FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549


[X]   Quarterly  report  pursuant  to  section  13 or  15(d)  of the  Securities
      Exchange Act of 1934 For the fiscal quarter ended August 31, 1999 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 0-10229

                              NORTHWEST GOLD, INC.
--------------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

          Wyoming                                        81-0384984
----------------------------------------            ----------------------------
State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

    877 North 8th West, Riverton, WY                     82501
----------------------------------------            ----------------------------
(Address of principal executive offices)                 (Zip Code)

Registrant's telephone Number:                           (307) 856-9278
                                                    ----------------------------

                                      NONE
--------------------------------------------------------------------------------
      (Former name, address and fiscal year, if changed since last report)

      Indicate by check mark whether the  Registrant:  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  and Exchange Act
of 1934  during the  preceding  12 months (or for such  shorter  period that the
Registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.  YES  X  NO
                                               ---    ---
      State the number of shares  outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

            Class                               Outstanding at October 11, 1999
-----------------------------                   --------------------------------
Common stock, $.001 par value                          26,797,500 Shares



<PAGE>




                             NORTHWEST GOLD, INC.


                                     Index


PART I.     FINANCIAL INFORMATION

    ITEM 1.  Financial Statements

    Condensed Balance Sheet --  August 31, 1999 .............................3

    Condensed Statements of Operations -- Three Months Ended
      August 31, 1999 and August 31, 1998....................................4

    Condensed Statements of Cash Flows-Three
      Months Ended August 31, 1999 and August 31, 1998.......................5

    Notes to Condensed Financial Statements .................................6

    ITEM 2.  Management's Discussion and Analysis of
            Financial Condition and Results of Operations....................7

PART II.   OTHER INFORMATION

    ITEM 6.  Exhibits and Reports on Form 8-K................................7

    Signatures...............................................................8


                                      2

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                              NORTHWEST GOLD, INC.

                          PART I. FINANCIAL INFORMATION

Item 1.   Financial Statements

                            Condensed Balance Sheets
                                 August 31, 1999
                                   (Unaudited)

     ASSETS
<TABLE>
<S>                                                 <C>
CURRENT ASSETS:
    Cash and cash equivalents                         $ 11,400
    Marketable Equity securities                         7,800
                                                      --------
     TOTAL CURRENT ASSETS                               19,200

PROPERTY AND EQUIPMENT, at cost                         29,000
    Less accumulated depreciation                      (29,000)
                                                      --------

OTHER ASSETS                                             1,900
                                                      --------
                                                      $ 21,100
                                                      ========

     LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:

    Accounts payable - affiliates                     $ 80,400

SHAREHOLDERS' EQUITY
    Common stock, $0.001 par value;
      50,000,000 shares authorized,
      26,797,500 shares issued and outstanding,         26,800
    Additional paid-in capital                       1,788,600
    Accumulated deficit                             (1,876,300)
    Unrealized holding gain on
      marketable equity securities                       1,600
                                                       (59,300)
                                                    ----------
                                                      $ 21,100
                                                    ==========
</TABLE>


           See accompanying notes to condensed financial statements.

                                      3

<PAGE>




                              NORTHWEST GOLD, INC.

                       Condensed Statements of Operations
                                   (Unaudited)


                                                   Three Months Ended
                                                       August 31,
                                                ------------------------
                                                   1999           1998
                                                   ----           ----
<TABLE>
<S>                                           <C>            <C>
REVENUES:
    Interest                                    $    100       $    100


COSTS AND EXPENSES:
    General and administrative                       800          6,600
                                                --------       --------

NET INCOME (LOSS)                               $   (700)      $ (6,500)
                                                ========       ========

LOSS PER SHARE                                  $  *           $  *
                                                ========       ========

WEIGHTED AVERAGE NUMBER
    OF SHARES OUTSTANDING                       26,797,500     26,797,500
                                                ==========     ==========
</TABLE>

*   Less than $0.01 per share.


           See accompanying notes to condensed financial statements.

                                      4

<PAGE>




                              NORTHWEST GOLD, INC.

                       Condensed Statements of Cash Flows
                                   (Unaudited)


                                                      Three Months Ended
                                                          August 31,
                                                   -------------------------
                                                      1999            1998
                                                      ----            ----
<TABLE>
<S>                                              <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Loss                                       $   (700)      $ (6,500)
    Adjustments to reconcile
      net loss to net cash provided by
      operating activities:
      Increase in accounts
        payable - affiliate                             800          6,600
                                                   --------       --------

NET CASH PROVIDED BY
    OPERATING ACTIVITIES                                100            100
                                                   --------       --------

NET INCREASE IN CASH AND
    CASH EQUIVALENTS                                    100            100

CASH AND CASH EQUIVALENTS AT
    BEGINNING OF PERIOD                              11,300         10,800
                                                   --------       --------

CASH AND CASH EQUIVALENTS AT
    END OF PERIOD                                  $ 11,400       $ 10,900
                                                   ========       ========
</TABLE>


           See accompanying notes to condensed financial statements.

                                      5

<PAGE>




                              NORTHWEST GOLD, INC.

                    Notes to Condensed Financial Statements


     1) The  Condensed  Balance  Sheet as of August 31,  1999 and the  Condensed
Statements  of  Operations  and cash flow for the three  months ended August 31,
1999 and 1998,  have been prepared by the Company  without audit. In the opinion
of the Company,  the accompanying  financial  statements contain all adjustments
(consisting of only normal recurring  accruals)  necessary to fairly present the
financial  position  of the  Company  as of  August  31,  1999  the  results  of
operations and cash flow for the three months ended August 31, 1999 and 1998.

     2) Certain  information  and  footnote  disclosures  normally  included  in
financial  statements  prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  It is suggested that these financial
statements be read in conjunction with the Company's May 31, 1999 Form 10-KSB.

     3) The  results of  operations  for the periods  ended  August 31, 1999 and
1998,  are not  necessarily  indicative  of the  operating  results which may be
experienced for the full year.



                                      6

<PAGE>




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

Liquidity and Capital Resources

     The Company's  working capital deficit  increased  during the most recently
completed  quarter by $700 as compared to the working capital deficit as May 31,
1999. This decrease in working capital was as a result of an increase of $800 in
accounts payable to affiliates. The increase in accounts payable was as a result
of U.S. Energy, a major shareholder of the Company paying certain administrative
fees for Company and a management fee of $500 per month.

     The  Company  anticipates  that  it  will  be  able  to  meet  its  capital
requirements  for the  remainder  of the year  ending May 31,  2000  unless U.S.
Energy Corp. should call for payment of its indebtedness.  However,  the Company
must secure drilling or  construction  contracts or work out an agreement on its
accounts due U.S. Energy in order to continue operating long-term.

Results of Operations

     The  Company  had no  revenues  from  operations  during the most  recently
completed  quarter  ended  August 31, 1999 or the  corresponding  quarter of the
prior year ended August 31, 1998. In both periods however,  the Company recorded
interest revenue of $100 on funds held in interest bearing accounts.

     General and  administrative  costs  decreased by $5,800  during the quarter
ended August 31, 1999 from the same period of the previous  year.  This decrease
was  primarily in  professional  services that had not yet been billed for audit
fees during the period ended August 31, 1999.

     The Registrant's operations consist primarily of administrative  activities
associated with the preparation of reports and documents required by law.


                           PART II. OTHER INFORMATION

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

      (a) Exhibits.  None.

      (b) Reports on Form 8-K.  There were no reports  filed by the  Company on
Form 8-K for the quarter ended August 31, 1999.


                                      7

<PAGE>




                                   SIGNATURES


     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange  Act of 1934,  the  Company has duly caused this report to be signed on
its behalf by the undersigned, hereunto duly authorized.

                                             NORTHWEST GOLD, INC.
                                             Company



Date: October 11, 1999                  By:        /s/  Harold F. Herron
                                             -----------------------------------
                                             HAROLD F. HERRON,
                                             Chief Executive Officer



Date: October 11, 1999                  By:        /s/ Robert Scott Lorimer
                                             -----------------------------------
                                             ROBERT SCOTT LORIMER,
                                             Principal Financial Officer
                                             and Chief Accounting Officer


                                      8

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