UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)
[x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
       For the quarterly period ended September 30, 2000

[ ]  TRANSITION REPORT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934
      For the Transition Period from _______________ TO _______________.

                                    333-44747
                            (Commission File Numbers)

                        ROSEDALE DECORATIVE PRODUCTS LTD.
             (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>

<S>                                                              <C>
                  Ontario, Canada                                            5110
         (State or other jurisdiction of                         (Primary Standard Industrial
         incorporation or organization)                          Classification Code Number)
</TABLE>


                               731 Millway Avenue
                                Concord, Ontario
                                 Canada L4K 3S8
                    (Address of principal executive offices)

                                 (619) 794-2602
              (Registrants' telephone number, including area code)

                                 Not Applicable
              (Former name, former address and former fiscal year,
                          if changed since last report)

     Indicate by check mark whether the  Registrants  (1) have 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
Registrants  were required to file such  reports),  and (2) have been subject to
such filing requirements for the past 90 days. YES [ X ] NO[ ]

     As of September 30, 2000,  2,765,314  shares of Common Stock,  no par value
per share, of Rosedale Decorative Products Ltd. were issued and outstanding.
<PAGE>
                                     PART I
                              FINANCIAL INFORMATION

Item 1.  Financial Statements


<TABLE>
<CAPTION>

                                         ROSEDALE DECORATIVE PRODUCTS LTD.

                                         INTERIM CONSOLIDATED FINANCIAL STATEMENTS

                                                    SEPTEMBER 30, 2000

                                                        (Unaudited)


                                                     TABLE OF CONTENTS

<S>                                                                                                     <C>
       Interim Consolidated Balance Sheets as of September 30, 2000
       and December 31, 1999                                                                            2 - 3

       Interim Consolidated Statements of Income for the three months ended
        September 30, 2000 and September 30,1999                                                        4

       Interim  Consolidated  Statements  of Income  for the nine  months  ended
        September 30, 2000 and September 30,1999                                                        5

       Interim Consolidated Statements of Cash Flows for the nine months ended
       September 30, 2000 and September 30, 1999                                                        6 - 7

       Interim Consolidated Statements of Stockholders' Equity for the nine months
        ended September 30, 2000                                                                        8

       Condensed Notes to Interim Consolidated Financial Statements                                     9

</TABLE>







                                        1
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Balance Sheets
As of September 30, 2000 and December 31, 1999
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                                      2000                1999

                                                                                        $                   $

                                                        ASSETS
       CURRENT ASSETS

<S>                                                                              <C>                 <C>
           Cash                                                                  2,188,595           3,240,720
           Accounts receivable                                                   3,884,654           3,341,592
           Inventory                                                             5,861,373           7,385,373
           Prepaid expenses and sundry assets                                    1,177,930             626,074
           Income taxes recoverable                                                      -              95,827
                                                                                ----------          ----------
                                                                                13,112,552          14,689,586


       LOAN RECEIVABLE FROM AFFILIATED COMPANY                                           -               2,054

       DEFERRED PRODUCT COSTS                                                    1,261,091             861,366

       MORTGAGES RECEIVABLE                                                        328,220             341,910

       PROPERTY, PLANT AND EQUIPMENT                                             3,062,180           2,901,705
                                                                                ----------          ----------
                                                                                17,764,043          18,796,621
                                                                                ==========          ==========

</TABLE>


          See condensed notes to the consolidated financial statements



                                        2
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Balance Sheets
As of September 30, 2000 and December 31, 1999
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                                      2000                1999

                                                                                        $                   $

                                                      LIABILITIES
       CURRENT LIABILITIES

<S>                                                                              <C>                 <C>
           Bank indebtedness                                                     4,137,349           4,744,567
           Accounts payable and accrued expenses                                 4,771,339           5,289,746
           Income Tax Payable                                                       20,325                   -
                                                                                ----------          ----------
                                                                                 8,929,013          10,034,313


       DUE TO STOCKHOLDERS & DIRECTORS                                             952,541           1,560,918

       DUE TO AFFILIATED COMPANIES                                                 695,976                   -

       DEFERRED INCOME TAXES                                                       211,107             219,913
                                                                                ----------          ----------
                                                                                10,788,637          11,815,144
                                                                                ----------          ----------

                                                 STOCKHOLDERS' EQUITY

       COMMON STOCK                                                              5,061,956           5,061,956

       TREASURY STOCK                                                             (21,294)                   -

       ADDITIONAL PAID-IN CAPITAL                                                  142,314             142,314

       ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)                              (219,946)             66,849

       RETAINED EARNINGS                                                         2,012,376           1,710,358
                                                                                ----------          ----------
                                                                                 6,975,406           6,981,477
                                                                                ----------          ----------
                                                                                17,764,043          18,796,621
                                                                                ==========          ==========
</TABLE>







          See condensed notes to the consolidated financial statements



                                        3
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statement of Income
For the period ended September 30
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                              Three-months        Three-months
                                                                             September 30,       September 30,
                                                                                      2000                1999

                                                                                        $                   $

<S>                                                                              <C>                 <C>
       SALES                                                                     5,475,603           4,784,911

       COST OF SALES                                                             3,228,719           2,863,081
                                                                                ----------          ----------
       GROSS PROFIT                                                              2,246,884           1,921,830
                                                                                ----------          ----------

       OPERATING EXPENSES

           General and administrative                                              696,257             557,931
           Selling                                                                 913,810             589,497
           Design studio                                                           166,537             198,958
           Book development costs                                                   40,903              12,371
           Amortization                                                            214,773             185,649
                                                                                ----------          ----------

       TOTAL OPERATING EXPENSES                                                  2,032,280           1,544,406
                                                                                ----------          ----------

       OPERATING INCOME                                                            214,604             377,424

           Interest expense                                                        140,701              56,835
                                                                                ----------          ----------

       INCOME  BEFORE INCOME TAXES                                                  73,903             320,589

           Income taxes                                                             14,997              91,749
                                                                                ----------          ----------

       NET INCOME                                                                   58,906             228,840
                                                                                ==========          ==========

       Basic and diluted Net Income Per Share                                         0.02                0.08
                                                                                ==========          ==========

       Weighted average number of common shares
           Outstanding                                                           2,772,934           2,765,000
                                                                                ==========          ==========

</TABLE>

          See condensed notes to the consolidated financial statements

                                        4
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statement of Income
For the period ended September 30
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                               Nine-months         Nine-months
                                                                             September 30,       September 30,
                                                                                      2000                1999

                                                                                        $                   $

<S>                                                                             <C>                 <C>
       SALES                                                                    16,484,578          14,302,928

       COST OF SALES                                                            10,176,029           8,836,320
                                                                                ----------          ----------

       GROSS PROFIT                                                              6,308,549           5,466,608
                                                                                ----------          ----------

       OPERATING EXPENSES

           General and administrative                                            1,989,655           1,737,437
           Selling                                                               2,308,451           1,818,841
           Design studio                                                           521,789             570,692
           Book development costs                                                  122,708             104,820
           Amortization                                                            644,318             554,783
                                                                                ----------          ----------

       TOTAL OPERATING EXPENSES                                                  5,586,921           4,786,573
                                                                                ----------          ----------

       OPERATING INCOME                                                            721,628             680,035

           Interest expense                                                        324,171             147,124
                                                                                ----------          ----------

       INCOME BEFORE INCOME TAXES                                                  397,457             532,911

           Income taxes                                                             95,439             159,230
                                                                                ----------          ----------

       NET INCOME                                                                  302,018             373,681
                                                                                ==========          ==========

       Basic and diluted Net Income Per Share                                         0.11                0.14
                                                                                ==========          ==========

       Weighted average number of common shares
           Outstanding                                                           2,781,423           2,765,000
                                                                                ==========          ==========

</TABLE>

                                       5

          See condensed notes to the consolidated financial statements

<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of Cash Flows
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>
                                                                                      Nine-months ended
Nine-months ended
                                                                              September 30       September 30,
                                                                                      2000                1999

                                                                                        $                   $

       Cash flows from operating activities:

<S>                                                                                <C>                 <C>
           Net income                                                              302,018             373,681
                                                                                ----------          ----------

           Adjustments to reconcile net income to net cash provided by (used in)
                operating activities:

           Amortization                                                            644,318             554,783
           Decrease (Increase) in deferred product costs                          (434,214)             17,229
           Increase in accounts receivable                                        (676,859)         (1,836,967)
           Decrease in inventory                                                 1,228,290             909,056
           Increase in prepaid expenses and sundry assets                         (576,924)           (359,513)
           Increase (Decrease) in accounts payable and accrued expenses           (306,607)             98,997
           Increase in income taxes payable/recoverable                            112,315              12,833
                                                                                ----------          ----------

                Total adjustments                                                  (9,681)           (603,582)
                                                                                ----------          ----------

           Net cash provided by (used in) operating activities                    292,337            (229,901)
                                                                                ----------          ----------

       Cash flows from investing activities:

           Increase in deferred policy costs                                            -                   1
           Purchases of property, plant and equipment                            (920,977)         (1,026,377)
                                                                                ----------          ----------

           Net cash used in investing activities                                 (920,977)         (1,026,376)
                                                                                ----------          ----------

</TABLE>













          See condensed notes to the consolidated financial statements



                                        6
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of Cash Flows
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>

                                                                                Nine-months ended  Nine-months ended
                                                                             September 30,       September 30,
                                                                                      2000                1999

                                                                                        $                   $

       Cash flows from financing activities:

<S>                                                                               <C>                  <C>
            (Repayment of) Proceeds from bank indebtedness                        (417,246)            921,904
            Repayment of loans with affiliated companies                          (845,301)              (597)
            (Repayment of) proceeds from Affiliated Companies                       695,976           (79,664)
            Repayment of stockholders' loans                                              -          (117,319)
            Purchase of Treasury Stock                                             (21,294)                  -
            Proceeds from directors loans                                           301,394                  -
                                                                                ----------          ----------

            Net cash provided by (used in) financing activities                   (286,471)            724,324
                                                                                ----------          ----------

       Effect of foreign currency exchange rate changes                           (137,014)            147,637
                                                                                ----------          ----------

       Net decrease in cash and cash equivalents                                (1,052,125)          (384,316)

       Cash and cash equivalents, January 1, 2000                                3,240,720           3,417,414
                                                                                ----------          ----------

       End of nine month period ended September 30, 2000                         2,188,595           3,033,098
                                                                                ==========          ==========

       Income taxes paid                                                            51,778             318,210
                                                                                ==========          ==========

       Interest paid                                                               284,121             255,375
                                                                                ==========          ==========
</TABLE>
















          See condensed notes to the consolidated financial statements




                                        7
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Interim Consolidated Statements of changes in Stockholders' Equity
(Amounts expressed in US dollars)
(Unaudited)
<TABLE>
<CAPTION>

                                           Common
                                            Stock         Common      Additional                         Other
                                        Number of          Stock         Paid-in       Retained  Comprehensive
                                           Shares         Amount         Capital       Earnings  Income (loss)
                                    -------------  -------------  --------------  -------------  -------------
                                                              $               $              $              $
<S>                                     <C>            <C>               <C>      <C>            <C>
       Balance as of December 31,
           1998                         2,765,000      5,013,883         142,314     3,238,608       (388,341)

       Issuance of common stock            21,714         48,073              -              -              -


       Foreign currency translation            -              -               -              -        455,190

          Net loss for the year                -              -               -     (1,528,250)             -
                                    -------------  -------------  --------------  -------------  -------------

       Balance as of December 31,
           1999                         2,786,714      5,061,956         142,314     1,710,358         66,849


       Purchase of Treasury Stock        (21,400)       (21,294)             -               -              -

       Foreign currency translation            -              -              -               -       (286,795)

       Net income for the nine-month
       Period to September 30, 2000            -              -              -         302,018              -
                                    -------------  -------------  --------------  -------------  -------------


       Balance as of September 30,
           2000                         2,765,314      5,040,662         142,314      2,012,376      (219,946)
                                    =============  =============  ==============  =============  =============


</TABLE>













          See condensed notes to the consolidated financial statements



                                        8
<PAGE>
ROSEDALE DECORATIVE PRODUCTS LTD.
Condensed Notes to Consolidated Financial Statements
As of September 30,2000
 (Amounts expressed in US dollars)
 (Unaudited)





1.       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

           The accompanying  unaudited  consolidated  financial  statements have
           been prepared in accordance with the instructions to Form 10-Q and do
           not include all the information  and footnotes  required by generally
           accepted accounting principles for complete financial statements.  In
           the  opinion  of  management,  all  adjustments  (consisting  of  all
           recurring accruals)  considered  necessary for fair presentation have
           been  included.  Operating  results for the  interim  periods are not
           necessarily  indicative  of the results  that may be expected for the
           year ended December 31, 2000. Interim financial  statements should be
           read in conjunction  with the Company's  annual audited  consolidated
           financial statements.

           The unaudited  consolidated financial statements include the accounts
           of Rosedale  Decorative  Products Ltd. ("the company") and its wholly
           owned   subsidiaries,   Rosedale   Wallcoverings   and  Fabrics  Inc.
           ("Rosedale")  and Ontario  Paint and Wallpaper  Limited  ("Ontario"),
           respectively.

           All  material  inter-company   accounts  and  transactions  have been
           eliminated.


       2.  CONTINGENCIES

           a)   Rosedale has been re-assessed by Revenue Canada and the Province
                of Ontario for fiscal years ended December 31, 1993 and December
                31, 1994 for additional  corporate  income taxes estimated to be
                $779,000.  The company has objected to these  re-assessments and
                has no obligation to pay the portion  relating to Revenue Canada
                in the  amount  of  $509,000  until  the  objections  have  been
                processed.  Since the company considers the re-assessments to be
                incorrect, no liability has been set up in the accounts.  Should
                all or part of the  re-assessments  be  upheld,  the  additional
                income  taxes  would  be  taken  into  account  in the  year  of
                occurrence.

                The company has retained a firm of tax  specialists to represent
                them in  presenting  their case to Revenue  Canada and currently
                the Notices of Objections  are being  considered by the Chief of
                Appeals.


                As at September  30, 2000,  Rosedale made payments in respect to
                the above income tax re-assessments amounting to $248,570 to the
                Province  of Ontario.  This amount has been  included in prepaid
                expenses and sundry assets.


           b)   Rosedale has disputed  invoices from a supplier in the amount of
                approximately $50,000 for which debit notes have been issued. As
                at September  30, 2000,  these debit notes were not cleared with
                the supplier.

           c)   Rosedale and Ontario have issued  guarantees  secured by general
                security  agreements  for certain  bank loans to two  affiliated
                companies.  As at September 30, 2000, the bank loans amounted to
                $865,000.



                                        9

<PAGE>
                     MANAGEMENTS DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operation

    Three  months  ended  September  30, 2000 as compared to three  months ended
September 30, 1999.

     Revenues for the three months ended September 30, 2000 were  $5,475,603,  a
14.4%  increase over prior year revenues of $4,784,911.  This increase  resulted
mainly  from an  increase  in  sales  in the  U.S.  market.  This  represents  a
significant  turn-around  in revenues for the Company.  We anticipate  that this
positive trend will continue throughout the year.

     Gross  profits  as a  percentage  of  revenue  for the three  months  ended
September  30, 2000 was 41.0%,  as compared to the same period  one-year  ago of
40.2%.  This  increase in gross profit  margins can be attributed to a change in
the sales mix and price increases implemented.

     Selling  expenses have  increased by 55.0% to $913,810 for the  three-month
period ended September 30, 2000 as compared to $589,497 for the same period last
year.  Warehousing expense has increased to accommodate additional fabric sales.
Promotion  expenses  increased as a result of our participation in a Canada-wide
wallpaper  advertising campaign along with other manufacturers and distributors.
Bin Expense has  increased as we  successfully  gained  exposure in many Sherwin
Williams  stores in the U.S., and three salesmen have been added to increase our
exposure in the market.

     General and administrative  expenses for the Company increased by 24.8%, to
$696,257 for the three months period ended  September 30, 2000 from $557,931 for
the three months ended  September  30, 1999.  Increased  legal,  consulting  and
insurance  expenses  accounted for the largest  increases with general inflation
accounting for the remainder.

     Rosedale develops  wallpaper and fabric sample books, which are created for
each collection and sold through distributors.  The majority of expenditures for
the creation of sample books are incurred in the quarter before the introduction
of a collection.  Some expenditures are incurred as early as six to eight months
in advance.  Revenues  generated  from the sales of sample books are netted from
the costs  incurred in the same period and the net amount is shown on the income
statement.  Because  expenditures are made in the quarter before the launch of a
collection,  there is not always a matching of revenues and expenses e.g.  costs
for a January  launch  would be  recorded  in the  following  year.  The Company
ensures that there are firm orders in place from  customers  before  significant
expenditures  are  incurred to produce  the sample  books.  Therefore,  there is
little  speculative  risk in their  production.  Book  development  cost for the
three-month  period ended September 30, 2000 was $40,903 compared to $12,371 for
the same  period  last year.  This  increase  can be  attributed  to  additional
collections being launched.



<PAGE>
     Design studio  expenses for the Company  decreased by 16.3% to $166,537 for
the three months ended  September  30, 2000 versus  $198,958 for the same period
last year.  Cost savings were achieved by staff  reduction and better use of the
CAD system.

     Operating  income  for the  three  months  ended  September  30,  2000 were
$214,604  compared to $377,424 for the three months  ended  September  30, 1999.
This  relates to the  increase  in  expenses,  offset by a increase in sales and
margins.

     Interest  expense for the Company for the three months ended  September 30,
2000 increased to $140,701 from $56,835 for the three months ended September 30,
1999. This increase in interest expense is attributable to higher interest rates
and increased borrowings.

     Net income for the three  months  ended  September  30, 2000 was $58,906 as
compared to  $228,840  for the three  months  ended  September  30,  1999.  This
shortfall is largely contributed by an increase in expenses incurred to grow the
business.

    Basic and fully  diluted  earnings  per  share  for the three  months  ended
September 30, 2000 were $0.02 compared to $0.08 for the same period last year.



Nine months ended  September 30, 2000 as compared to Nine months ended September
30, 1999.

     Revenues for the nine months ended September 30, 2000 were  $16,484,578,  a
15.3% increase over prior year revenues of $14,302,928.  This increase  resulted
mainly  from an  increase  in sales in the U.S.  market and the growth of retail
sales,  with this positive trend of increased  revenues  anticipated to continue
throughout the remainder of the year.

     Gross  profits  as a  percentage  of  revenue  for the  nine  months  ended
September  30, 2000 was 38.3%,  as compared to the same period  one-year  ago of
38.2%.  This slight  increase in gross  profit  margins can be  attributed  to a
change in the sales mix. As the majority of our  purchases  are made in Canadian
dollars,  a  stronger  U.S.  dollar  will  have a  positive  effect on our gross
profits. The company has also begun to manufacture product in Canada, which will
reduce  costs as well as  improve  gross  margins.  Price  increases  have  been
implemented  on newly  introduced  collections  to offset  the  price  increases
received from suppliers.

     Selling  expenses have  increased by 26.9% to $2,308,451 for the nine-month
period ended  September 30, 2000 as compared to  $1,818,841  for the same period
last year.  Extra sales  people have been hired to increase  our presence in our
local  market.  The  positive  results  from this  expansion  will begin to show
results as the year  progresses.  Promotion  expenses  increased  as a result of
successful  trade shows held in the U.S. and Canada and our  participation  in a
Canada-wide  wallpaper  advertising  campaign along with other manufacturers and
distributors.  We were also  successful  in  obtaining  a portion of the Sherwin
Williams  stock  business,  which has created an expense  for bins not  incurred
previously.

     General and administrative  expenses for the Company increased by 14.5%, to
$1,989,655 for the nine months period ended  September 30, 2000 from  $1,737,437
for the nine months ended September 30, 1999. Such expenses remained constant as
a percentage of revenues 12.1% during the respective period. Increased legal and
consulting  expenses  coupled  with  additional  computer  expenses  required to
develop a P.O.S.  system for the retail  store  generated  the  majority of this
increase.
<PAGE>
     Rosedale develops  wallpaper and fabric sample books, which are created for
each collection and sold through distributors.  The majority of expenditures for
the creation of sample books are incurred in the quarter before the introduction
of a collection.  Some expenditures are incurred as early as six to eight months
in advance.  Revenues  generated  from the sales of sample books are netted from
the costs  incurred in the same period and the net amount is shown on the income
statement.  Because  expenditures are made in the quarter before the launch of a
collection,  there is not always a matching of revenues and expenses e.g.  costs
for a January  launch  would be  recorded  in the  following  year.  The Company
ensures that there are firm orders in place from  customers  before  significant
expenditures  are  incurred to produce  the sample  books.  Therefore,  there is
little  speculative  risk in their  production.  Book  development  cost for the
nine-month period ended September 30, 2000 was $122,708 compared to $104,820 for
the same period last year.

     Design  studio  expenses for the Company  decreased by 8.6% to $521,789 for
the nine months  ended  September  30, 2000 versus  $570,692 for the same period
last year.  Staff  reductions  and other  related  savings  have been made as we
continue to utilize the CAD system more effectively.

     Operating  income for the nine months ended  September  30, 2000  increased
6.1% to $721,628  from $ 680,035 for the nine months ended  September  30, 1999.
This relates to our strong growth in revenues as compared to the previous year.

     Interest  expense for the Company for the nine months ended  September  30,
2000 increased to $324,171 from $147,124 for the nine months ended September 30,
1999. This increase in interest expense is attributable to higher interest rates
and increased borrowings.

     Net income for the nine months  ended  September  30, 2000 was  $302,018 as
compared to $373,681 for the nine months  ended  September  30, 1999.  Increased
expenses is the main contributor to this shortfall.

    Basic and  fully  diluted  earnings  per  share  for the nine  months  ended
September  30, 2000 were $0.11  compared to $0.14 for the same period last year.
Earnings  per share were  calculated  based on the  weighted  average  number of
shares  outstanding  as of September 30, 2000 of 2,781,423 and 2,765,000  shares
outstanding as of September 30, 1999.


Liquidity and Capital Resources

     The Company had a negative  net change in cash of  $1,052,125  for the nine
months ended  September 30, 2000. The principal  sources of cash were Net Income
of $302,018 and a decrease in Inventories. These items were off set by cash used
to reduce Accounts Payable and increase  Accounts  Receivable,  Deferred Product
Costs and Prepaid Expenses at the end of the period.

     Cash  flows  used in  investing  activities  for  the  nine  months  ending
September 30, 2000 were $920,977.  This reflected  planned capital  addition for
cylinders,  designs and  engravings  for new  collections.  It is the  Company's
intention  to continue  to utilize a good  portion of these funds to develop new
product lines of wallpaper and fabric plus continue the development of our floor
coverings, ceiling tiles, and area rug product categories.
<PAGE>
                                     PART II
                                OTHER INFORMATION


Item 1.  Legal Proceedings

         None.

Item 2.  Changes in Securities and Use of Proceeds

         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

         Exhibit 27:        Financial Data Schedule

         (b)  Reports on Form 8-K

         The Company did not file any reports on Form 8-K during the three month
period ended September 30, 2000.




<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.


                                               ROSEDALE DECORATIVE PRODUCTS LTD.


Date:    November 10, 2000                    By:    /s/Alan Fine
                                                        Alan Fine

Date:    November 10, 2000                    By:    /s/Norman G. Maxwell
                                                        Norman G. Maxwell