recorded this
amount as a long term liability though there are no terms of repayment, interest
accruing or security interest attached to the liability. The Company anticipates
conducting a private  placement or public offering of its securities to fund the
SSA Plan of Operations.

The Company also  expended  $137,895  for the  repurchase  of 100,000  shares of
common stock  pursuant to the August 31, 1999  Amendment to the December 1, 1998
agreement  whereby the Company  acquired its Mountain View Mobile Home Park from
514592 BC Ltd. The Company has also recorded  $139,954 as restricted  cash which
is payable to certain shareholders of 514592 BC Ltd., in March, 2000.


Year 2000 Computer Issue
------------------------
The Year 2000 Issue  arises  because  many  computerized  systems use two digits
rather than four to identify a year.  Date-sensitive  systems may  recognize the
year 2000 as 1900 or some other date, resulting in errors when information using
the year 2000 date is processed. In addition, similar problems may arise in some
systems  which use certain  dates in 1999 to  represent  something  other than a
date. The effects of the Year 2000 Issue may be experienced before, on, or after
January 1, 2000 and if not  addressed,  the impact on  operations  and financial
reporting may range from minor errors to significant  system failure which could
affect an entity's  ability to conduct  normal  business  operations.  It is not
possible  to be certain  that all aspects of the Year 2000 Issue  affecting  the
entity, including those related to the efforts of customers, suppliers, or other
third parties, will be fully resolved.



<PAGE>



Part II - Other Information
===========================


Item 1 - Legal Proceedings:
--------------------------
The Company's  subsidiary,  SSA Coupon Ltd., is a defendant in a action filed in
the Supreme  Court of British  Columbia in October  1999,  by Trevor  Kray.  The
action also names Maurice  Simpson,  William Murray and Dana Shaw as defendants.
The action claims a breach of contract by the Defendants  and seeks  unspecified
damages.  Trevor Kray was a consultant engaged by SSA Coupon, Ltd., to assist it
with corporate  development and financing.  The Company believes that the action
has no merit and intends to vigorously  defend the action. On November 17, 1999,
SSA Coupon Ltd.,  commenced an action against Trevor and Shannon Kray and Kray &
Company  Consulting  ("the Krays") alleging  misappropriation  and conversion to
their  personal use of approximately $235,000 advanced to them as consultants on
behalf of SSA Coupon Ltd. It is also alleged the Krays misrepresented the amount
of funding  provided  by a  financier  on behalf of SSA  Coupon and thus  caused
delays in the  development  and  completion  of SSA Coupon Ltd.,  projects.  SSA
Coupon Ltd., seeks compensation for monies  misappropriated by the Krays as well
as general  damages.  Management does not expect that the outcome of these legal
proceedings  could have a material  adverse  effect on the  Company's  financial
condition, results of operations or cash flows.


Item 2. - Changes in Securities:
--------------------------------
On August 30, 1999,  the Company  entered  into an Agreement on Principal  Terms
with  Maurice   Simpson,   William  Murray  and  Dana  Shaw  (the  SSA  Majority
Shareholders) to acquire their shares representing 80% of the outstanding common
stock of SSA in  exchange  for  19,000,000  shares of the  Company's  restricted
common stock.  The Share  Exchange  Agreement was executed on September 29, 1999
and closed on November 3, 1999.

With  respect to the sales  made,  the  Company  relied on  Section  4(2) of the
Securities Act of 1933, as amended.  No advertising or general  solicitation was
employed in offering the  securities.  The securities were offered to accredited
investors who were provided all of the current public  information  available on
the Company.


     Item 3. - Default Upon Senior Securities: There are no defaults to report.

     Item 4. - Submission of Matters to a Vote of Security Holders:  None during
               the quarter.

     Item 5. - Other Information: None

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

                    Change in Control /  Acquisition  of SSA Coupon Ltd.,  dated
                    August 30, 1999

                    Change in Auditors dated October 21, 1999


<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.


FOREST GLADE INTERNATIONAL, INC.

Dated: December 21, 1999

/s/ WAYNE LOFTUS
----------------------------
    Wayne Loftus, President


/s/  GIL RAHIER
----------------------------------------
     Gil Rahier, Chief Financial Officer