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                       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, 1999

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For the transition period from __________________ to_______________

Commission File Number 0-2660

                    ----------------------------------------

                             NAPTAU GOLD CORPORATION
        (Exact name of small business issuer as specified in its charter)

          Delaware                              22-3386947
(State or other jurisdiction of                (IRS Employer
incorporation or organization)               Identification No.)

                               5391 Blundell Road
                                   Richmond BC
                                 Canada V7C 1H3
                    (address of principal executive offices)

                                 (604) 277-5252
                           (Issuer's telephone number)
               --------------------------------------------------
                                (former address)

                              9551 Bridgeport Road
                                   Richmond BC
                                 Canada V6X 1S3
                          -----------------------------
               (Former name, former address and former fiscal year
                          if changed since last report)

      Check whether the issuer (1) 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 |_|                          No   |X|

      State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 5,933,500 shares of Common
Stock, $.001 par value, were outstanding, as of June 30, 1999.

      Transitional Small Business Disclosure Format (check one):

                  Yes |_|                          No   |X|

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<PAGE>

                                   Form 10-QSB

INDEX                                                                      Page
Number

Part I. Financial Information..............................................  2

       Balance Sheets......................................................  2

       Statements of Operations and Deficit................................  3

       Statements of Cash Flows............................................  4

       NOTES TO FINANCIAL STATEMENTS.......................................  5

Item 2. Plan of Operation..................................................  6

Part II....................................................................  6

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

       SIGNATURES..........................................................  7

<PAGE>

Part 1. Financial Information

Balance Sheets
(expressed in United States dollars)

                                              June 30, 1999    December 31, 1998
                                              -------------    -----------------
Assets
Current assets
   Cash                                        $     2,490          $     2,734
Equipment                                           71,582               71,582
Mineral properties                               2,098,200            2,098,200
                                               -----------          -----------
                                               $ 2,172,272          $ 2,172,516
                                               ===========          ===========
Liabilities and Shareholders' Equity

Current liabilities:
   Accounts payable and accrued liabilities    $   500,049          $   386,357
   Contracts payable to related parties          2,529,687            2,506,843
   Loans payable to related parties                 27,002               30,304
                                               -----------          -----------
                                               $ 3,056,738          $ 2,923,504
Shareholders' equity
   Capital stock
      Authorized:
         5,000,000 preferred shares with a par
            value of $0.001 per share
         20,000,000 common shares with a par
            value of $0.001 per share
   Issued and outstanding:
      6,933,500 common shares                        6,934                6,934
   Additional paid-in capital                    1,581,105            1,581,105
   Deficit                                      (2,472,505)          (2,339,027)
                                               -----------          -----------
                                               $  (884,466)         $  (750,988)
                                               -----------          -----------
                                               $ 2,172,272          $ 2,172,516
                                               ===========          ===========

See accompanying notes to financial statements.


                                       2
<PAGE>

Statements of Operations and Deficit
(expressed in United States dollars)

<TABLE>
<CAPTION>
                                             Six Months Ended                Three Months Ended
                                      June 30, 1999   June 30, 1998   June 30, 1999    June 30, 1998
                                      -------------   -------------   --------------   -------------
<S>                                     <C>            <C>            <C>            <C>
Expenses:

    Exploration and development costs   $     2,291    $   245,976    $       639      $   235,304

    Interest Expense                         57,717          1,083         29,143              253

    Investor Relations                        3,195                         3,195

    Management Salary                        45,000         45,000         22,500           22,500

    Professional Fees                        22,032         21,871         10,674           15,203

    Office and Administrative           $     3,243          2,656    $     1,191            2,621
                                        -----------    -----------    -----------      -----------

Loss for the period                        (133,478)      (316,586)       (67,342)        (275,881)

Deficit, beginning of period             (2,339,027)    (1,325,111)    (2,405,163)      (1,365,816)
                                        -----------    -----------    -----------      -----------

Deficit, end of period                  $(2,472,505)   $(1,641,697)   $(2,472,505)     $(1,641,697)
                                        ===========    ===========    ===========      ===========

Loss per share                          $     (0.02)   $     (0.05)   $     (0.01)     $     (0.04)
                                        ===========    ===========    ===========      ===========
</TABLE>

See accompanying notes to financial statements.


                                       3
<PAGE>

Statements of Cash Flows
(expressed in United States dollars)

<TABLE>
<CAPTION>
                                               Six Months Ended               Three Months Ended
                                        June 30, 1999   June 30, 1998   June 30, 1999   June 30, 1998
                                        -------------   -------------   -------------   -------------
<S>                                       <C>             <C>             <C>             <C>
Cash generated from (used in):

Operations:

    Loss for the period                   $(133,478)      $(316,586)      $ (67,342)      $(275,881)

    Change in non-cash operating
       working capital:

      Accounts Payable and
        Accrued Liabilities               $ 113,691       $  62,934          75,259          39,824
                                          ---------       ---------       ---------       ---------
                                            (19,787)       (254,192)          7,917        (236,057)

Financing:

    Contracts payable                        22,844         318,950          (3,644)        265,709

    Loans payable to related parties      $  (3,301)      $  (4,543)         (4,563)             --
                                          ---------       ---------       ---------       ---------
                                             19,543         314,408          (8,207)        265,709

    Investing activities:

       Mineral properties:                                  (60,132)                        (30,064)
                                          ---------       ---------       ---------       ---------
    Increase (Decrease) in cash                (244)             84            (290)           (412)

    Cash, beginning of period                 2,734               0           2,780             496
                                          ---------       ---------       ---------       ---------
    Cash, end of period                   $   2,490       $      84           2,490              84
                                          =========       =========       =========       =========
</TABLE>

See accompanying notes to financial statements.


                                       4
<PAGE>

NAPTAU GOLD CORPORATION

NOTES TO FINANCIAL STATEMENTS

1.    The Company and basis of presentation:

      Naptau Gold Corporation (the "Company") was formed under the laws of the
      State of Delaware on January 8, 1988 and was inactive until 1995 when it
      entered into an agreement to acquire certain mineral properties. The
      Company's principal business activity is the exploration and development
      of mineral properties, with its principal mineral properties comprising of
      various placer leases in the Cariboo Mining Division of British Columbia,
      Canada (the "Placer Leases").

      The financial statements presented herein as of June 30, 1999 and for the
      six month periods ending June 30, 1999 and 1998 are unaudited and, in the
      opinion of management, include all adjustments (consisting only of normal
      and recurring adjustments) necessary for a fair presentation of financial
      position and results of operations. Such financial statements do not
      include all of the information and footnote disclosures normally included
      in audited financial statements prepared in accordance with generally
      accepted accounting principles.

2     Mineral property interests:

      Mineral property acquisition costs and related exploration and development
      expenditures are deferred until the property is placed into production,
      sold or abandoned. These costs will be amortized on a unit-of-production
      basis over the estimated proven and probable reserves of the property
      following commencement of commercial production or written off if the
      property is sold, allowed to lapse or abandoned.

      Mineral property acquisition costs include cash consideration and the fair
      value of common shares issued for mineral properties. Administrative
      expenditures are expensed in the period incurred.

      Exploration and development expenditures are expensed in the period
      incurred until such time as the Company establishes the existence of
      commercial feasibility at which time these costs will be deferred.

      On an on-going basis, the Company evaluates the status of its mineral
      properties based on results to date to determine the nature of exploration
      and development work that is warranted in the future. If there is little
      prospect of further work on a property being carried out, the deferred
      costs related to that property are written down to their estimated
      recoverable amount.

      The amounts shown for mineral properties represent costs incurred to date
      and is not intended to reflect present or future values.

      Results of operations for the six month period ended June 30, 1999 are not
      necessarily indicative of the results that may be expected for the full
      year ended December 31, 1999. It is suggested that these financial
      statements be read in conjunction with the financial statements and notes
      thereto included in the Company's 1998 Annual Report on Form 10-KSB.

      These financial statements have been prepared on the basis of accounting
      principles applicable to a going concern. At June 30, 1999, the Company
      had a working capital deficiency of approximately $3,054,249, a
      significant portion of which is due to related parties. The Company's
      continuing operations and the ability of the Company to discharge its
      liabilities are dependent upon the continued financial support of its
      related parties and the ability of the Company to obtain the necessary
      financing to meet its liabilities as they come due.

      The recoverability of the amounts shown as mineral properties is dependent
      upon economically recoverable mineral reserves, the ability of the Company
      to obtain the necessary financing to complete the development of its
      mineral properties and upon future profitable production or proceeds from
      the disposition thereof.


                                       5
<PAGE>

NAPTAU GOLD CORPORATION

Item 2. Plan of Operation

This Plan of Operation. In some cases, readers can identify forward-looking
statements by terminology such as "may," "will," "should," "could," "expects,"
or the negative of such terms or other comparable terminology. These statements
involve known and unknown risks, uncertainties and other factors that may cause
actual results, levels of activity, performance or achievement to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by such forward-looking statements. Such
factors include, among other things, decisions and activities related to the
mining properties, anticipated grade, geological, metallurgical, processing or
other problems, conclusion of feasibility studies, changes in projected
parameters or plans, the timing and receipt of governmental permits, the failure
of plant, equipment or processors to operate in accordance with specifications
or expectation, results of current exploration activities, accidents, delays in
start-up dates, environmental costs and risks, changes in gold prices, as well
as other factors described elsewhere in this Form 10-QSB. Although we believe
that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels or activity, performance
or achievements. We undertake no duty to update any of the forward-looking
statements contained herein, whether as a result of new information, future
events or otherwise.

      The Company is engaged in the acquisition, exploration, and development of
mineral properties, primarily gold properties. The Company's properties are
comprised of one Lease of Placer Minerals (LPM) and two adjacent staked placer
claims (collectively, the "Properties") located in the Cariboo Mining District,
British Columbia, Canada.

      It is estimated that the Company and prior owners of the Properties have
expended an aggregate of approximately $4,500,000 in exploring and developing
the Properties. Because of the inconsistencies of placer golds, none of the
Company's Properties may be defined as containing proven or probable reserves.
Although prior exploration programs have produced in excess of 300 ounces of
gold from the Properties, the Company has not generated meaningful revenues and
will not generate revenues until commencement of full-scale placer mining
operations.

At the end of the 1998 mining season the Company successfully completed
sustained test runs of the production plant yielding quantities of gold as
detailed in the following table.

--------------------------------------------------------------------------------
Days of        Cubic Yds.     Recovered     Ounces     Oz/Cu. Yd.      $/Cu.Yd.
Processing     Processed      Grams
between
clean-ups
--------------------------------------------------------------------------------
3              900            473.3         15.22      0.017           3.87

6              1,580          2,092.7       67.28      0.049           11.05

3              672            1,696.7       54.55      0.081           16.91

4              1,814          4,063.3       130.65     0.072           17.34

5              1,642          2,976.0       95.68      0.058           14.33

7              2,360          6,716.4       215.93     0.091           24.17
--------------------------------------------------------------------------------

      "Clean-up" is the process of removing concentrated gold bearing materials
accumulated in a secure area of the processing plant and occurs at the
discretion of management, under the scrutiny of Company management personnel.


                                       6
<PAGE>

During the previous quarter, Noble Metal Group Incorporated requested and the
Company agreed that as consideration for granting an extension of the due date
of the remaining balance due to Noble, the Bill of Sale Absolute for the Placer
Leases will be placed in trust with Noble's attorney until such time as the
Company has fulfilled all of its obligations to Noble with respect to repayment
of debt. Noble also agreed to convert 1,000,000 common shares of the Company
into an obligation to pay Noble 8,695 ounces of gold from the Company's share of
gold referred to in previous agreements in the following manner:

(i)   for 1999, 33% of the ounces of gold remaining after fulfillment of
      previous obligations to Noble; and

(ii)  for 2000 and thereafter and until the 8,695 ounces have been paid to
      Noble, 50% of the ounces of gold after fulfillment of previous obligations
      to Noble.

The parties agreed that the Company may at any time elect to pay Noble more
ounces of gold than the minimum levels specified above.

The Company also entered into an agreement with an Affiliate, with respect to
its contract payable to the Affiliate of $200,000, whereby the Company agreed to
pay the Affiliate 200 ounces of gold instead of 150 ounces previously agreed,
from the Company's share of gold produced from mining operations on its placer
leases, if any, to extend the due date to December 31, 2001.

Because of the record snow fall over the winter at the site of the Company's
mining properties, the delay in the dissipation of the snow cover this spring
and early summer, and the lead time which will be required to prepare the site
for operation, the Company has not yet determined its operating plans for placer
mining for this season. As of this date the camp has been opened, equipment has
been made ready and the Operator, Noble Metal Group Incorporated, has personnel
on site assessing the feasibility and level of operation to be carried on this
season.

During this quarter the Company has taken the opportunity to deal with other
matters and taken steps to follow through on its diversification plans to
provide "Off Season" operations which complement and will not interfere with the
mining operations. In this vein the Company concluded a "Letter of Intent" with
Cyber Centers.com Inc. to acquire all of its shares of outstanding stock,
subject to the negotiation of a Definitive Agreement and the conclusion of the
parties' due diligence; which Definitive Agreement, among other matters, will
obligate the Company to divest itself at a future date of substantially all of
its interest in the operations of Cybercenters.com Inc. except that portion
still to be agreed upon.

Cyber Centers.com Inc is an E-commerce company committed to developing,
managing, and promoting internet products and services to consumers and
businesses. Cyber Centers.com Inc has four divisions, each with a promising
future in the Internet field:

      Cybercenters International, Inc.tm are "virtual" retail facilities
      offering computer and software training, on site computer rentals, high
      speed Internet access, video conferencing, software library, "Cyber
      Center" brand name computers, U.S. Mail Box accounts, Fax, printing and
      other business services.

      Sports Challenge, Inc. creates, markets and promotes interactive games,
      tournaments, and contests to the Internet audience.

      International Security Listing Services, Inc. currently controls two
      financial guides, "Penny Stocks.net," and Small Cap Stocks.net."

      InteractiveNetcast.com is creating a 24-hour/day talk show format. The
      Company intends to market its broadcasting, programming, and interaction
      to an exclusive Internet listening audience.


                                       7
<PAGE>

As of the filing of this report the parties are continuing to negotiate the
terms of the Definitive Agreement and Naptau is conducting its due diligence
review of Cybercenters.com and its principals.

In order to finance its ongoing operating costs and meet some of its commitment
to Noble, with the consent of Noble Metal Group Incorporated, the Company raised
$66,000 by the presale of 300 troy ounces of raw placer gold for delivery on or
before the end of October, 1999.

At June 30, 1999, the Company has a shareholders' deficiency of approximately
$884,500 and working capital deficiency in excess of $3,054,000, a significant
portion of which is due to related parties, all of whom have a vested interest
in ensuring the Company's continued existence. The Company's continuing
operations and ability to realize the amounts shown as mineral properties on its
balance sheet are dependent upon the Company's ability to obtain the financing
necessary to meet its obligations and continue its exploration and development
activities. To date, substantially all of the financing for the Company's mining
activities has been provided by Noble. There is no assurance that Noble will
continue to fund the Company or that necessary financing will be made available
by third parties or, if made available, be on terms acceptable to the Company.

Part II

Item 5. Other Information

a) Accounting Policies

During the most recent quarter the Company received correspondence from the
Securities and Exchange Commission wherein it reiterated its belief that the
Company's policy of capitalizing its mineral property acquisition costs is not
practical until commercial feasibility under Industry Guide 7 is established. As
noted below, KPMG LLP, the Company's previous auditor has declined to stand for
re-appointment as auditors of the Company. When the Company has appointed a new
auditor it will review its accounting policies and respond to the Securities and
Exchange Commission. Such response could include a change in the Company's
method of accounting.

b) Director Resignations / New Directors Appointed

In June the Company received letters of resignation from John J. McIntyre,
Murray A. Bratten and Warren W. Gayle from their positions as Directors of the
Company. Each indicated that the demands of their other businesses would not
permit them to devote the appropriate tine to the affairs of the Company.

The Company is pleased to announce that Walter Harder and John Lawrence Fix have
been appointed Directors.

Walt Harder Mr. Harder was born and raised on a farm in Ridgeville, Manitoba and
now resides with his wife in the greater Vancouver, British Columbia area. At
age 20 he left the farming community to pursue a career in marketing and sales.
He spent the next 22 years in the advancement of this career in the auto/steel
industry (Channellock Tools and Dominion Chain Co.) serving distributors in
Western Canada. He subsequently decided to take on the challenge of being
self-employed and progressed into and has, for the last 17 years, been involved
in the financial services industry in British Columbia. Both Mr. Harder and his
wife are active in local community affairs. He brings to the Board of Naptau the
knowledge and determination to complete tasks that comes from the
entrepreneurial experience.

John Lawrence Fix Mr. Fix has a rounded background commencing from an early age
including farming, sawmill operations, oilfield construction, and road building.
Through his high-school years he also managed a motel. After attending the
University of British Columbia he attained Chief Flying Instructor/Charter Pilot
positions progressing to become a Certified Aircraft Engineer. Having attained
these successes he returned to taking on tasks relating to the mining industry
such as staking, promoting,


                                       8
<PAGE>

road building and overburden removal in an area near Summerland, British
Columbia. Because of his background in aviation opportunities opened in the
insurance industry where he carried out aircraft accident investigation and rose
to manager of Brower & Company Aviation, a Lloyds of London Agent. Upon the sale
of Brower & Co. he formed Pacific Adjusters carrying out insurance investigation
on large international claims. Having established this he then applied some of
his earlier gained knowledge an moved into the oilfield servicing industry
through the purchase of Shirley Air Services Limited. In addition to these
operations he manage to also form and operate Lower Mainland Security World
which carried out burglar alarm installations as well as developing network
installation for the computerization of homes (Smart House). This included
central control of the complexities of a home including remote access and
satellite computer control of remote equipment. To fill any spare time he
co-incidentally invested in, owned and operated multiple duplex rental units and
carried on the international brokerage of goods. He believes "all fields of
endeavor are money making opportunities if you keep your eye on the ball but
that the trip is not complete until the profit is in the Bank". Mr. Fix brings
to the Board of Naptau his analytical abilities and the drive and determination
to bring a project to a successful conclusion.

c) Decline of Auditor to Stand for Re-appointment

In June, 1999, KPMG LLP, which had previously been engaged as the principal
accountant to audit the Company's financial statements advised the Company that
it did not intend to stand for re-appointment as the auditors of the Company.
The Company is currently interviewing possible successors.

During the Company's two most recent fiscal years and the subsequent period
preceding the receipt of KPMG's declination, there were no disagreements between
KPMG and the Company on any matter of accounting principles or practices,
financial statement disclosure or auditing scope or procedure, which
disagreement, if not resolved to the satisfaction of KPMG would have caused KPMG
to make reference to the subject in its report. In addition, during the
Company's two most recent fiscal years and the interim period preceding KPMG's
declination no reportable events, as defined in Item 304(a)(1)(iv)(A), (B) (D)
or (E) of Regulation S-B occurred.

d) Commencement of Bulletin Board Trading

On March 31, 1999 the Company concluded the listing for Blue-Sky purposes and
was published in the Standard & Poor's Corporation Records Current News Edition
dated March 31, 1999. Subsequent to this, the Company, through First London
Securities, Inc. was approved for quotation on the OTC Bulletin Board.

Item 6. Exhibits and Reports on Form 8-K

        Exhibit 10.1.1    Letter of Intent Between the Company and Cyber
                          Centers.com, Inc.

        Exhibit 10.1.2    Addendum to Letter of Intent

        Letter dated June 2, 1999 from KPMG, LLP

        Exhibit 24.1      Item 24.1


                                       9
<PAGE>

NAPTAU GOLD CORPORATION

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                          NAPTAU GOLD CORPORATION


                                          /s/ Edward D. Renyk
                                          ---------------------------------
Dated: August 17, 1999                    By: Edward D. Renyk
                                          President and
                                          Principal Accounting Officer