<PAGE>   1
                                  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 JUNE 30, 2000.

                                            OR

[ ]       TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
          ACT OF 1934 FOR THE TRANSITION FROM _______ TO ________.

                        COMMISSION FILE NUMBER 000-25301

                           SIERRA RESOURCE GROUP, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

             Nevada                                              88-0413922
-------------------------------                               ----------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

  6767 W. Tropicana Avenue, Suite 108
           Las Vegas, Nevada                                       89103
----------------------------------------                         ----------
(Address of principal executive offices)                         (Zip Code)

                                       N/A
                 ----------------------------------------------
                 (Former name, former address and former fiscal
                      year, if changed since last report.)

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 [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

        At June 30, 2000, there were outstanding 1,860,000 shares of the
        Registrant's Common Stock, $.001 par value.

Transitional Small Business Disclosure Format: Yes [ ]   No [X]


<PAGE>   2

                                     PART I

                              FINANCIAL INFORMATION

Item I.   Financial Statements

                           SIERRA RESOURCE GROUP, INC.
                          (A DEVELOPMENT STAGE COMPANY)


                              FINANCIAL STATEMENTS
                                  June 30, 2000
                                December 31, 1999

<PAGE>   3

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                            PAGE
                                                                            ----
<S>                                                                           <C>
ACCOUNTANT'S LETTER                                                           1
-------------------------------------------------------------------------------

BALANCE SHEET - ASSETS                                                        2
-------------------------------------------------------------------------------

BALANCE SHEET - LIABILITIES AND STOCKHOLDERS' EQUITY                          3
-------------------------------------------------------------------------------

STATEMENT OF OPERATIONS                                                     4-5
-------------------------------------------------------------------------------

STATEMENT OF STOCKHOLDERS' EQUITY                                             6
-------------------------------------------------------------------------------

STATEMENT OF CASH FLOWS                                                     7-8
-------------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS                                              9-13
-------------------------------------------------------------------------------
</TABLE>



<PAGE>   4
                      [BARRY L. FRIEDMAN, P.C. LETTERHEAD]


                          INDEPENDENT AUDITORS' REPORT

Board of Directors                                                 July 14, 2000
SIERRA RESOURCE GROUP, INC.
Las Vegas, Nevada

            I have audited the accompanying Balance Sheets of SIERRA RESOURCE
GROUP, INC. (A Development Stage Company), as of June 30, 2000, and December 31,
1999, and the related statements of stockholders' equity for June 30, 2000, and
December 31, 1999, and statements of operation and cash flows for the three
months ending June 30, 2000, and June 30, 1999, for the six months ended June
30, 2000, and June 30, 1999, and the two years ended December 31, 1999, and
December 31, 1998, and the period December 21, 1992 (inception), to June 30,
2000. These financial statements are the responsibility of the Company's
management. My responsibility is to express an opinion on these financial
statements based on my audit.

            I conducted my audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
I believe that my audit provides a reasonable basis for my opinion.

            In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of SIERRA RESOURCE
GROUP, INC. (A Development Stage Company), as of June 30, 2000, and December 31,
1999, and the related statements of stockholders' equity for June 30, 2000, and
December 31, 1999, and statements of operation and cash flows for the three
months ending June 30, 2000, and June 30, 1999, for the six months ended June
30, 2000, and June 30, 1999, and the two years ended December 31, 1999, and
December 31, 1998, and the period December 21, 1992 (inception), to June 30,
2000, in conformity with generally accepted accounting principles.

            The accompanying financial statements have been prepared assuming
the Company will continue as a going concern. As discussed in Note #5 to the
financial statements, the Company has had no operations and has no established
source of revenue. This raises substantial doubt about its ability to continue
as a going concern. Management's plan in regard to these matters is described in
Note #5. These financial statements do not include any adjustments that might
result from the outcome of this uncertainty.


/s/ BARRY L. FRIEDMAN
---------------------------
Barry L. Friedman
Certified Public Accountant

<PAGE>   5

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                                  BALANCE SHEET

                                     ASSETS

<TABLE>
<CAPTION>
                                                   6 Mos. Ending     Year Ended
                                                   June 30, 2000    Dec. 31, 1999
                                                   -------------    -------------
<S>                                                 <C>             <C>
CURRENT ASSETS                                                $0              $0
                                                    ------------    ------------
      TOTAL CURRENT ASSETS                                    $0              $0
                                                    ------------    ------------

OTHER ASSETS                                                  $0              $0
                                                    ------------    ------------

      TOTAL OTHER ASSETS                                      $0              $0
                                                    ------------    ------------

      TOTAL ASSETS                                            $0              $0
                                                    ------------    ------------
</TABLE>















    The accompanying notes are an integral part of these financial statements


                                      -2-
<PAGE>   6

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                                  BALANCE SHEET

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                     6 Mos. Ending     Year Ended
                                                     June 30, 2000    Dec. 31, 1999
                                                     -------------    -------------
<S>                                                  <C>              <C>
CURRENT LIABILITIES
      Officers Advances (Note #8)                       $28,898          $23,118
                                                       --------         --------
TOTAL CURRENT LIABILITIES                               $28,898          $23,118
                                                       --------         --------

STOCKHOLDERS EQUITY (Note #4)

Common stock, $.001 par value
authorized 25,000,000 shares
issued and outstanding at
December 31, 1999 - 1,860,000 shares                                      $1,860
June 30, 2000 - 1,860,000 shares                         $1,860

      Additional paid in Capital                              0                0

      Accumulated loss during
      the development stage                             -30,758          -24,978
                                                       --------         --------


TOTAL STOCKHOLDERS' EQUITY                             $-28,898         $-23,118
                                                       --------         --------


TOTAL LIABILITIES AND
STOCKHOLDERS EQUITY                                          $0               $0
                                                       --------         --------
</TABLE>





    The accompanying notes are an integral part of these financial statements


                                      -3-
<PAGE>   7

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                             STATEMENT OF OPERATIONS


<TABLE>
<CAPTION>
                           3 Mos. Ended   3 Mos. Ended  6 Mos. Ended  6 Mos. Ended
                             June 30,       June 30,      June 30,      June 30,
                               2000           1999          2000          1999
                           ------------   ------------  ------------  ------------
<S>                         <C>           <C>           <C>           <C>
REVENUE                        $     0       $      0       $     0      $      0
                            ----------     ----------    ----------    ----------

EXPENSES
   General, Selling
   and Administrative          $ 1,295       $ 18,264       $ 5,780      $ 19,589
                            ----------     ----------    ----------    ----------

   Total Expenses              $ 1,295       $ 18,264       $ 5,780      $ 19,589
                            ----------     ----------    ----------    ----------
Net Profit/Loss (-)            $-1,295       $-18,264       $-5,780      $-19,589
                            ----------     ----------    ----------    ----------

Net Loss per share -
 Basic and diluted
 (Note #2)                     $-.0007       $ -.0098       $-.0031      $ -.0105
                            ----------     ----------    ----------    ----------

Weighted average
number of common
shares outstanding           1,860,000      1,860,000     1,860,000     1,860,000
                            ----------     ----------    ----------    ----------
</TABLE>




    The accompanying notes are an integral part of these financial statements


                                      -4-
<PAGE>   8

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                       STATEMENT OF OPERATIONS (Continued)


<TABLE>
<CAPTION>
                                                                      Dec. 21, 1992
                                    Year Ended       Year Ended        (Inception)
                                   December 31,     December 31,       to June 30,
                                       1999             1998               2000
                                   ------------     ------------      -------------
<S>                                 <C>              <C>              <C>
REVENUE                               $      0          $     0          $      0
                                    ----------       ----------        ----------

EXPENSES
   General, Selling
   and Administrative                 $ 22,668          $   450          $ 30,758
                                    ----------       ----------        ----------


   Total Expenses                     $ 22,668          $   450          $ 30,758
                                    ----------       ----------        ----------

Net Profit/Loss (-)                   $-22,668          $  -450          $-30,758
                                    ----------       ----------        ----------

Net Profit/Loss(-)
 Basic and diluted
 (Note #2)                            $ -.0122          $-.0002          $ -.1654
                                    ----------       ----------        ----------


Weighted average
number of common
shares outstanding                   1,860,000        1,860,000         1,860,000
                                    ----------       ----------        ----------
</TABLE>








    The accompanying notes are an integral part of these financial statements


                                      -5-
<PAGE>   9

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                         Additional      Accumu-
                                  Common       Stock       paid-in        lated
                                  Shares       Amount      Capital       Deficit
                                ---------      ------      -------      --------
<S>                             <C>            <C>         <C>          <C>
Balance,
December 31, 1998               1,860,000      $1,860           $0       $-2,310

Net loss, Year Ended
December 31, 1999                                                        -22,668
                                ---------      ------      -------      --------

Balance,
December 31, 1999               1,860,000      $1,860           $0      $-24,978

Net Loss
January 1, 2000, to
June 30, 2000                                                             -5,780
                                ---------      ------      -------      --------

Balance,
June 30, 2000                   1,860,000      $1,860           $0      $-30,758
                                ---------      ------      -------      --------
</TABLE>






    The accompanying notes are an integral part of these financial statements


                                      -6-
<PAGE>   10

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                             STATEMENT OF CASH FLOWS

<TABLE>
<CAPTION>
                                3 Mos. Ended  3 Mos. Ended  6 Mos. Ended  6 Mos. Ended
                                  June 30,       June 30,      June 30,     June 30,
                                    2000          1999           2000         1999
                                 ---------    ------------  ------------  ------------
<S>                              <C>          <C>           <C>           <C>
Cash Flow from
Operating Activities
Net Loss                           $-1,295      $-18,264       $-5,780      $-19,589

Adjustment to reconcile
net loss to net cash
provided by operating
activities

Changes in Assets
and Liabilities

Increase in current
Liabilities

Officers Advances                   +1,295       +18,264        +5,780       -19,589
                                   -------      --------       -------      --------

Net cash used in
operating Activities               $     0      $      0       $     0      $      0

Cash Flows from
Investing Activities                     0             0             0             0

Cash Flows from
Financing Activities
Issuance of Common
Stock                                    0             0             0             0
                                   -------      --------       -------      --------

Net increase
(decrease)
in cash                            $     0      $      0       $     0      $      0

Cash, beginning
of period                                0             0             0             0
                                   -------      --------       -------      --------


Cash, end of period                $     0      $      0       $     0      $      0
                                   -------      --------       -------      --------
</TABLE>






    The accompanying notes are an integral part of these financial statements


                                      -7-
<PAGE>   11

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                       STATEMENT OF CASH FLOWS (CONTINUED)
                       -----------------------------------


<TABLE>
<CAPTION>
                                                                                                       Dec. 21, 1992
                                                          Year Ended               Year Ended            (Inception)
                                                         December 31,             December 31,          to June 30,
                                                             1999                     1998                  2000
                                                           --------                   -----               --------
<S>                                                        <C>                        <C>                 <C>
Cash Flow from
Operating Activities

Net Loss                                                   $-22,668                   $-450               $-30,758

Adjustment to reconcile
net loss to net cash
provided by operating
activities

Changes in Assets
and Liabilities

Increase in current
Liabilities

Officers Advances                                           +22,668                    +450                +28,898
                                                           --------                   -----               --------
Net cash used in
operating Activities                                       $      0                   $   0               $ -1,860

Cash Flows from
Investing Activities                                              0                       0                      0

Cash Flows from
Financing Activities
Issuance of Common
Stock                                                             0                       0                 +1,860
                                                           --------                   -----               --------
Net increase
(decrease)
in cash                                                    $      0                   $   0               $      0

Cash, beginning
of period                                                         0                       0                      0
                                                           --------                   -----               --------
Cash, end of period                                        $      0                   $   0               $      0
                                                           --------                   -----               --------
</TABLE>




    The accompanying notes are an integral part of these financial statements


                                      -8-
<PAGE>   12

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                      June 30, 2000, and December 31, 1999


NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY

      The Company was organized December 21, 1992, under the laws of the State
      of Nevada as SIERRA RESOURCE GROUP, INC. The Company currently has no
      operations and in accordance with SFAS #7, is considered a development
      stage company.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Accounting Method

            The Company records income and expenses on the accrual method.

      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 and disclosure of contingent assets and liabilities at
            the date of the financial statements and the reported amounts of
            revenue and expenses during the reporting period. Actual results
            could differ from those estimates.

      Cash and equivalents

            The Company maintains a cash balance in a non-interest-bearing bank
            that currently does not exceed federally insured limits. For the
            purpose of the statements of cash flows, all highly liquid
            investments with the maturity of three months or less are considered
            to be cash equivalents. There are no cash equivalents as of December
            31, 1999, or June 30, 2000.


                                       -9-
<PAGE>   13

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                    -----------------------------------------
                      June 30, 2000, and December 31, 1999


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Income Taxes

      Income taxes are provided for using the liability method of accounting in
      accordance with Statement of Financial Accounting Standards No. 109 (SFAS
      #109) "Accounting for Income Taxes". A deferred tax asset or liability is
      recorded for all temporary difference between financial and tax reporting.
      Deferred tax expense (benefit) results from the net change during the year
      of deferred tax assets and liabilities.

Reporting on Costs of Start-Up Activities

      Statement of Position 98-5 ("SOP 98-5"), "Reporting on the Costs of
      Start-Up Activities" which provides guidance on the financial reporting of
      start-up costs and organization costs. It requires most costs of start-up
      activities and organization costs to be expensed as incurred. With the
      adoption of SOP 98-5, there has been little or no effect on the company's
      financial statements.

Loss Per Share

      Net loss per share is provided in accordance with Statement of Financial
      Accounting Standards No. 128 (SFAS #128) "Earnings Per Share". Basic loss
      per share is computed by dividing losses available to common stockholders
      by the weighted average number of common shares outstanding during the
      period. Diluted loss per share reflects per share amounts that would have
      resulted if dilative common stock equivalents had been converted to common
      stock. As of June 30, 2000, the Company had no dilative common stock
      equivalents such as stock options.

Year End

      The Company has selected December 31st as its year-end.


                                      -10-
<PAGE>   14

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                    -----------------------------------------
                      June 30, 2000, and December 31, 1999


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

      Year 2000 Disclosure

            The Y2K issued had no effect on this Company.

NOTE 3 - INCOME TAXES

      There is no provision for income taxes for the period ended June 30, 2000,
      due to the net loss and no state income tax in Nevada, the state of the
      Company's domicile and operations. The Company's total deferred tax asset
      as of December 31, 1999, is as follows:

<TABLE>
<S>                                                                      <C>
            Net operation loss carry forward                             $24,978
            Valuation allowance                                          $24,978

            Net deferred tax asset                                       $     0
</TABLE>


      The federal net operating loss carry forward will expire between 2014 and
      2019.

      This carry forward may be limited upon the consummation of a business
      combination under IRC Section 381.

NOTE 4 - STOCKHOLDERS' EQUITY

      Common Stock

      The authorized common stock of SIERRA RESOURCE GROUP, INC., consists of
      25,000,000 shares with a par value of $0.001 per share.

      Preferred Stock

      SIERRA RESOURCE GROUP, INC. has no preferred stock.


                                      -11-
<PAGE>   15

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                      June 30, 2000, and December 31, 1999


NOTE 4 - STOCKHOLDERS' EQUITY  (CONTINUED)

      On December 24, 1992, the company issued 1,860 shares of its no par value
      common stock in consideration of $1,860 in cash.

      On December 18, 1998, the State of Nevada approved the Company's restated
      Articles of Incorporation, which increased its capitalization from 2,500
      common shares to 25,000,000 common shares. The no par value was changed to
      $0.001.

      On December 18, 1998, the Company forward split its common stock 1,000:1,
      thus increasing the number of outstanding common stock shares from 1,860
      shares to 1,860,000.

NOTE 5 - GOING CONCERN

      The Company's financial statements are prepared using generally accepted
      accounting principles applicable to a going concern which contemplates the
      realization of assets and liquidation of liabilities in the normal course
      of business. However, the Company does not have significant cash or other
      material assets, nor does it have an established source of revenues
      sufficient to cover its operating costs and to allow it to continue as a
      going concern. It is the intent of the Company to seek a merger with an
      existing, operating company.

NOTE 6 - RELATED PARTY TRANSACTIONS

      The Company neither owns nor leases any real or personal property. An
      officer of the corporation provides office services without charge. Such
      costs are immaterial to the financial statements and accordingly, have not
      been reflected therein. The officers and directors of the Company are
      involved in other business activities and may, in the future, become
      involved in other business opportunities. If a specific business
      opportunity becomes available, such persons may face a conflict in
      selecting between the Company and their other business interests. The
      Company has not formulated a policy for the resolution of such conflicts.


                                      -12-
<PAGE>   16

                           SIERRA RESOURCE GROUP, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                    -----------------------------------------
                      June 30, 2000, and December 31, 1999


NOTE 7 - WARRANTS AND OPTIONS

      There are no warrants or options outstanding to acquire any additional
      shares of common stock.

NOTE 8 - OFFICERS ADVANCES

      While the Company is seeking additional capital through a merger with an
      existing company, an officer of the Company has advanced funds on behalf
      of the Company to pay for any costs incurred by it. These funds are
      interest free.


                                      -13-
<PAGE>   17


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

        The Company has not commenced business activities and has no assets or
operations. The Company has had preliminary negotiations to effectuate a
business combination but no agreements have been entered into in furtherance of
said negotiations.

        The Company is dependent upon its officers to meet any de minimis costs
which may occur. Sandra L. Andre, an officer and director of the Company, has
agreed to provide the necessary funds, without interest, for the Company to
comply with the Securities Exchange Act of 1934, as amended, provided that she
is an officer and director of the Company when the obligation is incurred. All
advances are interest-free.

        In addition, since the Company has had no operating history nor any
revenues or earnings from operations, with no significant assets or financial
resources, the Company will in all likelihood sustain operating expenses without
corresponding revenues, at least until the consummation of a business
combination. This may result in the Company incurring a net operating loss which
will increase continuously until the Company can consummate a business
combination with a profitable business opportunity and consummate such a
business combination.

        This discussion may contain certain forward looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. Actual
results could differ materially from those forward-looking statements. The
factors that may cause actual results to differ materially is that the Company
has no arrangement, agreement or understanding with respect to engaging in a
merger with, joint venture with or acquisition of, a private or public company
and that there can be no assurance that the Company will be successful in
identifying and evaluating suitable business opportunities or including a
business combination.

Item III.      Qualitative and Quantitative Disclosures About Market
               Risk.

        The Company has neither considered or conducted any research concerning
qualitative and quantitative market risk.

<PAGE>   18

                                     PART II

                                OTHER INFORMATION

<TABLE>
<S>            <C>
Item 1 -       Legal Proceedings ...........................................None

Item 2 -       Changes in the Rights of the Company's
               Security Holders ............................................None

Item 3 -       Defaults by the Company on its
               Senior Securities ...........................................None

Item 4 -       Submission of Matter to Vote of Security
               Holders .....................................................None

Item 5 -       Other Information
</TABLE>

               (a)    Board Meeting

               The board held one meeting during the current quarter, including
both regularly scheduled and special meetings and actions by unanimous written
consent.

               The board of directors has not established any audit committee.
In addition, the Company does not have any other compensation or executive or
similar committees. The Company will not, in all likelihood, establish any audit
committee until such time as the Company completes a business combination, of
which there can be no assurance. The Company recognizes that an audit committee,
when established, will play a critical role in the financial reporting system of
the Company by overseeing and monitoring management's and the independent
auditors' participation in the financial reporting process. At such time as the
Company establishes an audit committee, its additional disclosures with the
Company's auditors and management may promote investor confidence in the
integrity of the financial reporting process.

               Until such time as an audit committee has been established, the
full board of directors will undertake those tasks normally associated with an
audit committee to include, but not by way of limitation, the (i) review and
discussion of the audited financial statements with management, (ii) discussions
with the independent auditors the matters required to be discussed by the
Statement On Auditing Standards No. 61, as may be modified or supplemented, and
(iii) received from the auditors disclosures regarding the auditors'
Independents Standards Board Standard No. 1, as may be modified or supplemented.

               The board of directors of the Company, consistent with its intent
to enhance the reliability and credibility of its financial statements, has
submitted the financial statements included in this Form 10-QSB to its
independent auditors prior to the filing of this report. An audit was completed
for the period then ended.

<PAGE>   19

               (b)    Other

               The Company has been informed that in the opinion of a member of
the staff of the Securities and Exchange Commission, the Rule 144 "absolute"
safe harbor, as last amended in Release 33-7759, effective January 24, 2000, 64
F.R. 61382, may not be available to so-called "blank check" or "shell"
companies, notwithstanding the legislative mandate contained in said rule. The
Rule 144 "absolute" safe harbor provides that any person who sells restricted
securities shall be deemed not to be engaged in a distribution of such
securities and therefore not an underwriter thereof, if the sale is made in
accordance with all of the conditions of the rule. The rule also provides that
any person who sells restricted securities on behalf of such person in a control
relationship with the issuer shall be deemed not to be engaged in a distribution
or sale of securities and therefore not an underwriter thereof, if the sale is
made in accordance with all of the conditions of the rule. Responsible officers
of the Securities and Exchange Commission and the NASD Regulators, Inc. have
purportedly attempted to interpret Rule 144 to limit or eliminate the statutory
safe harbor. A request from the NASD Regulators, Inc. for guidance (including a
request for an opinion) provided a series of scenarios and the Securities and
Exchange Commission's response to the questions proffered created an unjustified
dichotomy for treating similarly situated shareholders in different purpose
entities holding restricted securities who are not promoters or affiliates that
wish to resell restricted or non-restricted securities and comply with the rules
promulgated under the Act. Contrary to the mandate and position contained in the
Preliminary Note to Rule 144 and the rule itself, the response to the request
for guidance seems to advance the position that the rule is not available for
resale transactions, regardless of technical compliance, because the resale
transactions appear to be designed to distribute or redistribute securities to
the public without compliance with the Act. The series of scenarios -
hypothetical facts (deemed to be representations) and the response thereto
assumed that the selling shareholders are promoters, affiliates and/or
underwriters of a "blank check" or "shell" company issuer wherein technical
compliance with said rule is not enough.

               The Company has been further informed that the Securities and
Exchange Commission will not issue "no action" letters relating to the resale of
securities, i.e., a person who has acquired shares of stock in a Section 4(2)
transaction under the Securities Act of 1933, as amended, and who offers and
sells the restricted securities without complying with Rule 144 is to be put on
notice by the Securities and Exchange Commission that in view of the broad
remedial purposes of the Securities Act of 1933, as amended, and the public
policy which strongly supports registration under said act, that those
individuals will have a substantial burden of proof in establishing that an
exemption from registration is available for such offers or sales, and that such
persons and the brokers of other person who participate in the transaction do so
at their own risk. The Company has been

<PAGE>   20

informed that any indemnification for liabilities in the opinion of the
Securities and Exchange Commission arising from such a transaction may be
against public policy as expressed in the Securities Act of 1933, as amended,
and is therefore unenforceable.

Item 6 - Exhibits and Reports on Form 8-K

        The following exhibits are filed with this report:

               (a)    No reports on Form 8-K were filed during the quarter for
                      which the report is filed.

               (b)    Financial Data Schedule 27.1.


                                    SIGNATURE

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.

Dated: August 8, 2000                       SIERRA RESOURCE GROUP, INC



                                            By: /s/ Sandra J. Andre
                                                -----------------------------
                                                Sandra J. Andre
                                                President