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 October 31, 1997

                          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, North York, Ontario M3J 2G2
             (Address of Principal Executive Offices)

  Issuer's Telephone Number, Including Area Code: (416) 663-5508

         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:  21,619,031 shares of Common
Stock, par value $.0001 per share were outstanding as of January 30, 1998.


<PAGE>


                                      INDEX

                                                            PAGE

PART I.  FINANCIAL INFORMATION.......................         3

   ITEM 1.  FINANCIAL STATEMENTS.....................         3

      Interim Consolidated Balance Sheet as of                
        October 31, 1997 and January 31, 1997........         3

      Interim Consolidated Statement of Deficit as            
        of October 31, 1997 and October 31, 1996.....         4

      Interim Consolidated Statement of Operations            
        as for the three months ended October 31,
        1997 and 1996 and for the nine months ended
        October 31, 1997 and 1996....................         5

      Interim Consolidated  Statement of Changes in 
        Stockholders' Equity as at October 31, 1997..         7

      Interim Consolidated  Statement of Cash Flows  
        as of October 31, 1997 and October 31, 1996..         8

      Notes to Interim Consolidated Financial                 
        Statements...................................         9

   ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR           
            PLAN OF OPERATION........................         14

PART II.  OTHER INFORMATION..........................         14

   ITEM 2.  CHANGES IN SECURITIES....................         14
                                                
   ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.........         14



<PAGE>


                                     PART I
                              FINANCIAL INFORMATION

Item 1. Financial Statements

                          TREASURY INTERNATIONAL, INC.
                       INTERIM CONSOLIDATED BALANCE SHEET

                                     ASSETS

                                     
                                          October 31     January 31
CURRENT                                     1997            1997
                                          (Unaudited)
                                          --------       ---------

      Accounts receivable                 $ 717,072      $ 812,357
      Inventories (Notes 2 and 4)           456,126        385,915
      Sundry assets                          32,381        144,541
                                               -             6,182
                                           ---------     ---------
                                          1,205,579      1,348,995

GOODWILL                                  1,835,918      1,835,918

CAPITAL ASSETS (Notes 2 and 5)              646,626        723,299
                                        
                                        $ 3,688,123     $3,908,212
                                        ===========     ==========
  
                                 LIABILITIES
CURRENT
      Bank indebtedness (Note 6)        $   587,453     $  394,407
      Accounts payable and accrued 
          liabilities                     1,091,671      1,018,928
      Current portion of long-term debt   1,063,911      1,147,812
                                          ---------      ---------
                                          2,743,035      2,561,147

DEFERRED INCOME TAXES                        53,000         54,161
LONG-TERM DEBT (Note 7)                   1,185,220      1,304,461
                                          3,981,255      3,919,769
                                          ---------      ---------
<PAGE>

                              SHAREHOLDERS' EQUITY
SHARE CAPITAL
      Authorized
           50,000,000 Common shares at $.0001
      Issued
           18,780,180 Common shares          1,878          1,494

CONTRIBUTED SURPLUS                      2,677,723      1,543,861
DEFICIT                                 (2,972,733)    (1,556,912)
                                        -----------     ----------
                                        (  293,132)      ( 11,557)
                                        -----------     ----------
                                       $  3,688,123   $ 3,908,212
                                       ============   ============
<PAGE>



                          TREASURY INTERNATIONAL, INC.
                    INTERIM CONSOLIDATED STATEMENT OF DEFICIT
                       NINE MONTHS ENDED OCTOBER 31, 1997
                                   (UNAUDITED)


                                        October 31       October 31
                                           1997             1996
                                        ----------       ----------

Balance, beginning of period        $ ( 1,556,912)      $( 524,828)

Net loss for the period               ( 1,415,821)       ( 617,349)
                                    -------------       -----------

Balance, end of period              $ ( 2,972,733)    $( 1,142,177)
                                    ==============    =============




<PAGE>



                          TREASURY INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENT OF OPERATIONS
                THREE MONTHS ENDED OCTOBER 31, 1997
                                   (UNAUDITED)



                                       October 31        October 31
                                         1997               1996
                                       ----------        ----------

REVENUE                             $   1,357,829        $  128,364

COST OF GOODS SOLD                      1,310,930           287,229
                                    -------------        ----------

GROSS PROFIT (LOSS)                        46,899          (158,865)

EXPENSES

   General and administrative 
     (Note 9)                             235,863           446,493

LOSS FROM OPERATIONS  BEFORE
      UNDERNOTED ITEMS                 (  188,964)       (  605,358)
                                       -----------       -----------

      Financial                            37,617              -
      Amortization                         35,630               549
      Other income                            -             (33,990)
                                       ----------        -----------
                                           73,247           (33,441)

      LOSS FROM CONTINUED OPERATIONS  (   262,211)       (  571,917)

      NET GAIN ON DISPOSAL OF
      DISCONTINUED OPERATIONS 
      (NOTE 10)                         1,977,738              -
                                       ----------        ----------

      NET INCOME (LOSS)             $   1,715,527      $ (  571,917)
                                    =============      =============

      INCOME PER SHARE                 $    0.104      $ (     0.04)
                                      ===========      =============

      Weighted Average Number of 
      Common Shares Outstanding        16,525,394         13,973,690
                                     ============         ==========



<PAGE>


                          TREASURY INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENT OF OPERATIONS
                       NINE MONTHS ENDED OCTOBER 31, 1997
                                   (UNAUDITED)

                                          October 31     October 31
                                              1997          1996
                                          ----------     ----------

REVENUE                                   $ 4,750,944    $ 689,690
COST OF GOODS SOLD                          4,195,459      612,725
                                            ---------    ---------

GROSS PROFIT
                                              555,485       76,965
EXPENSES

   General and administrative (Note 9)      1,358,698      726,658
                                            ---------    ---------

LOSS FROM OPERATIONS BEFORE
      UNDERNOTED ITEMS                      ( 803,213)   ( 649,693)
                                            ----------    ---------

      Financial                               102,401        -
      Amortization                            110,043        1,646
      Other income                                -      (  33,990)
                                            ----------    ---------
                                              212,444    (  32,344)
                                            ----------    ---------

NET LOSS FROM CONTINUED
      OPERATIONS                           (1,015,657)   ( 617,349)

NET LOSS FROM DISCONTINUED
      OPERATIONS                           (  282,260)        -

NET LOSS ON DISPOSAL OF DISCONTINUED
      OPERATIONS                           (  117,904)        -
                                            ----------    ---------
  
NET LOSS                                  $(1,415,821)  $ ( 617,349)
                                          ============  ============

LOSS PER SHARE
      Continued operations                 (    0.061)
      Discontinued operations              (    0.024)
                                          -----------
                                         $ (    0.085)  $ (    0.04)
                                            =========     ==========

Weighted Average Number of Common
Shares Outstanding                         16,525,394    13,973,690
                                           ==========    ==========


<PAGE>


                          TREASURY INTERNATIONAL, INC.
        INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                       NINE MONTHS ENDED OCTOBER 31, 1997
                                   (UNAUDITED)

                                 COMMON        PAID-IN              CONTRIBUTED
                                 SHARES        CAPITAL                SURPLUS
                                 ------        -------              -----------

Balance-January 31, 1997       14,942,566      $1,494              $ 1,543,861

Issued 555,000 common shares
for consulting and public
relations services                555,000          56                  554,944

Issued 150,000 common shares
toward the purchase price
of Silver 925, Inc.               150,000          15                  149,985
                                 --------     ---------             ----------

Balance-April 30, 1997         15,647,566       1,565                2,248,790

Issued 500,000 common shares
for consulting and pubic
relations services                500,000          50                  111,196

Issued 225,000 common
shares toward the purchase
price of Silver 925, Inc.         225,000          22                  224,978

Issued 507,614 common
shares toward reduction
of debentures payable             507,614          51                   49,949
                                  -------       -----                 --------

Balance-July 31, 1997          16,880,180       1,688                2,634,913
                               
Issued 1,150,000 common
shares for consulting and
public relations services       1,150,000         115                   13,585

Issued 750,000 common
shares toward reduction
of debentures payable             750,000          75                   29,225

                               18,780,180       1,878              $ 2,677,723
                               ==========       =====              ===========




<PAGE>


                          TREASURY INTERNATIONAL, INC.
                  INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
                       NINE MONTHS ENDED OCTOBER 31, 1997
                                   (UNAUDITED)

                                           October 31       October 31
                                              1997            1996
                                           ----------       ----------

Cash flows from operating activities

      Net loss                           $( 3,393,559)    $(  617,349)

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

      Increase (decrease)in deferred
      income taxes                        (     1,161)         57,744
      Amortization                            110,043           1,646
      Decrease (increase)in accounts
      receivable                               95,285      (  882,739)
      Decrease in income taxes receivable       6,182             -
      Increase in inventories               (  70,211)     (  466,288)
      Decrease (increase) in sundry
      assets                                  112,160      (   29,516)
Increase (decrease) in accounts payable        72,743       1,017,415
                                             --------       ---------

Net cash used in operating activities     ( 3,068,518)     (  919,087)
                                           ----------       ---------

Cash flows from financing activities

      Long-term debt                      (   203,142)        750,000
      Proceeds on issue of common shares    1,134,246         235,500
                                           ----------       ---------

Cash provided by financing activities         931,104         985,500
                                           ----------       ---------

Cash flows from investing activities

      Purchase of capital assets         (    33,370)     (   779,898)
      Discontinued operations              1,977,738              -
      Long term debt                           -              751,880
      Goodwill                                 -          ( 1,835,918)
                                          -----------     ------------

Cash provided by investing activities      1,944,368       (1,863,936)
                                          -----------     ------------

Decrease in cash and short-term deposits
 (bank indebtedness)                     (   193,046)     ( 1,797,523)

Cash and short-term deposits
 (bank indebtedness),
      beginning of period                  ( 394,407)     (   292,611)
                                            ---------      ----------

Bank indebtedness, end of period          $( 587,453)     $(1,504,912)
                                          ===========     ===========

<PAGE>

                TREASURY INTERNATIONAL, INC.
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                     AS AT OCTOBER 31, 1997
                         (UNAUDITED)

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.

      (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)  Loss per share

      Loss per  share is  calculated  based on the  weighted  average  number of
shares outstanding during the period of 16,525,394.
<PAGE>

      (f)  General

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

4.    Inventories
                                    October 31         January 31
      Inventories consist of:          1997               1997
                                    ---------           --------

      Raw materials                 $175,899           $ 151,241
      Packaging                       19,331              24,345
      Finished goods                 260,896             210,329
                                    --------             -------
                                    $456,126            $385,915
                                    ========            ========

5.    Capital assets
                                    October 31         January 31
                                       1997               1997
                           ------------------------------------------ 
                                   Accumulated   Net            Net
                           Cost    Amortization book value book value
                           ----    ------------ ---------- ----------
Leasehold improvements  $    4,191  $    1,631   $ 2,560     $ 2,893
Machinery and equipment  2,473,153   1,873,545   599,608     668,585
Office equipment           103,314      58,856    44,458      51,821
                        $2,580,658  $1,934,032  $646,626   $ 723,299
                        ==========  ==========  ========   =========

6.    Bank indebtedness

      The bank indebtedness consists of two operating demand loans in the amount
of $542,887 which are secured by a registered  general  assignment of book debts
and general security agreements of Mega Blow Moulding Limited.
<PAGE>

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.

      The term loans and debentures are payable as follows:

                      Term loans             Debentures         Total
                      ----------             ----------         -----
      1998             $ 143,284            $   920,627    $ 1,063,911
      1999               154,284                250,627        404,911
      2000               168,084                250,626        418,710
      2001               184,084                   -           184,084
      2002               177,515                   -           177,515
                         -------              ---------     ----------
                         827,251              1,421,880      2,249,131

Less current             143,284                920,627      1,063,911
portion                ---------              ---------     ----------   
      
                     $   683,967            $   501,253    $ 1,185,220
                       =========              =========    ===========



8.    Income taxes

      As of October 31, 1997 the company had a net operating  loss  carryover of
approximately $2,143,000 expiring in various years through 2013.

9.    General and administrative expenses

      General and administrative  expenses for the nine months ended October 31,
1997 include fees paid by the company for consulting and public relations in the
amount of $ 742,433.

10.   Discontinued Operations

      On July 31, 1997, the Company disposed of its subsidiary, Silver 925, Inc.
The results of Silver 925, Inc. have been reported as discontinued operations in
these financial statements. The company had previously reported an estimated net
loss of  $2,095,642  on the disposal of Silver 925,  Inc. for it's quarter ended
July 31, 1997. The net assets of this  discontinued  operation  here  previously
stated at their net carrying value less the anticipated loss on disposal.


<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 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  subsidiaries  producing  over 500  consumer  and  industrial
products primarily for North American markets.

      (1)  INTERIM PERIODS:

           Results of Operations
           For the nine months ended October 31, 1997.

      During  the  nine  months  ended  October  31,  1997 the  Company's  sales
increased by 589% to  $4,750,944  from $689,690 in the nine months ended October
31, 1996 due to the acquisition of Mega Blow Moulding ("Mega Blow"). The Company
experienced  a net loss of  $1,415,821 in the nine months ended October 31, 1997
compared to a net loss of $617,349 in the nine months ended October 31, 1996 due
to greater expenses  associated with the activities of Mega Blow and Silver 925,
Inc.  ("Silver").  The cost of  products  sold by the  Company  was 88% of sales
during the nine months  ended  October 31,  1997,  down from 89% of sales in the
nine months ended October 31, 1996. The decrease in the cost of products sold is
attributable to better purchasing practices. General and administrative expenses
increased  in the nine months  ended  October 31, 1997 to  $1,358,698  or 28% of
sales,  compared to $726,658 or 105% of sales in the nine months  ended  October
31, 1996 due to greater  carrying costs  associated  with the operations of Mega
Blow and Silver.

           Results of Operations
           For the three months ended October 31, 1997.
<PAGE>

      During the three months  ended  October 31, 1997 the  Company's  net sales
increased by 958% to $1,357,829  from $128,364 in the three months ended October
31, 1996 due to the  acquisition  of Mega Blow.  The Company  experienced  a net
income of  $1,715,527  in the three months ended  October 31, 1997 compared to a
net loss of $571,917 in the three months ended October 31, 1996 as a result of a
net gain on the  disposition of  discontinued  operations.  The cost of products
sold by the Company was 96% of sales during the three  months ended  October 31,
1997,  down from 224% of sales in the three months ended  October  31,1996.  The
decrease  is  attributable   to  better   purchasing   practices.   General  and
administrative  expenses  decreased in the three months ended October 31,1997 to
$235,863 or 17% of sales,  compared  to $446,493 or 348% of sales,  in the three
months ended October 31, 1996. The decrease is attributable to careful budgeting
and forecasting activities.

      Liquidity and Capital Resources.

      The primary  sources of liquidity  for the Company are funds  generated by
the operations  and borrowing  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.

      Current  assets  totaled  $1,205,579  at  October  31,  1997  compared  to
$1,348,995  at January 31, 1997.  The decrease is  attributable  to the recently
discontinued  operations of Silver 925 whose assets were  reclassified as assets
relating to  discontinued  operations.  At October 31, 1997, the Company had nil
cash and short-term  deposits,  and current net bank  indebtedness  of $587,453.
Accounts receivable totaled $717,072 at October 31, 1997 compared to $812,357 at
January  31,  1997  and  is  primarily  related  to  the  recently  discontinued
operations of Silver 925, Inc.

      As of October 31, 1997, current liabilities totaled $2,743,035 compared to
$2,561,147  at January 31, 1997.  The decrease is  attributable  to the recently
discontinued  Silver 925  operations.  At October 31, 1997, the Company also had
term  loans and  debentures  specifically  incurred  to  finance  the  Company's
acquisition of Mega Blow.

      The Company's bank indebtedness of $587,453 is secured by a first priority
lien on the assets of Mega Blow.  The Company  also has  outstanding  $1,451,880
principal  amount of debentures  due as follows:  $920,627 in 1998;  $250,627 in
1999; and $250,626 in 2000. All debentures are convertible into common shares of
the Company at the option of the holders.  In the event  holders  convert  these
debentures  as to which no assurance can be given,  the Company's  obligation to
repay the $1,451,880 of indebtedness would be eliminated.
<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 1997  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
financing.




<PAGE>


                           PART II. OTHER INFORMATION


Item 2.  Changes in Securities.


      During the period  from  August 1, 1997  through  October  31,  1997,  the
Company  issued  750,000  shares of its Common Stock upon the  conversion of the
Company's  8%  Convertible  Subordinated  Debentures,   which  shares  were  not
registered  under the Act.  The shares were issued in  transactions  exempt from
registration under S promulgated under the Act.


      In addition,  on October 7, 1997, the Company issued  1,150,000  shares of
Common Stock to 2 persons for consulting and public  relations  services,  which
shares were not  registered  under the Act.  The shares were issued  pursuant to
Section 4(2) under the Securities Act.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

      (a)  Exhibits.

           27   Financial Data Schedule

      (b)  Reports on Form 8-K. On October 30, 1997,  the Company filed a report
           on Form 8-K reporting on Item 2 that it had entered into an Agreement
           pursuant to which the Company sold all of the  outstanding  shares of
           Silver to former owners of Silvers' stock.


<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.



Dated:  February 24, 1998           By: /s/ James Hal
                                    James Hal
                                    President




Dated:  February 24, 1998           By: /s/ Howard Halpern
                                    Howard Halpern
                                    Principal Financial Officer