<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


                                   FORM 10-KSB


              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934



FOR THE FISCAL YEAR ENDED
July 31, 1999                                             COMMISSION NO. 0-6649



                             JILCO INDUSTRIES, INC.
-------------------------------------------------------------------------------
             (exact name of registrant as specified in its charter)



         California                                               95-207885
----------------------------                                 ------------------
(State or other jurisdiction                                  I.R.S. Employer
      of organization)                                       Identification No.


    P. O. Box 10539
Beverly Hills, California                                          90213
--------------------------                                    -----------------
(Address of principal                                            (Zip Code)
 executive offices)


Registrant's telephone number, including area code is (310) 274-1986. Securities
registered pursuant to Section 12(g) of the Act:


                           Common Stock, No Par Value
-------------------------------------------------------------------------------
                                (Title of Class)


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 July 31, 1999, there were 449,991 shares of common stock outstanding.




                                        1

<PAGE>   2

                                     PART I


ITEM 1.           Business

         Registrant is not engaged in any business operations and has not been
so engaged since 1968. (See Note 1 to the accompanying financial statements of
Registrant.)

ITEM 2.           Description of Property

         Registrant does not have an interest in any property.

ITEM 3.           Legal Proceedings

         None.

ITEM 4.           Submission of Matters to a Vote of Security Holders

         None.


                                     PART II

ITEM 5.           Market for Common Equity and Related Stockholder Matters

         Market Information

                  There is no public trading market for Registrant's common
equity.

         Approximate Number of Equity Security Holders

                                          Number of Record Holders
                  Title of Class            As of July 31, 1999
                  --------------          ------------------------

                  Common Stock                     785

         Dividends

                  Not applicable.

         Recent Sales of Unregistered Securities

                  None.




                                        2

<PAGE>   3

ITEM 6.           Management's Discussion and Analysis or Plan of Operation

         Refer to the attached financial statements and accompanying notes.

ITEM 7.           Financial Statements

         The financial statements of Registrant are attached hereto.

ITEM 8.           Changes in and Disagreements With Accountants on Accounting
                  and Financial Disclosure

         None.


                                    PART III


ITEM 9.           Directors and Executive Officers of Registrant
<TABLE>
<CAPTION>

                                                                       First            Common Shares
                           Principal                                   Elected          Owned Beneficially
Name                       Occupation                Age               Director         On July 31, 1997
----                       ----------                ---               --------         ----------------
<S>                        <C>                       <C>               <C>              <C>

Martha J. Kretzmer         President,                44                1991             -0-
                           Secretary and
                           Treasurer of
                           Registrant
</TABLE>

ITEM 10.          Executive Compensation

         No officer or director of Registrant receives any remuneration.

ITEM 11.          Security Ownership of Certain Beneficial Owners and Management
<TABLE>
<CAPTION>

                           Name and Address of                Amount and Nature                  Percent
Title of Class             Beneficial Owner                   of Beneficial Owner                of Class
--------------             -------------------                -------------------                --------
<S>                        <C>                                <C>                                <C>

Common Stock               Leonard M. Ross                    400,955 shares                     89.1%
                           P.O. Box 10539
                           Beverly Hills, California
                           90213
</TABLE>

ITEM 12.          Certain Relationships and Related Transactions

         None.




                                        3

<PAGE>   4


ITEM 13.          Exhibits and Reports on Form 8-K

         (a) The Registrant's financial statements are attached hereto. The
Exhibits listed in the accompanying Exhibit Index on page 6 are filed as part of
this Form 10-KSB.

         (b) No materially important events occurred during the fiscal year of
Registrant that would require filing of Form 8-K.




                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.


                        (Registrant)      JILCO INDUSTRIES, INC.


                                          By:    /S/ MARTHA KRETZMER
                                               ------------------------
                                          Name:  Martha Kretzmer
                                          Title: President
                                          Date:  November 12, 1999





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<PAGE>   5

               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

To the Board of Directors
Jilco Industries, Inc.
Beverly Hills, California

We have compiled the accompanying balance sheets of Jilco Industries, Inc. (a
corporation) as of July 31, 1999 and 1998, and the related statements of loss
and deficit and cash flows for each of the two years then ended, in accordance
with Statements on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants.

A compilation is limited to presenting in the form of financial statements
information that is the representation of management. We have not audited or
reviewed the accompanying financial statements and, accordingly, do not express
an opinion or any other form of assurance on them.

SINGER LEWAK GREENBAUM & GOLDSTEIN LLP

Los Angeles, California
November 12, 1999


<PAGE>   6
                         PART I . FINANCIAL INFORMATION
                             JILCO INDUSTRIES, INC.
                     BALANCE SHEETS - JULY 31, 1999 AND 1998
                                   (UNAUDITED)

                                     ASSETS

<TABLE>
<CAPTION>
                                                                 1999         1998
                                                              ---------    ---------
<S>                                                           <C>          <C>
CURRENT ASSETS
    Cash                                                      $     889    $   2,049
                                                              ---------    ---------

               TOTAL CURRENT ASSETS                           $     889    $   2,049
                                                              =========    =========

                      LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES
    Accounts payable                                          $   7,499    $      --
    Notes payable to shareholder                                 53,250       53,250
    Note payable                                                 57,500       48,000
    Accrued interest                                             67,545       58,222
    Other accrued expenses                                           --          800
                                                              ---------    ---------

        Total current liabilities                               185,794      160,272
                                                              ---------    ---------

SHAREHOLDERS' DEFICIT
    Common stock, no par value
        1,500,000 shares authorized
        449,991 shares issued and outstanding                   749,950      749,950
    Accumulated deficit                                        (934,855)    (908,173)
                                                              ---------    ---------

           Total shareholders' deficit                         (184,905)    (158,223)
                                                              ---------    ---------

               TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT    $     889    $   2,049
                                                              =========    =========
</TABLE>

      See Accompanying Report of Independent Certified Public Accountants.

                       See Notes to Financial Statements.

                                       2
<PAGE>   7

                             JILCO INDUSTRIES, INC.
                         STATEMENTS OF LOSS AND DEFICIT
                    YEARS ENDED JULY 31, 1999, 1998, AND 1997
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                            1999         1998         1997
                                         ---------    ---------    ---------
<S>                                      <C>          <C>          <C>
EXPENSES
    Professional fees                    $  11,674    $  28,607    $   2,500
    Fees and licenses                           --           90           10
    Printer fees                             4,616       13,146           --
    Interest expense                         9,323        7,078        5,238
    Sundry and other                           269           84           84
                                         ---------    ---------    ---------

        Total expenses                      25,882       49,005        7,832
                                         ---------    ---------    ---------

LOSS BEFORE PROVISION FOR INCOME TAXES     (25,882)     (49,005)      (7,832)

PROVISION FOR INCOME TAXES                     800          800          800
                                         ---------    ---------    ---------

NET LOSS                                   (26,682)     (49,805)      (8,632)

ACCUMULATED DEFICIT, BEGINNING OF YEAR    (908,173)    (858,368)    (849,736)
                                         ---------    ---------    ---------

ACCUMULATED DEFICIT, END OF YEAR         $(934,855)   $(908,173)   $(858,368)
                                         =========    =========    =========

BASIC LOSS PER SHARE                     $   (0.06)   $   (0.11)   $   (0.02)
                                         =========    =========    =========

DILUTED LOSS PER SHARE                   $   (0.06)   $   (0.11)   $   (0.02)
                                         =========    =========    =========

WEIGHTED-AVERAGE SHARES OUTSTANDING        449,991      449,991      449,991
                                         =========    =========    =========
</TABLE>

      See Accompanying Report of Independent Certified Public Accountants.

                       See Notes to Financial Statements.

                                       3
<PAGE>   8

                             JILCO INDUSTRIES, INC.
                            STATEMENTS OF CASH FLOWS
                    YEARS ENDED JULY 31, 1999, 1998, AND 1997
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                      1999        1998        1997
                                                    --------    --------    --------
<S>                                                 <C>         <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net loss                                        $(26,682)   $(49,805)   $ (8,632)
    Increase in accrued interest                       9,323       7,078       5,238
    Increase in accounts payable                       7,499          --          --
    Decrease in other accrued expenses                  (800)        800          --
                                                    --------    --------    --------

        Net cash used in operating activities        (10,660)    (41,927)     (3,394)
                                                    --------    --------    --------

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from notes payable                        9,500      43,000       4,000
                                                    --------    --------    --------

        Net cash provided by financing activities      9,500      43,000       4,000
                                                    --------    --------    --------

           Net increase (decrease) in cash            (1,160)      1,073         606

CASH, BEGINNING OF YEAR                                2,049         976         370
                                                    --------    --------    --------

CASH, END OF YEAR                                   $    889    $  2,049    $    976
                                                    ========    ========    ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

    INTEREST PAID                                   $     --    $     --    $     --
                                                    ========    ========    ========

    INCOME TAXES PAID                               $  1,742    $     --    $    800
                                                    ========    ========    ========
</TABLE>

      See Accompanying Report of Independent Certified Public Accountants.

                       See Notes to Financial Statements.

                                       4

<PAGE>   9

                             JILCO INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                            YEARS ENDED JULY 31, 1999
                                   (UNAUDITED)

NOTE 1 - THE COMPANY

        Jilco Industries, Inc. (the "Company") has been inactive since April 2,
        1968 when it was discharged from bankruptcy under its previous name of
        Sportways, Inc. The expenses the Company has incurred represent those
        necessary to keep the Company in good standing in its state of
        residence.

        Fair Value of Financial Instruments
        For certain of the Company's financial instruments including cash and
        other accrued expenses, the carrying amounts approximate fair value due
        to their short maturities. The amounts shown as notes payable also
        approximate fair value because current interest rates and terms offered
        to the Company for notes payable of similar maturities are substantially
        the same.

        Cash and Cash Equivalents
        For purpose of reporting cash flows, the Company includes cash on
        deposit, cash on hand, and financial instruments purchased with an
        original maturity of three months or less to be cash equivalents.

        Estimates
        The preparation of financial statements in conformity with generally
        accepted accounting principles requires management to make estimates and
        assumptions that affect the reported amounts of assets and liabilities
        at the date of the financial statements, as well as the reported amounts
        of expenses during the reporting period. Accordingly, actual results
        could differ from those estimates.

        Recently Issued Accounting Pronouncements
        In February 1998, the Financial Accounting Standards Board ("FASB")
        issued Statement of Financial Accounting Standards ("SFAS") No. 132,
        "Employers' Disclosures about Pensions and Other Post-Retirement
        Benefits." The Company does not expect adoption of SFAS No. 132 to have
        a material impact, if any, on its financial position or results of
        operations.

        SFAS No. 133, "Accounting for Derivative Instruments and Hedging
        Activities," is effective for financial statements with fiscal years
        beginning after June 15, 1999. SFAS No. 133 establishes accounting and
        reporting standards for derivative instruments, including certain
        derivative instruments embedded in other contracts, and for hedging
        activities. This statement is not applicable to the Company.

        SFAS No. 134, "Accounting for Mortgage-Backed Securities Retained after
        the Securitization of Mortgage Loans Held for Sale by a Mortgage Banking
        Enterprise," is effective for financial statements with the first fiscal
        quarter beginning after December 15, 1998. This statement is not
        applicable to the Company.

      See Accompanying Report of Independent Certified Public Accountants.

                                       5
<PAGE>   10

                             JILCO INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                            YEARS ENDED JULY 31, 1999
                                   (UNAUDITED)

NOTE 1 - THE COMPANY (CONTINUED)

        Recently Issued Accounting Pronouncements (Continued)
        SFAS No. 135, "Rescission of FASB Statement No. 75 and Technical
        Corrections," is effective for financial statements with fiscal years
        beginning February 1999. This statement is not applicable to the
        Company.

        Income Taxes
        The Company utilizes SFAS No. 109, "Accounting for Income Taxes," which
        requires the recognition of deferred tax assets and liabilities for the
        expected future tax consequences of events that have been included in
        the financial statements or tax returns. Under this method, deferred
        income taxes are recognized for the tax consequences in future years of
        differences between the tax bases of assets and liabilities and their
        financial reporting amounts at each period end based on enacted tax laws
        and statutory tax rates applicable to the periods in which the
        differences are expected to affect taxable income. Valuation allowances
        are established, when necessary, to reduce deferred tax assets to the
        amount expected to be realized. The provision for income taxes
        represents the tax payable for the period and the change during the
        period in deferred tax assets and liabilities.

NOTE 2 - LOSS PER SHARE

        The Company calculates basic loss per share using the weighted-average
        number of shares outstanding for the period. Diluted loss per share
        includes both the weighted-average number of shares and any common share
        equivalents such as options or warrants in the calculation. As the
        Company had no common share equivalents outstanding during any periods
        presented, basic and diluted loss per share are the same.

      See Accompanying Report of Independent Certified Public Accountants.

                                       6
<PAGE>   11

                             JILCO INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                            YEARS ENDED JULY 31, 1999
                                   (UNAUDITED)

NOTE 3 - NOTES PAYABLE TO SHAREHOLDER

        Notes payable to shareholder at July 31 consisted of the following:

<TABLE>
<CAPTION>
                                                    1999      1998
                                                  -------   -------
<S>                                               <C>       <C>
Revolving note payable, interest accrues at 9%
   per annum.  Principal and accrued interest
   are due on demand                              $40,000   $40,000
Revolving note payable, interest accrues at 11%
   per annum.  Principal and accrued interest
   are due on demand                                8,250     8,250
Revolving note payable, interest accrues at 10%
   per annum.  Principal and accrued interest
   are due on demand                                5,000     5,000
                                                  -------   -------

       TOTAL                                      $53,250   $53,250
                                                  =======   =======
</TABLE>

NOTE 4 - NOTE PAYABLE

        The note payable is due on demand. Interest accrues at 8% per annum and
        is payable on December 31 of each year.

NOTE 5 - INCOME TAXES

        For the years ended July 31, 1999 and 1998, the Company did not provide
        a provision for income taxes due to the net loss incurred. At July 31,
        1999, the Company has approximately $117,131 and $41,868 in net
        operating loss carryforwards for federal and state income tax purposes,
        respectively, that begin to expire in 2000. The components of the
        Company's deferred tax assets and liabilities for income taxes consist
        of a deferred tax asset relating to the net operating loss carryforwards
        of approximately $43,593 and $33,460 for the years ended July 31, 1999
        and 1998, respectively. The other components of the Company's deferred
        tax assets and liabilities are immaterial. The Company has established a
        valuation allowance of approximately $42,311 and $32,539 for the years
        ended July 31, 1999 and 1998, respectively, to fully offset its deferred
        tax assets as the Company does not believe the recoverability of these
        deferred tax assets is more likely than not. The valuation allowance
        increased by $9,772 and $16,995 during the years ended July 31, 1999 and
        1998, respectively.

      See Accompanying Report of Independent Certified Public Accountants.

                                       7
<PAGE>   12

                             JILCO INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                            YEARS ENDED JULY 31, 1999
                                   (UNAUDITED)

NOTE 6 - YEAR 2000 ISSUE

        The Company is conducting a comprehensive review of its computer systems
        to identify the systems that could be affected by the Year 2000 Issue
        and is developing an implementation plan to resolve the Issue.

        The Issue is whether computer systems will properly recognize
        date-sensitive information when the year changes to 2000. Systems that
        do not properly recognize such information could generate erroneous data
        or cause a system to fail. The Company is dependent on computer
        processing in the conduct of its business activities.

        Based on the review of the computer systems, management does not believe
        the cost of implementation will be material to the Company's financial
        position and results of operations.

      See Accompanying Report of Independent Certified Public Accountants.

                                       8