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

                                   FORM 10-QSB
                                   -----------

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

                    For the Quarter Ended September 30, 2002

                                       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 000-32741

                        TREASURE MOUNTAIN HOLDINGS, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                  NEVADA                                   84-1394211
         (State or other jurisdiction of               (I.R.S. Employer
         incorporation or organization)                Identification No.)

                 1390 South 1100 East #204, Salt Lake City, Utah
                 -----------------------------------------------
                      84111 (Address of principal executive
                                    offices)

Registrant's telephone no., including area code:  (801) 322-0253

         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 past 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
    -----    ------

                                       APPLICABLE ONLY TO CORPORATE ISSUERS

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

         Class                          Outstanding as of September 30, 2002
 -----------------------------          ------------------------------------
 Common Stock, $.001 par value                      1,862,117

                                       -1-

<PAGE>


<TABLE>
<CAPTION>

                                                 TABLE OF CONTENTS

Heading                                                                                                   Page
-------                                                                                                   ----
                                          PART  I.  FINANCIAL INFORMATION

<S>                                                                                                        <C>
Item 1.      Financial Statements.....................................................................      3

                  Balance Sheets -- September 30, 2002 and December 31, 2001..........................      4

                  Statements of Operations -- three and nine months ended September 30, 2002
                    and 2001 and the period from January 1, 1958 to September 30, 2002................      5

                  Statements in Changes in Stockholders' Equity -- for the period
                    January 1, 1958 to September 30, 2002.............................................      6

                  Statements of Cash Flows -- nine months ended September 30, 2002
                    and 2001..........................................................................      8

                  Notes to Financial Statements ......................................................     10

Item 2.      Management's Discussion and Analysis and Results of Operations...........................     13

Item 3.      Controls and Procedures..................................................................     14


                                            PART II. OTHER INFORMATION

Item 1.      Legal Proceedings........................................................................     15

Item 2.      Changes in Securities and Use of Proceeds................................................     15

Item 3.      Defaults Upon Senior Securities..........................................................     15

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

Item 5.      Other Information........................................................................     15

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

             Signatures...............................................................................     16

             Certifications...........................................................................     17
</TABLE>

                                       -2-

<PAGE>



                                                      PART I

Item 1.           Financial Statements

         The accompanying balance sheets of Treasure Mountain Holdings Inc. (the
"Company") at September  30, 2002,  related  statements  of operations  and cash
flows for the three and nine months  ended  September  30, 2002 and 2001 and the
period January l, 1958 (date of inception of development stage) to September 30,
2002,  have  been  prepared  by the  Company's  management  in  conformity  with
accounting  principles  generally  accepted  in  the  U.S.  In  the  opinion  of
management,  all adjustments considered necessary for a fair presentation of the
results of  operations  and  financial  position have been included and all such
adjustments are of a normal recurring nature.  Operating results for the quarter
ended September 30, 2002, are not necessarily indicative of the results that can
be expected for the fiscal year ending December 31, 2002.


                                       -3-

<PAGE>


<TABLE>
<CAPTION>

                        TREASURE MOUNTAIN HOLDINGS, INC.
                           (Development Stage Company)
                                 BALANCE SHEETS
                    September 30, 2002 and December 31, 2001

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


                                                                         Sept 30,      Dec 31,
                                                                           2002         2001
                                                                        ---------    ---------
ASSETS

CURRENT ASSETS

<S>                                                                     <C>          <C>
   Cash                                                                 $   3,622    $   5,834
                                                                        ---------    ---------

       Total Current Assets                                             $   3,622    $   5,834
                                                                        =========    =========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

   Notes payable - Note 3                                               $    --      $  26,500
   Accrued interest payable - Note 3                                         --          1,564
   Accounts payable - related parties                                       2,000         --
   Accounts payable                                                          --          1,750
                                                                        ---------    ---------

       Total Current Liabilities                                            2,000       29,814
                                                                        ---------    ---------

STOCKHOLDERS' EQUITY

   Common stock
       50,000,000 shares authorized, at $0.001 par value,
       1,862,117 shares issued and outstanding on September 30, 2002;
      937,547 shares on December 31, 2001                                   1,862          938
   Capital in excess of par value                                         659,890      616,357
    Deficit accumulated during development stage                         (660,130)    (641,275)
                                                                        ---------    ---------

       Total Stockholders' Equity (Deficiency)                              1,622      (23,980)
                                                                        ---------    ---------

                                                                        $   3,622    $   5,834
                                                                        =========    =========
</TABLE>
    The accompanying notes are an integral part of these financial statements

                                       -4-

<PAGE>


<TABLE>
<CAPTION>

                        TREASURE MOUNTAIN HOLDINGS, INC.
                           (Development Stage Company)
                            STATEMENTS OF OPERATIONS
             For the Three and Nine Months Ended September 30, 2002
           and 2001 and the Period January 1, 1958 (date of inception
                   of development stage) to September 30, 2002

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


                                    Three Months                  Nine Months
                              Sept 30,      Sept 30,        Sept 30,       Sept 30,      Jan 1, 1958
                               2002           2001           2002            2001      to Sept 30, 2002
                            -----------    -----------    -----------    -----------    -----------


<S>                         <C>                           <C>            <C>            <C>
REVENUES                    $     1,000           --      $     7,200    $      --      $     7,200

EXPENSES                          9,880          5,695         26,055          9,771        644,555
                            -----------    -----------    -----------    -----------    -----------

NET PROFIT (LOSS) -
      before other income        (8,880)        (5,695)       (18,855)        (9,771)      (637,355)

SETTLEMENT OF DEBT                 --             --           19,000


NET PROFIT (LOSS)           $    (8,880)   $    (5,695)   $   (18,855)   $    (9,771)   $  (618,355)
                            -----------    ===========    ===========    ===========    ===========



NET LOSS PER COMMON
     SHARE

   Basic                    $      (.01)   $      --      $      (.01)   $      --
                            -----------    -----------    -----------    -----------


AVERAGE OUTSTANDING
    SHARES

    Basic                     1,648,817       937 ,547      1,435,450        937,547
                            -----------    -----------    -----------    -----------
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                       -5-

<PAGE>



<TABLE>
<CAPTION>

                        TREASURE MOUNTAIN HOLDINGS, INC.
                           (Development Stage Company)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
              For the Period January 1, 1958 (date of inception of
                    development stage) to September 30, 2002


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


                                                                           Capital in
                                                      Common Stock          Excess of    Accumulated
                                                 Shares          Amount     Par Value     Deficit
                                                ----------       ------      -------      --------
<S>                                                 <C>              <C>     <C>           <C>
Balance January 1, 1958                             14,810           15      126,154       (41,775)

Net operating loss for the years ended
    December 31, 1958                                 --           --           --         (43,600)
    December 31, 1959                                 --           --           --         (28,619)
    December 31, 1960                                 --           --           --         (42,175)
    December 31, 1961                                 --           --           --         (23,449)
Issuance of common shares for services -
        1969                                          400          --          2,000          --
Net operating loss for the year ended
   December 31, 1969                                  --           --           --          (2,000)
Issuance of common shares for payment
   of accounts payable - 1970                        9,720           10       52,064          --
Issuance of common shares for cash - 1970            1,000            1        4,999          --
Issuance of common shares for all
  outstanding stock of Queen Hills - 1970           32,000           32      159,968          --
Net operating loss for the year ended
   December 31, 1970                                  --           --           --          (9,670)
Issuance of common shares for cash and
   payment of accounts payable - 1972                  550            1         1,374       --
Issuance of common shares for cash and
   payment of accounts payable - 1973                2,900            3        4,667          --
Net operating loss for the year ended
   December 31, 1975                                  --           --           --        (160,000)
Issuance of common shares for services - 1985        3,630            4       18,146          --
Issuance of common shares for all outstanding
    stock of Notch Peak Corp - 1985                 40,331           40      201,617          --
Net operating loss for the year ended
   December 31, 1985                                  --           --           --         (18,150)
Net operating loss for the year ended
   December 31, 1988                                  --           --           --        (201,657)
Issuance of common shares for services - 1997   22,610,000       22,610        7,390          --
Issuance of common shares for cash - 1997          100,000          100        9,900          --
Issuance of additional common shares
   resulting from stock split - 1997                31,206           31          (31)         --
Net operating loss for the year ended
   December 31, 1997                                  --           --           --         (64,560)
Contributions to capital - 1997                       --           --            750          --


Balance December 31, 1997                       22,846,547       22,847      588,998      (635,655)
                                                ----------       ------      -------      --------
</TABLE>
    The accompanying notes are an integral part of these financial statements

                                       -6-

<PAGE>


<TABLE>
<CAPTION>

                        TREASURE MOUNTAIN HOLDINGS, INC.
                           (Development Stage Company)
                 STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY -
          (Continued) For the Period January 1, 1958 (date of inception
                                       of
                    development stage) to September 30, 2002


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


                                                                           Capital in
                                                      Common Stock          Excess of    Accumulated
                                                 Shares          Amount     Par Value     Deficit
                                                ----------       ------      -------      --------
<S>                                                 <C>              <C>     <C>           <C>
Contributions to capital - 1998                       --             --              450          --
Net operating loss for the year ended
    December 31, 1998                                 --             (573)

Balance December 31, 1998                       22,846,547         22,847        589,448      (636,228)
Contributions to capital - payment
   of debt - related party                            --             --            5,000          --
Net operating profit for the year ended
   December 31, 1999                                  --             --             --          18,497

Balance December 31, 1999                       22,846,547         22,847        594,448      (617,731)
Common shares returned and canceled
   by related parties as capital
   contribution - September 27, 2000           (21,909,000)       (21,909)        21,909          --
Net operating loss for the year ended
   December 31, 2000                                  --             --             --          (6,618)

Balance December 31, 2000                          937,547            938        616,357      (624,349)
Net operating loss for the year ended
   December 31, 2001                                  --             --             --         (16,926)


Balance December 31, 2001                          937,547            938        616,357      (641,275)
Issuance of common shares for payment
   of debt at $.10 - March 29, 2002                284,570            284         28,173          --
Issuance of common shares for expenses
  at $.025 - related party -  August 9, 2002       640,000            640         15,360          --
Net operating profit for the nine months
   September 30, 2002                                 --             --             --         (18,855)

Balance September 30, 2002                       1,862,117    $     1,862    $   659,890   $  (660,130)
                                               ===========    ===========    ===========   ===========
</TABLE>

     The accompanying notes are an integral part of these financial statements


                                       -7-

<PAGE>

<TABLE>
<CAPTION>


                        TREASURE MOUNTAIN HOLDINGS, INC.
                           (Development Stage Company)
                             STATEMENT OF CASH FLOWS
                  For the Nine Months Ended September 30, 2002
                and 2001 and the Period January 1, 1958 (date of
              inception of development stage) to September 30, 2002

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

                                                     Sept 30,    Sept 30,   Jan 1, 1958 to
                                                      2002         2001      Sept 30, 2002
                                                    ---------    ---------    ---------

<S>                                                 <C>          <C>          <C>
CASH FLOWS FROM
   OPERATING ACTIVITIES

   Net loss                                         $ (18,855)   $  (9,771)   $(618,355)


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

              Settlement of debt                         --           --        (19,000)
              Changes in accounts payable                 643       15,085       66,457
Issuance common stock for expenses                     16,000         --        559,520
                                                    ---------    ---------    ---------
               Net Change in Cash from Operations      (2,212)       5,314      (11,378)
                                                    ---------    ---------    ---------

CASH FLOWS FROM INVESTING
   ACTIVITIES

CASH FLOWS FROM FINANCING
   ACTIVITIES

          Proceeds from issuance of common stock         --           --         15,000
                                                    ---------    ---------    ---------


    Net Increase  (Decrease) in Cash                   (2,212)       5,314        3,622

   Cash at Beginning of Period                          5,834        5,520         --
                                                    ---------    ---------    ---------

   Cash at End of Period                            $   3,622    $  10,834    $   3,622
                                                    =========    =========    =========
</TABLE>



    The accompanying notes are an integral part of these financial statements

                                       -8-

<PAGE>


<TABLE>
<CAPTION>

                        TREASURE MOUNTAIN HOLDINGS, INC.
                          ( Development Stage Company)
                      STATEMENTS OF CASH FLOWS (Continued)
                  Period January 1, 1958 (Date of Inception of
                    development stage) to September 30, 2002

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


<S>                                                                                                 <C>
SCHEDULE OF NONCASH OPERATING, INVESTING, AND FINANCING  ACTIVITIES

Issuance of 400 common shares for services  - 1969                                                 $  2,000

Issuance of 9,720 common shares for payment  of accounts payable - 1970                              52,074

Issuance of 32,000 common shares for all  outstanding stock of Queen Hills - 1970                   160,000

Issuance of 550 common shares for cash and  payment of accounts payable  - 1972                       1,375

Issuance of 2,900 common shares for cash and   payment of accounts payable - 1973                     4,670

Issuance of 3,630  common shares for services - 1985                                                 18,150

Issuance of 40,331 common shares for all outstanding  stock of Notch Peak Corp   - 1985             201,657

Issuance of 22,610,000 common shares for services - 1997                                             30,000

Issuance of 284,570 common shares for payment of debt - 2002                                         28,457

Issuance of 640,000 common shares for expenses - 2002                                                16,000

</TABLE>

    The accompanying notes are an integral part of these financial statements


                                       -9-

<PAGE>



                        TREASURE MOUNTAIN HOLDINGS, INC.
                          NOTES TO FINANCIAL STATEMENTS

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


1.     ORGANIZATION

The Company was incorporated under the laws of the state of Utah on July 2, 1954
with authorized common stock of 1,000,000 shares at a par value of $.10 with the
name  "Treasure  Mountain  Mining  Company" and on March 21, 1970 the authorized
common stock was  increased to  10,000,000  shares with a par value of $.10.  On
February 11, 1997 the name was changed to "Treasure Mountain Holdings, Inc." and
the authorized  common  capital stock was increased to 50,000,000  shares with a
par value of $.001.  On April 1, 1997 the domicile was changed from the state of
Utah to the state of Nevada.

The Company has been engaged in the activity of the  development  and operations
of mining  properties  and in 1957  operations  were  abandoned  and the Company
became inactive.  The Company and has been in the developmental stage since that
date.

On October 28, 1997 the Company  completed a reverse  common  stock split of one
share for 100 shares  outstanding and on October 10, 2000 a forward common stock
split of two shares for each  outstanding  share.  This report has been prepared
showing after stock split shares at $.001 par value from inception.

2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods

The  Company  recognizes  income and  expenses  based on the  accrual  method of
accounting.

Dividend Policy

The Company has not yet adopted a policy regarding payment of dividends.

Income Taxes

On September 30, 2002,  the Company had a net operating loss available for carry
forward of $290,692 . The income tax benefit of  approximately  $87,208 from the
loss carry forward has been fully offset by a valuation  reserve because the use
of the future tax benefit is undeterminable since the Company has no operations.
The loss carryover expires in the years from 2002 through 2023.

Earnings (Loss) Per Share

Earnings  (loss) per share  amounts are computed  based on the weighted  average
number of shares actually outstanding after the stock splits.

                                      -10-

<PAGE>



                        TREASURE MOUNTAIN HOLDINGS, INC.
                          NOTES TO FINANCIAL STATEMENTS

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


2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Financial Instruments

The  carrying  amounts of  financial  instruments,  including  cash and accounts
payable, are considered by management to be their estimated fair values.

Estimates and Assumptions

Management uses estimates and assumptions in preparing  financial  statements in
accordance with generally accepted  accounting  principles.  Those estimates and
assumptions  affect the  reported  amounts of the  assets and  liabilities,  the
disclosure of contingent  assets and liabilities,  and the reported revenues and
expenses.  Actual  results  could vary from the  estimates  that were assumed in
preparing these financial statements.

Recent Accounting Pronouncements

The  Company  does not  expect  that the  adoption  of other  recent  accounting
pronouncements will have a material impact on its financial statements.

3.  SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

Officers-directors  have  acquired  86% of the  outstanding  common stock of the
Company.  On December  31, 2001 the  Company  had demand  notes  payable due its
officers of $28,064  including 6% interest.  During March 2002,  284,570  common
shares were issued in payment of the notes.  Officers-directors have amounts due
them for accrued rent and services of $16,000  which was paid by the issuance of
common  capital  stock  on  August  9,  2002  at  $.025  per  share.   (note  6)
Officers-directors  have  amounts  due them for  accrued  rent and  services  of
$2,000.

4.  GOING CONCERN

The  Company  intends to acquire  interests  in various  business  opportunities
which,  in the  opinion  of  management,  will  provide a profit to the  Company
however the Company does not have the working  capital to be  successful in this
effort and to service its debt.

Continuation  of the  Company as a going  concern is  dependent  upon  obtaining
additional  working  capital and the  management  of the Company has developed a
strategy,  which it believes will accomplish this objective  through  additional
equity funding and long term financing  which will enable the Company to operate
for the coming year.

5.   WARRANTS

On  September  27,  2000 the board of  directors  of the  Company  approved  the
issuance  of  warrants  entitling  the  holders  to  purchase  up  to  3,000,000
restricted  common shares of the Company,  at $.25 per share, at any time before
18 months from the date the  warrant is  granted.  At the date of this report no
warrants had been issued.


                                      -11-

<PAGE>



                        TREASURE MOUNTAIN HOLDINGS, INC.
                          NOTES TO FINANCIAL STATEMENTS

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


6.  CAPITAL STOCK

The Company was  incorporated  in 1954 and became  inactive in 1957.  During the
following years errors  developed in the stock records and therefore the Company
issued 14,281 shares to be held in escrow by the transfer  agent in the event of
any valid claims for shares not recorded in the Company records.

On March 29, 2002 the Company issued 284,570 common shares to related parties as
for payment of notes payable due them.

On August 9, 2002 the Company issued 640,000 common shares to related parties as
payment for accrued expenses at $.025 per share.

7.  LICENSE AGREEMENT

On August 11, 2001 the  Company  entered  into an  exclusive  worldwide  license
agreement  to  market a devise  known  as "Java  Stir" to be used in the  coffee
industry  venues.  The terms of the  agreement  includes a 5%  royalty  for each
10,000  units sold for a period of 10 years  with a minimum  royalty of $1,000 a
year for the  first two years and  $1,500 a year for the  remaining  years.  The
minimum royalty will begin on January 1, 2003.

The accompanying  balance sheets of Treasure Mountain Holdings Inc. at September
30, 2002 and December 31, 2001, and the related  statements of  operations,  and
cash flows for the three and nine months ended  September  30, 2002 and 2001 and
the period January l, 1958 (date of inception of development stage) to September
30, 2002 have been  prepared by the  Company's  management  in  conformity  with
accounting principles generally accepted in the United States of America. In the
opinion  of  management,   all  adjustments  considered  necessary  for  a  fair
presentation  of the results of  operations  and  financial  position  have been
included and all such adjustments are of a normal recurring nature.

Operating  results for the quarter ended September 30, 2002, are not necessarily
indicative of the results that can be expected for the year ending  December 31,
2002.


                                      -12-

<PAGE>



Item 2.           Management's Discussion and Analysis or Plan of Operations

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

         The Company was  organized in 1954 to engage in the business of mining,
milling,  processing and marketing various  minerals,  primarily  tungsten.  The
Company  engaged in the mining  business  for a period of time,  but then became
inactive.  The Company is deemed to be a development  stage company with minimal
assets.

         On August 11, 2001, the Company executed a License Agreement whereby it
acquired the worldwide,  exclusive license to make, manufacture,  sell, attach a
trademark or trade name to, and to exercise incidents of ownership in and to all
interests, proprietary rights and improvement in and to the "Java Stir" product.
Under terms of the  agreement,  the Company paid $500 for such rights and agreed
to pay a royalty of 5% of gross  revenues for each 10,000 Java Stirs sold by the
Company  or its  designees.  The term of the  agreement  is for ten  years.  The
Company must pay a minimum  royalty of $1,000 for each of the first two years of
the agreement and $1,500 for each remaining  year. The inventor of the Java Stir
has agreed to waive any royalty payment until January 1, 2003.

         Java Stir is the only  swizzle  stick  made  exclusively  for  stirring
coffee. The base color of the Java Stir is coffee brown or black and consists of
a sculptured  coffee bean  attached to a thin acrylic stick made of ABS plastic.
The Java Stir can be custom imprinted on the paddle part, an area  approximately
1/2 inch by 1/2 inch, with a company's logo and/or message  pursuant to customer
specifications.  Custom  molding is available  upon request.  The Java Stir will
offer a company logo imprinted on the plastic circular  diameter (paddle) of the
stir stick  combined  with a gold or silver foil  finish for a sharp  noticeable
finish.

         Presently,   necessary  operating  funds  are  being  provided  by  the
Company's officers and directors. Certain costs and expenses associated with the
Company's  operations  and expenses  have been arranged for by a director of the
Company in exchange for notes  payable.  In March 2002, the notes were satisfied
by  converting  the notes  into  shares of the  Company's  common  stock.  It is
anticipated  that some  future  expenses  may be  handled  in a similar  manner.
However,  unless the Company is able to secure  sufficient  financing,  there is
substantial doubt about its ability to continue as a going concern.

         At September  30, 2002 and  December  31,  2001,  the Company had total
assets consisting of cash of $3,622 and $5,834, respectively.  Total liabilities
at  September   30,  2002  and  December  31,  2001  were  $2,000  and  $29,814,
respectively.  Liabilities at September 30, 2002 consisted  primarily of accrued
rent and  services  which may be  converted  to  common  stock.  Liabilities  at
December 31, 2001consisted  primarily of notes payable,  which were converted to
common stock in March 2002.

         Following the  acquisition of the Java Stir license in August 2001, the
Company  realized  revenues  of $1,000  during  the  three  month  period  ended
September 30, 2002,  compared to $0 revenues for the corresponding  2001 period.
The Company  realized  revenues  of $7,200  during the nine month  period  ended
September  30, 2002 compared to $0 revenues for the  corresponding  2001 period.
Revenues were the result of creating designs for special orders to be delivered.
Total  expenses were $9,980 for the third quarter of 2002 compared to $5,695 for
the  corresponding  2001 period.  Total expenses were $26,055 for the first nine
months of 2002 compared to $9,771 for the  corresponding  2001 period.  Expenses
during  the third  quarter  and the first nine  months of 2002 were for  accrued
rents,  services,  general operating  expenses and professional  fees.  Expenses
during the third quarter and the first nine months of 2001 period were primarily
for professional fees associated with preparation of the Company's  registration
statement  with  the SEC and the  preparation  and  filing  with the NASD of the
application to be quoted on the OTC Bulletin Board.

         In the  opinion of  management,  inflation  has not and will not have a
material effect on the operations in the immediate future.

Plan of Operation

         Prior to entering into the Java Stir license agreement, the Company was
actively  investigating  possible  business  opportunities  with the  intent  to
acquire or merge with one or more business  ventures.  Although the Company may,
in the  future,  consider  possible  other  merger  or  acquisition  candidates,
management  is  presently  focusing  on  developing  a  marketing  plan  for the
production  and sale of the Java Stir  product.  However,  because the Company's
lack of adequate  financing,  it may be necessary for the officers and directors
to either advance funds to the Company or to accrue  expenses until such time as
alternative

                                      -13-

<PAGE>



funding can be arrange.  Management intends to hold expenses to a minimum and to
obtain services on a contingency basis when possible. On May 17, 2002, the Board
of Directors  authorized,  as of January 1, 2002, the accrual of rent expense in
the amount of $500 per month  payable to George I.  Norman  III,  the  Company's
President  (in the  name of the  Alewine  Limited  Liability  Company)  and Lane
Clissold,  the  Company's  Secretary/Treasurer.  The  Board  of  Directors  also
authorized  on May 17,  2002 the accrual of services in the amount of $1,500 per
month payable to Mr.  Norman and Mr.  Clissold.  On August 9, 2002,  the Company
issued 640,000 shares of common stock to related  parties as payment for accrued
rent and services.  Directors have agreed to defer any cash  compensation  until
such time as business conditions permit such expenditures.

         During the  remainder of 2002,  the Company  will  endeavor to create a
comprehensive  business plan for the  production and marketing of the Java Stir.
Management  anticipates  that  it may  need  to add  employees  to  help  in the
development of its business plan and ultimate marketing of the product. However,
employees will be added only as business conditions warrant and adequate funding
is available.  Also, as financing  becomes  available,  the Company will perform
certain  marketing  studies and market tests to determine  the  viability of the
product.  To date, the Company has not had  sufficient  capital and resources to
perform  any  marketing  studies  and  market  tests to  further  determine  the
viability  of the  product.  Marketing to date has been posting web pages of the
JavaStir  stir stick  product on a Company  internet  site with an 800 telephone
number and a corporate  email address.  The Company has had limited  success and
limited  revenues  resulting  from creating  designs for special  orders.  These
orders have come to the  Company by word of mouth.  It is  anticipated  that the
Company could  possibly  begin  marketing the Java Stir by the end of the fourth
quarter of 2002, or the beginning of the first quarter of 2003.

         Management  estimates that the Company needs  approximately  $20,000 to
finalize  development  of the Java Stir and commence  marketing.  As of the date
hereof,  the Company has not entered into any agreement or arrangement to secure
the requisite  funding.  There can be no assurance that the Company will be able
to obtain such funding when and if needed,  or that such funding,  if available,
can be obtained on terms acceptable to the Company.

Net Operating Loss

         The Company has  accumulated  approximately  $290,692 of net  operating
loss carry  forwards as of September 30, 2002. The income tax benefit of $87,208
from the loss carry forward has been fully offset by a valuation reserve because
the use of the future tax benefit is  undeterminable  as the Company has not had
any  operations.  The loss  carryforward  expires in the years from 2002 through
2023.  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.

Forward-Looking Statements and Cautionary Statements

         This  report  contains  certain   forward-looking   statements.   These
statements  relate to future events or future financial  performance and involve
known and unknown risks and uncertainties. These factors may cause the Company's
actual results, levels of activity, performance or achievements to be materially
different from those expressed or implied by the forward-looking  statements. In
some cases, you can identify forward- looking  statements by terminology such as
"may," "will" "should," "expects," "intends," "plans," anticipates," "believes,"
"estimates," "predicts," "potential," "continue," or the negative of these terms
or other comparable terminology.

         These statements are only  predictions.  Although  management  believes
that  the  expectations   reflected  in  the   forward-looking   statements  are
reasonable, it cannot guarantee future results, levels of activity,  performance
or achievements.

Item 3.   Controls and Procedures.

         Evaluation  of  Disclosure  Controls  and  Procedures.  Based  on their
evaluation,  as of a date within 90 days prior to the date of the filing of this
Form 10-QSB,  of the  effectiveness  of the  Company's  disclosure  controls and
procedures,  as defined  in Rules  13a-14(c)  and  15d-14(c)  of the  Securities
Exchange  Act of  1934,  the  principal  executive  officer  and  the  principal
financial  officer  of the  Company  have each  concluded  that such  disclosure
controls and procedures are effective and sufficient to ensure that  information
required to be  disclosed by the Company in the reports that it files or submits
under the Exchange Act is recorded,  processed,  summarized and reported  within
the time periods specified by the SEC's rules and forms.

                                      -14-

<PAGE>



         Changes  in  Internal  Controls.   Subsequent  to  the  date  of  their
evaluation,  there  have not  been  any  significant  changes  in the  Company's
internal  controls or in other  factors  that could  significantly  affect these
controls,   including  any   corrective   action  with  regard  to   significant
deficiencies and material weaknesses.

                                                      PART II

Item 1.           Legal Proceedings

         There are no material pending legal proceedings to which the Company is
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 and Use of Proceeds


         On August 9, 2002, the Company issued an aggregate of 640,000 shares of
authorized,  but previously  unissued common stock for accrued rent and services
in the amount of  $16,000.  The shares  were  valued at $.025 per share and were
issued to George I. Norman III, Lane Clissold,  and to Alewine Limited Liability
Company.

         The above shares were issued in a private transaction to persons having
knowledge  about the  Company  and its  business  operations.  Accordingly,  the
Company relied upon the exemptions from registration under the Securities Act of
1933, as amended, provided by Section 4(2) of that Act. The shares are deemed to
be "restricted securities."


Item 3.           Defaults Upon Senior Securities

         This Item is not applicable.


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

         This Item is not applicable.


Item 5.           Other Information

         This Item is not applicable.


Item 6.           Exhibits and Reports on Form 8-K

         (a)      Exhibits

                  Exhibit 99.1      Certification  of  C.E.O.   Pursuant  to  18
                                    U.S.C.  Section 1350, as Adopted Pursuant to
                                    Section  906  of the  Sarbanes-Oxley  Act of
                                    2002

                  Exhibit 99.2      Certification   of   Principal    Accounting
                                    Officer Pursuant to 18 U.S.C.  Section 1350,
                                    as Adopted  Pursuant  to Section  906 of the
                                    Sarbanes-Oxley Act of 2002

         (b)      Reports on Form 8-K

                  No  report  on Form 8-K was filed by the  Company  during  the
                  three month period ended September 30, 2002.

                                      -15-

<PAGE>



                                                    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.

                        TREASURE MOUNTAIN HOLDINGS, INC.



Date:  November 14, 2002           By:  /S/ GEORGE I. NORMAN, III
                                      -----------------------------------------
                                            George I. Norman, III
                                            President, C.E.O. and Director




Date:  November 14, 2002           By: /S/ LANE CLISSOLD
                                      -----------------------------------------
                                           Lane Clissold
                                           Secretary/Treasurer, and Director
                                          (Principal Accounting Officer)


                                      -16-

<PAGE>



                                 Certifications

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I,  George I.  Norman  III,  Chief  Executive  Officer of the  Treasure
Mountain Holdings, Inc. (the "registrant"), certify that:

         1. I have  reviewed  this  quarterly  report on Form 10-QSB of Treasure
         Mountain Holdings, Inc.;

         2. Based on my knowledge,  this  quarterly  report does not contain any
         untrue  statement of a material  fact or omit to state a material  fact
         necessary to make the  statements  made, in light of the  circumstances
         under which such  statements  were made, not misleading with respect to
         the period covered by this quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
         information  included in this quarterly  report,  fairly present in all
         material  respects the financial  condition,  results of operations and
         cash flows of the  registrant as of, and for, the periods  presented in
         this quarterly report;

         4. The registrant's other certifying officers and I are responsible for
         establishing  and  maintaining  disclosure  controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:

                   a) designed such disclosure controls and procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this quarterly report is being prepared;

                  b) evaluated the effectiveness of the registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "Evaluation
                  Date"); and

                  c) presented in this quarterly  report our  conclusions  about
                  the  effectiveness  of the disclosure  controls and procedures
                  based on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
         based on our most recent evaluation,  to the registrant's  auditors and
         the audit  committee of  registrant's  board of  directors  (or persons
         performing the equivalent function):

                  a) all significant  deficiencies in the design or operation of
                  internal   controls   which   could   adversely   affect   the
                  registrant's ability to record, process,  summarize and report
                  financial  data  and  have  identified  for  the  registrant's
                  auditors any material weaknesses in internal controls; and

                  b)  any  fraud,   whether  or  not  material,   that  involves
                  management or other  employees who have a significant  role in
                  the registrant's internal controls; and

                  6.  The  registrant's  other  certifying  officers  and I have
         indicated  in  this   quarterly   report  whether  or  not  there  were
         significant changes in internal controls or in other factors that could
         significantly  affect internal  controls  subsequent to the date of our
         most recent evaluation, including any corrective actions with regard to
         significant deficiencies and material weaknesses.


Date:  November 14, 2002


/s/   GEORGE I. NORMAN, III
------------------------------
      George I. Norman, III
      Chief Executive Officer

                                      -17-

<PAGE>



                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I, Lane Clissold, Principal Accounting Officer of the Treasure Mountain
Holdings, Inc. (the "registrant"), certify that:

         1. I have  reviewed  this  quarterly  report on Form 10-QSB of Treasure
         Mountain Holdings, Inc.;

         2. Based on my knowledge,  this  quarterly  report does not contain any
         untrue  statement of a material  fact or omit to state a material  fact
         necessary to make the  statements  made, in light of the  circumstances
         under which such  statements  were made, not misleading with respect to
         the period covered by this quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
         information  included in this quarterly  report,  fairly present in all
         material  respects the financial  condition,  results of operations and
         cash flows of the  registrant as of, and for, the periods  presented in
         this quarterly report;

         4. The registrant's other certifying officers and I are responsible for
         establishing  and  maintaining  disclosure  controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:

                   a) designed such disclosure controls and procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this quarterly report is being prepared;

                  b) evaluated the effectiveness of the registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "Evaluation
                  Date"); and

                  c) presented in this quarterly  report our  conclusions  about
                  the  effectiveness  of the disclosure  controls and procedures
                  based on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
         based on our most recent evaluation,  to the registrant's  auditors and
         the audit  committee of  registrant's  board of  directors  (or persons
         performing the equivalent function):

                  a) all significant  deficiencies in the design or operation of
                  internal   controls   which   could   adversely   affect   the
                  registrant's ability to record, process,  summarize and report
                  financial  data  and  have  identified  for  the  registrant's
                  auditors any material weaknesses in internal controls; and

                  b)  any  fraud,   whether  or  not  material,   that  involves
                  management or other  employees who have a significant  role in
                  the registrant's internal controls; and

                  6.  The  registrant's  other  certifying  officers  and I have
         indicated  in  this   quarterly   report  whether  or  not  there  were
         significant changes in internal controls or in other factors that could
         significantly  affect internal  controls  subsequent to the date of our
         most recent evaluation, including any corrective actions with regard to
         significant deficiencies and material weaknesses.


Date:  November 14, 2002


/s/   LANE CLISSOLD
--------------------------------
      Lane Clissold
      Principal Accounting Officer



                                      -18-