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 quarterly period ended April 30, 1998

      ......                  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: 0-28514 

                         TREASURY INTERNATIONAL, INC.
      (Exact Name of Small Business Issuer as Specified in Its Charter)

                                DELAWARE 98-0160284 
 (State or Other Jurisdiction              (I.R.S. Employer
           of Incorporation or Organization) Identification Number)

        1183 Finch Avenue West, Suite 508, North York, Ontario M3J 2G2
                   (Address of Principal Executive Offices)

Issuer's Telephone Number, Including Area Code:  416-663-0668 

              7040 Tranmere Drive, Mississauga, Ontario L5S 1L9
             (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  Exchange Act 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 _______

State the  number of shares  outstanding  of each of the  issuer's  classes of
common  equity,  as of the  latest  practicable  date:  40,536,927  shares  of
Common Stock, par value $.0001 per share were outstanding as of June 26, 1998.



                                   Page 1 of 17
<PAGE>

PART I.  FINANCIAL INFORMATION

ITEM 1.  Financial Statement

                         TREASURY INTERNATIONAL, INC.
                      INTERIM CONSOLIDATED BALANCE SHEET
                             AS AT APRIL 30, 1998
                                 (UNAUDITED)

                                    ASSETS

CURRENT                                  APRIL 30,        JANUARY 31,
                                           1998              1998

      Accounts Receivable               $595,654          $608,659
      Inventories (Notes 2 and 4)        454,989           345,783
      Sundry assets                       29,883            72,020
                                       1,080,526         1,026,462

GOODWILL                               1,835,918         1,835,918

CAPITAL ASSETS (Notes 2 and 5)           586,110           620,279

                                      $3,502,554        $3,482,659

                                 LIABILITIES

CURRENT

      Bank indebtedness (Note 6)        $595,613          $492,012
      Accounts payable and accrued liabilities827,634      997,188
      Current portion of long-term debt  969,953         1,007,676
                                       2,393,200         2,496,876

DEFERRED INCOME TAXES                     52,957            52,957
LONG-TERM DEBT (Note 7)                1,089,584         1,117,392
                                       3,535,741         3,667,225


                                   Page 2 of 17
<PAGE>


                           SHAREHOLDERS' DEFICIENCY
SHARE CAPITAL
      Authorized
         50,000,000 common shares at $.0001

      Issued
         36,796,927 common shares          3,679             2,461

      Contributed surplus (Note 12)    2,939,447         2,788,140

DEFICIT                               (2,976,313)       (2,975,167)

                                         (33,187)         (184,566)

                                      $3,502,554        $3,482,659


                                   Page 3 of 17
<PAGE>


                         TREASURY INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENT OF DEFICIT
                      THREE MONTHS ENDED APRIL 30, 1998
                                 (UNAUDITED)


                                         APRIL 30,         APRIL 30,
                                           1998              1997

Balance, beginning of period         $(2,975,167)        $(1,556,912)

Net loss for the period                   (1,146)           (688,764)

Balance, end of period               $(2,976,313)        $(2,245,676)


                                   Page 4 of 17
<PAGE>


                         TREASURY INTERNATIONAL, INC.
                 INTERIM CONSOLIDATED STATEMENT OF OPERATIONS
                      THREE MONTHS ENDED APRIL 30, 1998
                                 (UNAUDITED)


                                         APRIL 30,         APRIL 30,
                                           1998              1997

REVENUE                               $1,108,363          $1,849,916

COST OF GOODS SOLD                       923,590           1,512,780

GROSS PROFIT                             184,773             337,136

      General and administrative         114,127             928,614

INCOME (LOSS) FROM OPERATIONS
      Before undernoted items             70,646            (591,478)

      Financial                           36,131              55,677
      Amortization                        35,661              41,609

                                          71,792              97,286

NET LOSS                                 $(1,146)          $(688,764)

      Earnings per share                   $0.00               $0.04

      Weighted average number of common
          shares outstanding          34,594,427          15,345,899



                                   Page 5 of 17
<PAGE>

                         TREASURY INTERNATIONAL, INC.
                      INTERIM CONSOLIDATED STATEMENT OF
                       CHANGES IN SHAREHOLDERS' EQUITY
                      THREE MONTHS ENDED APRIL 30, 1998
                                 (UNAUDITED)

                                       COMMON         PAID-IN      CONTRIBUTED
                                       SHARES         CAPITAL        SURPLUS

Balance - January 31, 1998          24,610,495         $2,461      $2,788,140

Issued 4,500,000 shares of           4,500,000            450          61,750
common stock for cash
consideration of $62,200

Issued 5,332,500 shares of           5,332,500            533          49,792
common stock for consulting and
public relations services

Issued 2,353,932 common shares       2,353,932            235          39,765
toward reduction of debentures
payable
                                  ------------   ------------    ------------

Balance - April 30, 1998            36,796,927         $3,679      $2,939,447


                                   Page 6 of 17
<PAGE>


                         TREASURY INTERNATIONAL, INC.
                 INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
                      THREE MONTHS ENDED APRIL 30, 1998
                                 (UNAUDITED)


                                         APRIL 30,         APRIL 30,
                                           1998              1997

Cash flows from operating activities

      Net loss                           $(1,146)          $(688,764)

      Adjustments to reconcile net loss
      to net cash used in operating activities

      Increase in deferred income taxes        -              64,538

      Amortization                        35,661              41,609

      Increase (decrease) in accounts 
       receivable                         13,005          (1,674,664)
      Decrease in income taxes 
       receivable                              -               6,182
      Increase (decrease)in inventories (109,206)         (2,175,208)
      Decrease (increase)in sundry 
       assets                             42,137             107,428
      Increase (decrease)in accounts 
        payable                         (169,554)          1,896,968
      Increase in income taxes payable         -             267,712

Net cash used for operating activities  (189,103)         (2,154,199)

Cash flows from financing activities

      Long-term debt                     (65,531)          1,815,082
      Proceeds on issue of common shares 152,525             705,000

Cash provided by financing activities     86,994           2,520,082

Cash flows from investing activities

      Goodwill                                 -          (1,581,311)
      Purchase of capital assets          (1,492)           (230,145)
                                          (1,492)         (1,811,456)

Increase in bank indebtedness           (103,601)         (1,445,573)


                                   Page 7 of 17
<PAGE>

Bank indebtedness,
      beginning of period               (492,012)           (394,407)

Bank indebtedness,
      end of period                    $(595,613)        $(1,839,980)



                                   Page 8 of 17
<PAGE>


                         TREASURY INTERNATIONAL, INC.
              NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                             AS AT APRIL 30, 1998
                                 (UNAUDITED)


      The  financial  information  for the three month periods ended April 30,
1998 and 1997 presented in this Form 10-QSB has been prepared from  accounting
records of Treasury  International,  Inc. (The "Company")  without audit.  The
information  furnished  reflects all adjustments  which are, in the opinion of
management, necessary for a fair statement of the results of interim periods.

      The results of operations  for the three months ended April 30, 1998 are
not  necessarily  indicative  of the results to be  expected  for a full year.
The  consolidated  balance  sheet as of January 31, 1998 has been derived from
audited financial  statements.  This report should be read in conjunction with
the consolidated  financial  statements  included in the Company's Form 10-KSB
for the Fiscal Year Ended January 31, 1998, as filed with the  Securities  and
Exchange Commission.


1.    Nature of business

      Treasury  International,  Inc. is a holding  company  which  through its
      wholly-owned  subsidiaries,  Megatran  Investments  Ltd.  and Mega  Blow
      Moulding  Limited,  distributes  a variety of  consumer  and  industrial
      products.  The company was  incorporated on August 18, 1995 in the State
      of Delaware.


2.    Summary of significant accounting policies

      (a)   Basis of consolidation

            These  consolidated  financial  statements include the accounts of
            the   company   and  its   wholly-owned   subsidiaries,   Megatran
            Investments Ltd. and Mega Blow Moulding Limited.

      (b)   Inventories

            Raw  materials  are  valued  at  the  lower  of  cost   (first-in,
            first-out  method) and net  realizable  value.  Finished goods are
            valued at the  lower of cost and net  realizable  value  with cost
            being determined by the retail method.


                                   Page 9 of 17
<PAGE>

                         TREASURY INTERNATIONAL, INC.
              NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                             AS AT APRIL 30, 1998
                                 (UNAUDITED)



      (c)   Capital assets

            Capital   assets   are   recorded   at   cost   less   accumulated
            amortization.  Amortization is provided as follows:

                  Leasehold improvements    -   straight  line  over  term  of
                  lease
                  Machinery and equipment   -   20% diminishing balance
                  Office equipment          -   20% diminishing balance

      (d)   Revenue recognition

            Revenue is  generally  recognized  as  customers  are invoiced for
            products shipped by the company.

      (e)   Earnings per share

            Earnings per share is  calculated  based on the  weighted  average
            number of shares outstanding during the period of 34,594,427.

      (f)   General

            These financial statements have been prepared in accordance with
            U.S. generally accepted accounting principles (GAAP), as they
            relate to these financial statements.

3.    Business combination

      On  October  30,  1996,  the  company  acquired  100% of the  issued and
      outstanding  common shares of Megatran  Investments Ltd., parent company
      of Mega Blow Moulding Limited.



                                   Page 10 of 17
<PAGE>

                         TREASURY INTERNATIONAL, INC.
              NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                             AS AT APRIL 30, 1998
                                 (UNAUDITED)



4.    Inventories
                                            April 30         January 31
      Inventories consist of:                 1998              1998

      Raw materials                       $255,142           $144,183
      Packaging                             24,236             20,135
      Finished goods                       175,611            181,465

                                          $454,989           $345,783

5.    Capital assets
                                            April 30              January 31
                                              1998                   1998
                                  ______________________________  __________   
                                         Accumulated     Net         Net
                                  Cost   amortization   book value  book value
                                  ____   ____________   __________  __________

      Leasehold improvements      $4,221        1,765      $2,456      $2,556
      Machinery and equipment  2,473,153    1,931,071     542,082     575,488
      Office equipment           104,806       63,234      41,572      42,235
                              $2,582,180   $1,996,070    $586,110    $620,279

6.    Bank indebtedness

      The bank  indebtedness  includes  three  operating  demand  loans in the
      amount of $525,347 which are secured by a registered  general assignment
      of book debts and  general  security  agreements  of Mega Blow  Moulding
      Limited.


7.    Long term debt


      The  long-term  debt  consists of two term loans,  and three  debentures
      payable.  The term loans are secured by a  registered  general  security
      agreement  having first charge over all assets  excluding  real property
      of Mega Blow  Moulding  Limited.  The term loans bear  interest at rates
      varying  from  6.47%  to  bank  prime  plus  1.75%.  One  of  the  three
      debentures  in the amount of  $500,000  is subject to 8%  interest.  The
      remaining two are interest-free debentures.


                                   Page 11 of 17
<PAGE>

                         TREASURY INTERNATIONAL, INC.
              NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                             AS AT APRIL 30, 1998
                                 (UNAUDITED)



      The term loans and debentures are payable as follows:

                                    Term Loans     Debentures      Total

      1999                          $149,326        $820,627     $969,953
      2000                           159,817         250,627      410,444
      2001                           169,319         250,626      419,945
      2002                           179,113               -      179,113
      2003 and following              80,082               -       80,082

                                     737,657       1,321,880    2,059,537
                                     149,326         820,627      969,953

                                    $588,331        $501,253   $1,089,584


8.    Income taxes

      As of April 30, 1998 the company had a net operating loss carryover
      of approximately $ 2,348,000 expiring in various years through 2014.


9.    General and administrative expenses

      General and  administrative  expenses  for the three  months ended April
      30, 1998  include  fees paid by the company  for  consulting  and public
      relations in the amount of $ 52,054.


10.   Discontinued operations

      On July 31, 1997, the company  disposed of its  subsidiary,  Silver 925,
      Inc.



                                   Page 12 of 17
<PAGE>


                         TREASURY INTERNATIONAL, INC.
              NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                             AS AT APRIL 30, 1998
                                 (UNAUDITED)



11.   Contingent liabilities

      The company has been named as a defendant  in three  lawsuits in respect
      of  disputed  accounts  payable.  After  reviewing  the  merits of these
      lawsuits  with  counsel,  it is  management's  opinion that the ultimate
      cost of settlement  will be no more than $67,000 and therefore  will not
      materially affect the company's financial position.

12.   Contributed surplus

      Contributed  surplus  represents  the  premium  paid on the  issuance of
      common shares.



                                   Page 13 of 17
<PAGE>

ITEM 2. Management's Discussion and Analysis or Plan of Operation.

      The information  contained in this Item 2,  Management's  Discussion and
Analysis or Plan of Operation,  contains "forward looking  statements" within
the  meaning of Section 27A of the  Securities  Act of 1933,  as amended  (the
"Securities Act"), and Section 21E of the Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act").  Actual  results may  materially  differ from
those  projected  in the  forward  looking  statements  as a result of certain
risks  and  uncertainties  set  forth  in  this  report.  Although  management
believes that the assumptions made and  expectations  reflected in the forward
looking  statements are reasonable,  there is no assurance that the underlying
assumptions  will, in fact,  prove to be correct or that actual future results
will not be different from the expectations expressed in this report.

      The  Company  is  an  international   manufacturing,   distribution  and
marketing  organization  with  a  subsidiary  producing  about  1,000  plastic
products primarily for North American markets.

Comparison of the Three Months Ended April 30, 1998
to the Three Months Ended April 30, 1997

      During the three  months  ended April 30, 1998 the  Company's  net sales
decreased  by 40% to  $1,108,363  from  $1,849,916  in the three  months ended
April 30, 1997. The Company  disposed of its former  subsidiary  Silver 925 in
July 31,  1997  and,  accordingly,  the  decrease  in net  sales is  reflected
therein.

      The Company  experienced a net loss of $1,146 for the three months ended
April 30, 1998  compared to a net loss of $688,764  for the three months ended
April  30,  1997.  The  decrease  in net  loss  is  attributable  to  improved
controls in operating, general and administrative expenses.

      The cost of products  sold by the  Company  was 83% of sales  during the
three months ended April 30, 1998,  slightly up from 82% of sales in the three
months  ended  April 30,  1997.  The  increase is  attributable  to higher raw
material  prices and  competitive  customer  pricing  strategies.  The Company
believes that raw material prices will remain  relatively  steady for the next
quarter and that,  based upon price and  quality,  its  subsidiary's  products
will remain competitively priced.

      Operating,  general and  administrative  expenses decreased in the three
months ended April 30, 1998 to $114,127 or 10% of sales,  compared to $928,614
or 50% of sales,  in the three months  ended April 30,  1997.  The decrease is
attributable to better purchasing practices,  tighter operation controls,  and
no losses resulting from the disposition of Silver 925.

Liquidity and Capital Resources.

      The primary  sources of liquidity for the Company are funds generated by
operations  and  borrowings  under the Company's  loan  agreement.  Additional
information  on the  loan  agreement  is  described  in  notes  6 and 7 to the
Company's  Interim  Consolidated  Financial  Statements  set  forth  in Part I
hereto.


                                   Page 14 of 17
<PAGE>

      Current  assets  totaled  $1,080,526  at  April  30,  1998  compared  to
$1,026,462  at January  31,  1998.  The  increase  is  attributable  to higher
inventory  levels.  At April 30, 1998 and January  31,  1998,  the Company had
no cash and  short-term  deposits.  Accounts  receivable  totaled  $595,654 at
April  30,  1998  compared  to  $608,659  at  January  31,  1998,  a  decrease
principally reflecting better collection practices by the Company.

      As of April 30, 1998, current  liabilities  totaled $2,393,200  compared
to  $2,496,876  at January 31,  1998.  The decrease is  attributable  to lower
levels of trade  payables,  and  reduced  levels  on the  current  portion  of
long-term debt.

      As of April 30, 1998,  the Company had  outstanding  $595,613 in current
bank  indebtedness  compared with  $492,012 at January 31, 1998.  The increase
reflects  additional  borrowings to finance growing business undertaken by the
Company.  The Company's  $595,613 in bank debt is secured by a first  priority
lien  on  the  assets  of  Mega  Blow.  The  Company  also  has  outstanding
$1,321,880  principal  amount of debentures due as follows:  $820,627 in 1999;
$250,627 in 2000; and $250,626 in 2001. All  debentures are  convertible  into
Common  Stock of the  Company  at the option of the  holder.  In the event the
holders  convert  these  debentures,  the  Company's  obligation  to repay the
$1,321,880  of  indebtedness  would be  eliminated;  however,  there can be no
assurance that the holders of the debentures will so convert the debentures.

      In August 1995, the Company issued  2,750,000  shares of Common Stock to
five private  investors for an aggregate cash price of $275,000  pursuant to a
private  placement  offering.  From August through  November 1995, the Company
issued  1,449,878  shares of Common Stock for an  aggregate  price of $724,794
pursuant  to a  private  placement  offering.  Each of the  private  placement
offerings  was made  pursuant to an exemption  from  registration  provided by
Rule 504 of Regulation D promulgated under the Securities Act.

      In July,  1996, the Company issued  1,000,000  shares of Common Stock to
two investors for an aggregate  cash price of $198,000.  The sales were exempt
from  registration  pursuant to Regulation S of the Securities Act promulgated
by the Securities and Exchange Commission thereunder ("Regulation S").

      In October,  1996,  the Company sold 0%  Convertible  Debentures  in the
aggregate  principal amount of $1,000,000 due October 29, 1997 and October 30,
1999,  respectively.  In the same month,  the  Company  also sold an 8% Senior
Subordinated  Convertible  Debenture in the principal amount of $500,000,  due
October  29,  1997.  As of July 16,  1997,  the  holder  of the 8%  Debentures
elected to convert the  outstanding  amount of such  debentures into shares of
the Company's  Common Stock.  The sales of the  debentures  were made pursuant
to an exemption from registration provided by Regulation S.


                                   Page 15 of 17
<PAGE>

      The Company  believes it will  generate  sufficient  positive  cash flow
from  operations  to meet  its  operating  requirements  for the  next  twelve
months.  However,  there can be no assurance  that the Company will be able to
repay those  debentures  which  mature in 1999 if they are not  converted.  If
the funds available under the Company's  financing  agreements,  together with
its  current  cash  and  cash  equivalents,  are not  sufficient  to meet  the
Company's  cash  needs,  the  Company  may,  from time to time , seek to raise
capital  from  additional  sources  including  the  extension  of its  current
lending  facilities,  project-specific  financing  and  additional  public  or
private debt or equity financings.

      Recent Developments

      On June 30, 1998,  the Company  entered into a Debenture  Conversion and
Support  Agreement  with certain  prospective  purchasers  of the Company's 0%
Convertible  Debentures  and 8% Senior  Subordinated  Convertible  Debentures.
Under the terms of the Debenture Conversion Agreement,  upon the completion of
the  purchase of the  Debentures,  the  purchasers  have agreed to convert the
debentures  into  33,670,000  shares of the Company's  Common  Stock,  thereby
retiring the debentures in their entirety.


                          PART II. OTHER INFORMATION


Item 6.     Exhibits and Reports on Form 8-K

      (a)   Exhibits

      (b)   Reports on Form 8-K.  None



                                   Page 16 of 17
<PAGE>



                                  SIGNATURES


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


                                          TREASURY INTERNATIONAL, INC.


                                                       /s/ James Hal
Dated: July 20, 1998                            By___________________________
                                                James Hal, President



                                                       /s/ Howard Halpern
Dated: July 20, 1998                            By___________________________
                                                  Howard Halpern, Principal
                                                  Financial Officer


                                   Page 17 of 17