UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C., 20549
                                  FORM 10-Q SB

     (X)  QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(D) OF THE  SECURITIES
EXCHANGE ACT OF 1934

                For the quarterly report ended September 30, 2000
                                       or

     ( )  TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES
EXCHANGE ACT OF 1934
                  For the transition period from to ___________

                        Commission File number 000-30180

                          FRESH BREATH INDUSTRIES, INC.
   (Exact name of small business issuer as registrant as specified in charter)

         Nevada                                     88-0404404
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                    Identification No.)

                 #7-2316 27th Ave. N.E., Calgary, Alberta Canada
                     (Address of principal executive office)

         Registrants telephone no., including area code (403) 259-6838


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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares outstanding of each of the issuers classes of
common stock, as of the last practicable date.

      Class                              Outstanding as of September 30, 2000
Common Stock, $0.01                                 11,748,900







                                TABLE OF CONTENTS

Heading                                                                   Page

Item 1.                    Consolidated Financial Statements                3

                           Consolidated Balance Sheets  September 30, 2000
                              And September 30, 1999                        4

                           Consolidated Statements of Operations  nine months
                              Ended September 30, 2000 and 1999             5

                           Consolidated Statements of Stockholders Equity  6-7

                           Consolidated Statements of Cash Flows  nine months
                                Ended September 30, 2000 and 1999          8-9

                           Notes to Consolidated Financial Statements     10-12

Item 2.                    Managements Discussion and Analysis and
                                Result of Operations                        13

                           PART II. OTHER INFORMATION

Item 1.                    Legal Proceedings                                14

Item 2.                    Changes in Security                              14

Item 3.                    Defaults Upon Senior Securities                  14

Item 4.                    Submission of Matter to a Vote of
                               Securities Holders                           15

Item 5.                    Other Information                                15

Item 6.                    Exhibits and Reports of Form 8-K                 15

                           Signatures                                       16






                                     PART 1

Item 1.           Financial Statement

     The following unaudited Financial Statements for the period ended September
30, 2000 have been prepared by the Company.





                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)



                              FINANCIAL STATEMENTS

                    September 30, 2000 and December 31, 1999

























                         FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                                  Balance Sheet



                                      ASSETS

                                            September 30,     December 31,
                                                 2000          1999
                                             (Unaudited)
CURRENT ASSETS

   Cash$                                         599             $2,581

     Total Current Assets                        599              2,581

FIXED ASSETS (NET)(Note 6)                     3,750              4,606

     TOTAL ASSETS                             $4,349             $7,187


                  LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)

CURRENT LIABILITIES

   Accounts payable                        $     264             $1,801
   Notes payable - related parties (Note 5)   69,777            134,440
   Accrued interest                           23,079             13,445

     Total Current Liabilities                93,120            149,686

     Total Liabilities                        93,120            149,686

STOCKHOLDERS EQUITY (DEFICIT)

    Common stock, $0.001 par
    value, authorized 50,000,000
    shares; 11,748,000 and 8,748,000
    shares issued and
    outstanding, respectively                 11,748              8,748
   Additional paid-in capital                481,146            298,146
   Stock subscription receivable                (15)               (15)
   Deficit accumulated during the
   development stage                       (581,650)          (449,378)

     Total Stockholders Equity (Deficit)    (88,771)          (142,499)

     TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
      (DEFICIT)                            $   4,349          $   7,187



                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                            Statements of Operations
                                   (Unaudited)

                                     For the                       For the
                                   Nine Months Ended               Three Months
                                                                       Ended
                                    September 30,                  September30,
                                             2000          1999            2000

REVENUE                                $         -     $        -     $        -

OPERATING EXPENSES

   Depreciation and amortization
    expenses                                   856         49,727            428
   Professional services                     2,337         22,295              -
   General and administrative              119,445         45,497        118,704

     Total Operating Expenses              122,638        117,519        119,132

LOSS FROM OPERATIONS                      (122,638)      (117,519)     (119,132)

OTHER EXPENSES

   Loss on inventory discontinuation             -              -              -
   Interest expense                        (9,634)        (9,929)        (2,912)

     Total Other Expenses                  (9,634)        (9,929)        (2,912)

NET LOSS                              $  (132,272)    $ (127,448)     $(122,044)

BASIC LOSS PER SHARE                   $     (0.01)        (0.02)     $  0.01)

WEIGHTED AVERAGE NUMBER OF
 SHARES OUTSTANDING                      9,248,000      8,005,331      9,248,000



                                                            From
                                            For The      Inception on
                                      Three Months Ended  September 1,
                                         September 30,   1998 Through
                                                        September 30,
                                              1999           2000

REVENUE                                $         -     $        -

OPERATING EXPENSES

   Depreciation and amortization
    expenses                                17,584        289,898
   Professional services                       357         32,226
   General and administrative                3,382        196,607

     Total Operating Expenses               21,323        518,731

LOSS FROM OPERATIONS                       (21,323)      (518,731)

OTHER EXPENSES

   Loss on inventory discontinuation             -        (30,967)
   Interest expense                              -        (31,952)

     Total Other Expenses                        -        (62,919)

NET LOSS                           $        (21,323)      (581,650)

BASIC LOSS PER SHARE                   $     (0.00)

WEIGHTED AVERAGE NUMBER OF
 SHARES OUTSTANDING                        8,198,449




                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                   Statements of Stockholders Equity (Deficit)


                                                           Additional
                                         Common Stock       Paid-in
                                      Shares      Amount     Capital

From inception of development
 stage, August 31, 1998                   $           -$          -

September 15, 1998, common
 stock issued for cash at $0.01
 per share                          400,000         400       3,600

September 15, 1998, common
 stock issued for services at
 $0.01 per share                  2,550,000       2,550      22,950

November 15, 1998, common
 stock issued for services at
 $0.01 per share                    600,000         600       5,400

December 1, 1998, common
 stock issued for cash at
 $0.01 per share                  4,250,000       4,250      38,250

Net loss for the year ended
 December 31, 1998                        -           -           -

Balance, December 31, 1998        7,800,000       7,800      70,200

February 10, 1999, common
 stock issued for conversion
 of debt at $0.17 per share         100,000         100      16,794

Receipt of subscription
 receivable                               -           -           -
March 15, 1999, common
 stock issued for cash at
 $0.25 per share                    186,000         186      46,314

April 29, 1999, common stock
 issued for conversion of debt
 at $0.25 per share                 662,000         662     164,838

Net loss for the year ended
 December 31, 1999                        -           -           -

Balance, December 31, 1999        8,748,000   $   8,748   $ 298,146


                                                        Deficit
                                                        Accumulated
                                        Stock           During the
                                        Subscription    Development
                                        Receivable      Stage

 From inception of development
 stage, August 31, 1998              $     -          $    -

September 15, 1998, common
 stock issued for cash at $0.01
 per share                                 -               -

September 15, 1998, common
 stock issued for services at
 $0.01 per share                            -              -

November 15, 1998, common
 stock issued for services at
 $0.01 per share                            -              -

December 1, 1998, common
 stock issued for cash at
 $0.01 per share                       (5,515)             -


Net loss for the year ended
 December 31, 1998                         -            (37,026)


Balance, December 31, 1998            (5,515)           (37,026)

February 10, 1999, common
 stock issued for conversion
 of debt at $0.17 per share                -                -

Receipt of subscription
 receivable                                -                -


March 15, 1999, common
 stock issued for cash at
 $0.25 per share                         5,500              -

April 29, 1999, common stock
 issued for conversion of debt
 at $0.25 per share                        -                -


Net loss for the year ended
 December 31, 1999                         -           (412,352)

Balance, December 31, 1999           $     (15)      $ (449,378)


                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
             Statements of Stockholders Equity (Deficit) (Continued)


                                                             Additional
                                        Common Stock          Paid-in
                                     Shares        Amount     Capital

Balance, December 31, 1999         8,748,000   $    8,748   $  298,146

September 14, 2000, common
 stock issued for conversion of
 debt and services at $0.062
 per share                         3,000,000        3,000      183,000   -

Net loss for the nine months
 ended September 30, 2000
 (unaudited)                               -            -            -
Balance, September 30, 2000
 (unaudited)                      11,748,000   $   11,748   $  481,146




                                                   Deficit
                                                 Accumulated
                                      Stock       During the
                                 Subscription    Development
                                   Receivable       Stage

Balance, December 31, 1999        $     (15)   $(449,378)

September 14, 2000, common
 stock issued for conversion of
 debt and services at $0.062
 per share                                -
                                                       -

Net loss for the nine months
 ended September 30, 2000
 (unaudited)                              -     (132,272)

Balance, September 30, 2000
 (unaudited)                      $     (15)   $(581,650)




                          FRESH BREATH INDUSTRIES,INC.
                         (A Development Stage Company)
                            Statements of Cash Flows
                                  (Unaudited)

                                                  For the           For the
                                            Nine Months Ended     Three Months
                                              September 30,   Ended September 30
                                            2000         1999         2000

CASH FLOWS FROM OPERATING
 ACTIVITIES

   (Loss) from operations             $    (132,272) $  (127,448)   $(122,044)
   Adjustments to reconcile net (loss)
    to net cash provided (used) by
    operating activities:
   deprciation and amortization expense         856       49,727          428
     Common stock issued for services       111,000         -         111,000
    (Increase) decrease in accounts
      receivable                                -        (14,275)         -
     Decrease in goodwill                       -           -             -
     (Increase) decrease in inventory           -          7,939          -
     Increase (decrease) in accounts payable (1,538)      (3,831)      (2,337)
     Increase (decrease) in interest payable  9,633       10,055        2,912

       Net Cash (Used) by Operating
        Activities                          (12,321)     (77,833)      (10,041)

CASH FLOWS FROM INVESTING
 ACTIVITIES

   Purchase of equipment                        -        (13,208)         -
   Purchase of distribution rights              -           -             -
    Net Cash (Used) by Investing
        Activities                              -       (13,208)          -

CASH FLOWS FROM FINANCING
    ACTIVITIES

   Increase (decrease) in notes
    payable - related                       10,339          -           10,339
   Contributed capital                        -          3,374            -
   Proceeds from common stock                 -         52,000            -

       Net Cash Provided by Financing
        Activities                          10,339      55,374          10,330

INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS                           (1,982)    (35,667)            298

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF PERIOD                         2,581      39,673             301

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD                           $     599  $    4,006       $     599




                                                                      From
                                                                   Inception on
                                                    For the        September 1
                                             Three months ended    1998 through
                                                September 30         June 30
                                                      1999            2000
CASH FLOWS FROM OPERATING
 ACTIVITIES

   (Loss) from operations                        $    (29,539)   $   (581,650)
   Adjustments to reconcile net (loss)
    to net cash provided (used) by
    operating activities:
     Depreciation and amortization expense             21,701        289,898
     Common stock issued for services                     -          142,500
   Changes in operating assets and liabilities:
  (Increase) decrease in accounts
      receivable                                       5,422            -
     Decrease in goodwill                                 -          41,063
     (Increase) decrease in inventory                  7,939            -
     Increase (decrease) in accounts payable         (13,66)            263
     Increase (decrease) in interest payable           9,000         23,078

       Net Cash (Used) by Operating
        Activities                                       855         (84,848)

CASH FLOWS FROM INVESTING
 ACTIVITIES

   Purchase of equipment                             (13,208)        (5,726)
   Purchase of distribution rights                      -           (15,800)

       Net Cash (Used) by Investing
        Activities                                   (13,208)       (21,526)

CASH FLOWS FROM FINANCING
    ACTIVITIES

   Increase (decrease) in notes
   notes payable - related                              -            13,988
   Contributed capital                                  -            -
   Proceeds from common stock                          5,500         92,985

       Net Cash Provided by Financing
        Activities                                     5,500        106,973

INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS                                     (6,853)          599

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF PERIOD                                  10,859            -

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD                                     $   4,006     $     599








                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                      Statements of Cash Flows (Continued)
                                   (Unaudited)


                                     For the           For the
                                Nine months ended    Three months ended
                                  September 30,        September 30,
                                2000         1999       2000
NON-CASH FINANCING ACTIVITIES:

   Issuance of stock for
   payment on notes              $ 75,000   $179,000   $ 75,000
   Purchase of distribution
   rights for notes payable     $       - $        -  $       -

Cash Paid For:

   Interest                     $       - $        -  $       -
   Income taxes                 $       - $        -  $       -








                                                           From
                                                         Inception on
                                             For the     September 1
                                    three months ended   1998 through
                                        September 30     September 30
                                             1999            2000


NON-CASH FINANCING ACTIVITIES:

   Issuance of stock for
   payment on notes                           $179,000   $179,394
   Purchase of distribution
   rights for notes payable                   $   -      $300,790

Cash Paid For:

   Interest                                   $   -      $   -
   Income taxes                               $   -      $   -



                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                        Notes to the Financial Statements
                    September 30, 2000 and December 31, 1999


NOTE 1 -      ORGANIZATION AND DESCRIPTION OF BUSINESS

     On  September 1, 1998,  Fresh Breath  Industries,  Inc.  (the  Company) was
incorporated  under  the laws of  Nevada  to  engage  in  marketing  cigars  and
cigar-related products.

     The Company has  authorized  50,000,000  shares of $0.001 par value  common
stock.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

              a.  Accounting Method

     The Companys financial  statements are prepared using the accrual method of
accounting. The Company has elected a December 31 year end.

              b.  Cash Equivalents

     The Company considers all highly liquid investment with a maturity of three
months or less when purchased to be cash equivalents.

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

              d.  Income Taxes

     No provision  for federal  income taxes has been made at September 30, 2000
due to accumulated  operating  losses.  The minimum state franchise tax has been
accrued.

     The Company has accumulated  approximately $581,000 of net operating losses
as of September 30, 2000,  which may be used to reduce taxable income and income
taxes in future years  through  2020.  The use of these losses to reduce  future
income taxes will depend on the generation of sufficient taxable income prior to
the expiration of the net operating loss carryforwards.

     In the event of certain changes in control of the Company, there will be an
annual limitation on the amount of net operating loss carryforwards which can be
used.  The potential tax benefits of the net operating loss  carryforwards  have
been offset by a valuation allowance of the same amount.






                         FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                        Notes to the Financial Statements
                    September 30, 2000 and December 31, 1999


NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

              e.  Basic Loss Per Common Share

     Basic  loss per  common  share has been  calculated  based on the  weighted
average number of shares of common stock outstanding during the period.

                                        For the              For the
                                   Nine Months Ended    Three Months Ended
                                     September 30,          September 30,
                                2000             1999      2000           1999

 Numerator - loss      $       (132,273) $    (127,448)  $  (122,044) $ (21,323)
 Denominator - weighted
 average number of
 shares outstanding           9,248,000      8,005,331     9,248,000   8,198,449

Loss per share         $         (0.01)  $      (0.02)   $    (0.01) $    (0.00)

NOTE 3 -      GOING CONCERN

     The Companys  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.  The  Company has not  established  revenues  sufficient  to cover its
operating costs and allow it to continue as a going concern. Management believes
that the Company will soon be able to generate revenues  sufficient to cover its
operating costs through the sales of products under its distribution rights.

NOTE 4 -      COMMON STOCK TRANSACTIONS

     During the month of  December  1998,  the  Company  had a 504 common  stock
issuance.  4,250,000  shares were issued at $0.01;  the gross  proceeds of which
totaled  $42,500.  $5,500 was  received  subsequent  to December  31,  1998.  In
September 1998, 2,550,000 shares were issued at $0.01 for services,  and 400,000
shares  were  issued for cash at $0.01.  In November  1998,  600,000  additional
shares were issued at $0.01 for services  rendered,  totaling  7,800,000  shares
outstanding at December 31, 1998.

     During 1999, the Company issued 762,000 shares at an average price of $0.24
per share for payment on notes payable and related interest totaling $182,394.

     The Company had a 504 common stock issuance.  186,000 shares were issued at
$0.25, the gross proceeds of which totaled $46,500.

NOTE 5 -      RELATED PARTY TRANSACTIONS

     An officer of Quantum Cigar  Corporation and 545-205 B.C. Ltd., who is also
an officer of the Company,  which held the distribution  rights of Irvine Breath
Products,  sold  these  rights to the  Company  (Note 4).  The  officer  is owed
$134,440  at June 30, 2000 and  December  31,  1999.  The note is due on demand,
unsecured and bears interest at 10%. In September 2000,  common stock was issued
to reduce the above  note by  $75,000.  The  balance at  September  30,  2000 is
$59,440.




                          FRESH BREATH INDUSTRIES, INC.
                          (A Development Stage Company)
                        Notes to the Financial Statements
                    September 30, 2000 and December 31, 1999


NOTE 6 -      FIXED ASSETS

     During 1999, the Company  received  office  equipment  from J&D Cigar.  The
equipment is depreciated over a five year life using the straight-line method of
depreciation. The equipment is valued as follows:
                                                                September 30,
                                                                    2000

                         Office equipment               $           4,283
                         Computer equipment                         1,152
                         Leasehold improvements                       291

                                  Total                             5,726

                         Less: accumulated depreciation            (1,976)

                                  Total Net Equipment   $           3,750

     Total depreciation expense for the nine months ended September 30, 2000 and
1999 was $856 and $-0- respectively.





     Item 2.  Managements  Discussion  and Analysis of Financial  Condition  and
Results of Operations

     The following  information  should be read in  conjunction  with  financial
statements and notes thereto appearing elsewhere in this Form 10-QSB.

Overview

     Fresh Breath  Industries,  Inc.  (the  Company)  is a  development  stage
Company  incorporated  under the laws of Nevada on September 1, 1998, to engaged
in the marketing of cigars and cigar related products.  As a start up enterprise
the Company had no significant business operations in 1998.

     The Company has entered into various  agreements with related  companies to
acquire the  distribution  rights of breath  freshening  products and cigars and
cigar accessories.  The Company entered into asset purchase  agreements;  (1) on
October 16, 1998, the exclusive  Canadian  distribution  rights to Irvine Breath
Products and Gel Cap Breath  Freshener  products for $135,590 which consisted of
$130,950  note and 500,000  shares of common  stock,  (2) on October  21,  1998,
bought for the sum of $130,000 the product line called  Cigar-Gone,  Coffee Gone
and other breath  related  products,  and (3) on October 25,  1998,  the Company
bought for the sum of $50,000  and  100,000  shares of common  stock the product
lines and  promotional  materials of J&D Cigar  Company,  Ltd. On April 21, 1999
100,000 shares were issued to Irvine Breath  Products for the  cancellation of a
$13,500.00  debt.  502,000 shares were issued to Irvine June 30, 1999 in lieu of
debt of $125,500.  J&D Cigar  160,000  shares in lieu of debt of  $40,000.00  to
complete the asset purchase of both companies.

     During the month of December 1998,  the Company sold  4,250,000  shares for
$0.01,  the gross proceeds were $42,500 of which $5,515 was received  subsequent
to December 31, 1998.  The offering  under the  provisions of Regulation D, Rule
504 of the  Securities  Act of 1934,  as amended (the Act).  The proceeds were
used for  working  capital.  For the year ended  December  31,  1999 the Company
issued  8,748,000  shares of common stock for cash and debt. As of September 30,
2000 there were 11,858,900 shares outstanding.

     On September 14, 2000 three million (3,000,000) shares of common stock were
issued in cancellation of debt.


Results of Operations the First Nine Months of 2000

The  Company had revenues of $ 0 for the nine months with operating  expenses of
     $ 122,638 and other expenses of $9,634. The Company also had no revenues in
     the first nine months of 1999 and  operating  expense of $117,519 and other
     expenses of $9,929. These amounts represent no change in the revenues and a
     3.8% increase in operating expenses for the first nine months of 2000.



Net Operating Loss

     The Company  has  accumulated  approximately  581,650  net  operating  loss
carryforwards  as of September  30, 2000,  which may be offset  against  taxable
income  and  income  taxes in future  years.  The use of these  losses to reduce
future income taxes will depend on the  generation of sufficient  taxable income
prior  to  the  expiration  of  the  net  operating  loss   carryforwards.   The
carryforwards  expire in the year  2015.  In the  event of  certain  changes  in
control of the Company,  there will be an annual limitation on the amount of net
operating loss carryforwards, which can be used.

Inflation

     In the opinion of  management,  inflation has not had a material  effect on
the operations of the Company.

Risk Factors and Cautionary Statements

     Forward-looking  statements  in this report are made  pursuant to the safe
harbor provisions of the Private Securities  Litigation Reform Act of 1995. The
Company wishes to advise  readers that actual  results may differ  substantially
from such forward-looking  statements.  Forward-looking statements involve risks
and  uncertainties  that could cause actual  results to differ  materially  from
those expressed on or implied by the statements,  including, but not limited to,
the  following:  the  ability of the Company to  successfully  meet its cash and
working  capital needs,  the ability of the Company to  successfully  market its
product,  and other risks detailed in the Companys periodic report filings with
the Securities and Exchange Commission.

                                     Part II

Item 1.           Legal Proceedings

     There are  presently no material  pending  legal  proceedings  to which the
Company or any of its subsidiaries in a party or to which any of its property is
subject and, to the best of its knowledge,  no such actions  against the Company
are contemplated or threatened.

Item 2.           Changes in Securities

     Three million shares  (3,000,000) of common stock were issued  September14,
2000 for a cancellation of $75,000 of debt.

Item 3.           Defaults Upon Senior Securities

         None.

Item 4.           Submission of Matters to be a Vote of Security Holders

         None.

Item 5.           Other Information

         This item is not applicable to the Company.

Item 6.           Exhibits and Reports on 8-K

a.       Exhibit 27 Financial Data Schedule
b.       Reports on Form 8-K

     No report on Form 8-K was filed by the Company during the nine months ended
September 30, 1999.



                                                              SIGNATURES

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


Dated: October 25, 2000

                                                   By:/S/ Catherine Edwards
                                                          Catherine Edwards
                                                          Secretary