U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

(Mark One)

x Quarterly report under Section 13 or 15(d) of the Securities
  Exchange Act of 1934

For the quarterly period ended   March 31, 1999   

__  Transition report under Section 13 or 15(d) of the Exchange Act

                        For the transition period from to

Commission file number 333-07727

                        Shampan, Lamport Holdings Limited
        (Exact Name of Small Business Issuer as Specified in Its Charter)

          Washington                          98-0138706
(State or Other Jurisdiction of    (I.R.S. Employer Identification No.)
  Incorporation or Organization) 

            1260-609 Granville Street, Vancouver, B.C. Canada V7Y 1G5
                    (Address of Principal Executive Offices)

                                 (604) 687-0888
                (Issuer's Telephone Number, Including Area Code)


         (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 _________                   

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court.

Yes                          No __________                   

                      APPLICATION 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: Common stock, par value, $0.01
per share, 6,748,252 shares of common stock outstanding as of April 26, 1998

         Traditional Small Business Disclosure Format (check one):

Yes                          No ___X_______                     


<PAGE>

PART I:             FINANCIAL INFORMATION

ITEM 1.             FINANCIAL STATEMENTS-MARCH 31, 1999


                        SHAMPAN LAMPORT HOLDINGS LIMITED


                              FINANCIAL STATEMENTS
                                   (Unaudited)


                     THREE MONTH PERIOD ENDED MARCH 31, 1999


<PAGE>



SHAMPAN LAMPORT HOLDINGS LIMITED
BALANCE SHEETS
(Expressed in United States Dollars)
AS AT MARCH 31

<TABLE>
<CAPTION>
                                                                                                1998            1999
                                                                                                ----------      ----------
<S>                                                                                            <C>            <C>
ASSETS


Current assets:
    Cash                                                                                       $      16,682  $       1,286
    Accounts receivable                                                                                6,079             - 
    Inventories                                                                                       32,500             - 
    Prepaid expenses and other                                                                        11,250             -
                                                                                               -------------  ------------

    Total current assets                                                                              66,511          1,286

Property and equipment, net                                                                            1,750             -
                                                                                               -------------  ------------

                                                                                               $      68,261  $       1,286
                                                                                               =============  =============

LIABILITIES AND SHAREHOLDERS' DEFICIT


Current liabilities:
    Notes payable                                                                              $     156,000  $     192,500
    Accounts payable and accrued liabilities                                                          79,665         89,829
                                                                                               -------------  -------------

    Total liabilities                                                                                235,665        282,329
                                                                                               -------------  -------------


Shareholders' deficit:
    Capital stock
       Authorized
               50,000,000   preferred   shares,   par  value  $0.01  per  shares
              100,000,000 common shares, par value $0.01 per share
       Issued and outstanding
                6,748,252  common shares (1998 - 6,598,252)                                           65,982         67,482
    Additional paid-in capital                                                                     4,830,183      4,843,683
    Accumulated deficit                                                                           (5,063,569)    (5,192,208)
                                                                                               -------------  -------------

                                                                                                    (167,404)      (281,043)

                                                                                               $      68,261  $       1,286
                                                                                               =============  ==============

</TABLE>
                                            Unaudited - See accompanying notes.



<PAGE>



SHAMPAN LAMPORT HOLDINGS LIMITED
STATEMENTS OF OPERATIONS
(Expressed in United States Dollars)
THREE MONTH PERIOD ENDED MARCH 31

<TABLE>
<CAPTION>
                                                                                                 1998               1999

<S>                                                                                            <C>             <C>
NET REVENUE                                                                                    $      46,833   $          - 

COST OF REVENUE                                                                                       12,247              -
                                                                                               -------------   ------------

GROSS PROFIT                                                                                          34,586              -
                                                                                               -------------   ------------


EXPENSES
    Sales and marketing                                                                               16,143              - 
    Research and development                                                                           1,840              - 
    General and administrative                                                                        41,343          30,711
                                                                                               -------------   -------------

                                                                                                      59,326          30,711
                                                                                               -------------   -------------


LOSS FROM OPERATIONS                                                                                 (24,740)        (30,711)
                                                                                               -------------   -------------


OTHER INCOME (EXPENSE)
    Loss on disposal of property and equipment                                                        (4,570)           -
    Gain on settlement of obligations                                                                  5,413            -
    Interest expense                                                                                  (2,000)         (3,750)
                                                                                               -------------   -------------

                                                                                                      (1,157)         (3,750)


NET LOSS                                                                                       $     (25,897)  $     (34,461)
                                                                                               =============   =============


LOSS PER SHARE                                                                                 $        0.00   $        0.00
                                                                                               =============   =============


SHARES USED IN COMPUTING PER SHARE AMOUNTS                                                         6,598,252       6,748,252
                                                                                               =============   =============

</TABLE>

                                            Unaudited - See accompanying notes.



<PAGE>

SHAMPAN LAMPORT HOLDINGS LIMITED
STATEMENT OF SHAREHOLDERS' EQUITY
(Expressed in United States Dollars)

<TABLE>
<CAPTION>
                                                                                                                  Total
                                                  Common Stock               Additional       Accumulated     Shareholders'
                                            Shares           Amount          Paid-in           Deficit          Deficit
<S>                                           <C>         <C>             <C>               <C>              <C>

Balances at March 31, 1998                    6,598,252  $        65,982  $     4,830,183   $    (5,063,569) $      (167,404)

    Shares issued - bonus                       150,000            1,500           13,500                -            15,000

    Net loss                                         -                -                -            (94,178)         (94,178)
                                        ---------------  ---------------  ---------------   ---------------  ---------------

Balances at December 31, 1998                 6,748,252           67,482        4,843,683        (5,157,747)        (246,582)

    Net loss                                         -                -                -            (34,461)         (34,461)
                                        ---------------  ---------------  ---------------   ---------------  ---------------

Balances at March 31, 1999                    6,748,252  $        67,482  $     4,843,683   $    (5,192,208) $      (281,043)
                                        ===============  ===============  ===============   ===============  ===============

</TABLE>



















                       Unaudited - See accompanying notes.


<PAGE>



SHAMPAN LAMPORT HOLDINGS LIMITED
STATEMENTS OF CASH FLOWS
(Expressed in United States Dollars)
THREE MONTH PERIOD ENDED MARCH 31

<TABLE>
<CAPTION>
                                                                    
                                                                                                 1998             1999
<S>                                                                                            <C>             <C>
OPERATING ACTIVITIES
    Net loss                                                                                   $     (25,897)  $     (34,461)
    Adjustments to reconcile net loss to net cash from
      operating activities
       Loss on disposal of property and equipment                                                      4,570              - 

    Changes in operating assets and liabilities
       Accounts receivable                                                                             6,563              - 
       Inventories                                                                                     5,646              - 
       Prepaid expenses and other                                                                    (11,250)             - 
       Accounts payable and accrued liabilities                                                          486          24,971
                                                                                               -------------   -------------

                                                                                                     (19,882)         (9,490)
                                                                                               -------------   -------------


INVESTING ACTIVITIES
    Proceeds of property and equipment                                                                10,319              -
                                                                                               -------------   ------------


FINANCING ACTIVITIES
    Proceeds from issuance of capital stock                                                          750,000              - 
    Payment on notes payable                                                                          (9,000)             - 
    Payment on share subscriptions payable                                                          (750,000)             -
                                                                                               -------------   ------------

                                                                                                      (9,000)             -
                                                                                               -------------   ------------


Change in cash and cash equivalents                                                                  (18,563)         (9,490)


Cash and cash equivalents, beginning of period                                                        35,245          10,776
                                                                                               -------------   -------------


Cash and cash equivalents, end of period                                                       $      16,682   $       1,286
                                                                                               =============   =============
</TABLE>





                       Unaudited - See accompanying notes.


<PAGE>



SHAMPAN LAMPORT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
(Unaudited)
(Expressed in United States Dollars)
MARCH 31, 1999




1.       ORGANISATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Nature of Operations

         The Company was incorporated in Washington State,  U.S.A. on December
         28, 1993 and changed its name from Allegiant Technologies Inc. to
         Shampan, Lamport Holdings Limited effective July 21, 1998.

         The Company  discontinued  its principal line of business,  developing,
         marketing and supporting  interactive  multimedia  development software
         during  1997.  On May 31,  1998 the Company  disposed of its  remaining
         inventory and technology assets.

         Management Plans on Continued Existence

         The accompanying  financial statements have been prepared in conformity
         with generally accepted  accounting  principles,  in the United States,
         which  contemplates the continuation of the Company as a going concern.
         However,  the Company sustained  substantial  operating losses and used
         substantial  amounts of working capital in its prior operations.  As of
         March  31,  1999,  current  liabilities   exceeded  current  assets  by
         $281,043.

         Management is exploring  and intends to enter into as yet  undetermined
         new lines of  business,  which may be highly  speculative.  The Company
         will remain dormant until additional  financing is secured and such new
         operations are determined.

         The Company's ability to continue as a going concern is dependent upon,
         among other things,  its ability to secure additional  funding which is
         not assured.  The financial  statements do not include any  adjustments
         that might result from the outcome of this uncertainty.

         United States Generally Accepted Accounting Principles

         Accounting  under  United  States  and  Canadian   generally   accepted
         accounting  principles  is  substantially  the same with respect to the
         accounting  principles  used by the Company in the preparation of these
         financial statements.

         Reclassifications

         Certain   reclassifications  have  been  made  to  the  1998  financial
         statements   to   conform   with   the   1999    presentation.    These
         reclassifications have no effect on the financial position or operating
         results of the Company.

         Reverse Split

         The  comparative  figures  for the  Company's  common  stock  have been
         adjusted  to reflect a four for one share  reverse  split that was made
         effective July 31, 1998.


2.       CAPITAL STOCK

         Stock options

         The  Company  established  a stock  option  plan ("the  Plan") to grant
         options to purchase common stock to employees,  officers,  non-employee
         directors  of the  Company  and  certain  other  individuals.  The Plan
         authorizes  the Company to issue or grant stock  options to purchase up
         to 629,475 shares of its common stock as of March 31, 1999.  There were
         not stock options outstanding as of March 31, 1999.



<PAGE>



SHAMPAN LAMPORT HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
(Unaudited)
(Expressed in United States Dollars)
MARCH 31, 1999




2.       CAPITAL STOCK (cont'd.....)

         Warrants

             As  of  March  31,  1999,  the  Company  has  outstanding  warrants
         entitling the holders to purchase a total of 1,754,761 common shares of
         the Company as follows:


<TABLE>
<CAPTION>
                               Number                         Exercise
                              of Shares                        Price                    Expiration Date
                           <S>                                <C>                      <C>
                                 71,428                       $ 1.60                   April 15, 1999*
                              1,683,333                         0.1725                 October 15, 1999
                           ------------

                              1,754,761

         *   these warrants expired subsequent to year end.
</TABLE>

3.       RELATED PARTY TRANSACTIONS

         During the years ended March 31, 1998 and 1999,  the Company  paid or
         accrued,  the  following  amounts to related parties:

<TABLE>
<CAPTION>
                                                                                             1998            1999
                         <S>                                                           <C>             <C>

                         Management fees                                               $       9,000   $      18,000
                         Rent                                                                  3,750           3,750
                         Interest                                                              2,000           3,750
                                                                                       -------------   -------------

                                                                                       $      14,750   $      25,500
                                                                                       =============   =============
</TABLE>

         Notes  payable to directors are $113,500 and $150,000 at March 31, 1998
         and 1999, respectively.

         Included in accrued liabilities at March 31, 1999 is $25,083 of accrued
         interest, $15,000 of accrued management fees and $3,750 of accrued rent
         due to directors or officers of the Company or to a company  controlled
         by directors and officers of the Company.


4.       YEAR 2000 ISSUE


         Management  has  completed  a  review  of the  Company's  systems,  and
         believes, given the dormant nature of the Company, that any costs to be
         incurred  to ensure its  systems  are Year 2000  compliant  will not be
         significant.

         Because of the unprecedented nature of the Year 2000 Issue, its effects
         will not be fully  determinable  until  the year  2000 and  thereafter.
         Management  cannot  assure  that the  Company  is or will be Year  2000
         ready,  that new business  lines,  if any, will be Year 2000 ready,  or
         that  parties  with whom the Company  does  business  will be Year 2000
         ready.



<PAGE>



ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS

Overview

As at March 31,  1999 the  Company  had  cumulative  net  losses of  $5,192,208.
Presently,  management  is  exploring  and  intends  to  enter  into  as of  yet
undetermined new lines of business, which may be highly speculative. The Company
will  remain  dormant  until  additional  financing  is  secured  and  such  new
operations are determined.

See  Notes  to the  Financial  Statements  for a  description  of the  Company's
significant accounting policies.

Liquidity and Capital Resources

The Company has sustained  substantial operating losses and has used substantial
amounts of working  capital in its operations to March 31, 1999. As of March 31,
1999 the Company had cash equivalents of $1,286 and a working capital deficit of
$281,043. Total liabilities exceeded the book value of total assets by $281,043.

The Company's  ability to satisfy its  liabilities  and meet its  obligations as
they  become due is  dependent  upon its  ability to secure  additional  funding
through public or private sales of securities,  including  equity  securities of
the Company and there are no  assurances  that the Company will be successful in
securing  additional  funding.  As a  consequence,  there exists a risk that the
Company will be forced to seek  protection  from its creditors  under federal or
state bankruptcy statutes.

Results of Operations

The Company  ceased  operations  and sold its product  inventory and  technology
assets on May 31, 1998.

General  and  administrative  expenses  consist  primarily  of the  costs of the
Company's finance and  administrative  personnel,  including the chief executive
officer, rent, telephone and utilities and all costs associated with maintaining
a public company in good standing. General and administrative expenses decreased
from  $41,343 for the three months ended March 31, 1998 to $30,711 for the three
months ended March  31,1999.  It is expected that they will remain the Company's
largest expenditure until such time the Company acquires or commences a new line
of business.

Uncertainty due to the YEAR 2000 Issue

The Year 2000 Issue  arises  because  many  computerized  systems use two digits
rather  than  four  digits  to  identify  a  year.  Date-sensitive  systems  may
incorrectly recognize the year 2000 as some other date, resulting in errors. The
effects of the Year 2000 Issue may be experienced before, on or after January 1,
2000 and, if not addressed, the impact on operations and financial reporting may
range from minor errors to significant  systems  failure,  which could affect an
entity's ability to conduct normal business operations. The Company is presently
dormant.  For this  reason,  and  until a new line of  business  is  established
management  believes  that the Year 2000  Issue will not  materially  affect the
Company.  However, it is not possible to be certain that all aspects of the Year
2000 Issue  affecting  the Company,  including  those  related to the efforts of
customers, suppliers or other third parties, will be fully resolved.

PART II.            OTHER INFORMATION

Items 1, 2, 3, 4, 5 AND 6 OF PART II ARE NOT APPLICABLE AND HAVE BEEN OMITTED.



<PAGE>



                                    SIGNATURE

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned,  thereunto duly  authorized,  in the City of Chicago,
State of Illinois, on April 28, 1999.

                                  SHAMPAN, LAMPORT HOLDINGS LIMITED

                                  By: /s/ Steven A. Rothstein
                                   -------------------------------------------
                                  Steven A. Rothstein C.E.O.