<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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

                                 FORM 10-QSB

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

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 (FEE REQUIRED)
     For the quarterly period ended March 31st, 2000
                               -------------------

( )  TRANSITION REPORT  PERSUANT TO SECTION 13 or 15 (d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
     For the transition period from               to

     Commission  File  Number:   000-28525
                                 ---------



                              HARDROCK MINES, INC.
                         ------------------------------
               (Exact name of Registrant as specified in charter)

          NEVADA                                          87-0640430
(State or other jurisdiction of incorporation)    (I.R.S.  EMPLOYER  ID  NO.)

c/o 4700 S 900 E. Suite 41-B, Salt Lake City                       84117
(ADDRESS  OF  PRINCIPAL  EXECUTIVE  OFFICES)                      (ZIP  CODE)

                                 (800) 870-1654
                         (REGISTRANT'S TELEPHONE NUMBER)



     Indicate  by check  mark  whether  the  Issuer  (1) has filed  all  reports
required  to be filed by  section  13 or 15(d) of the  Exchange  Act  during the
preceeding  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.

          (1) Yes [x]  No [ ]            (2) Yes [x]  No [ ]

                     APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the last practicable date



         Class                          Outstanding as of March 31, 2000
        -------                         --------------------------------

        Common stock, $0.001                    515,000

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                                     INDEX

PART 1.                                                 Page Number
                                                        -----------

        ITEM 1. Financial Statements (unaudited)        3

                Balance Sheets                          4
                  March 31, 2000 and December 31, 1999

                Statements of Operations                5
                  For the three months ended
                  March 31, 2000 and 1999
                  and the period from June 14, 1982
                  to March 31, 2000

                Statements of Cash Flows                6
                  For the three months ended
                  March 31, 2000 and 1999
                  and the period from June 14, 1982
                  to March 31, 2000

                Notes to Financial Statements           7

        ITEM 2. Plan of Operations                      9

PART 11.        Signatures                              10

<PAGE>

                         PART 1 - FINANCIAL INFORMATION
                          ---------------------------

                          ITEM 1. FINANCIAL STATEMENTS
                         -----------------------------

     The accompanying balance sheets of Hardrock Mines, Inc.  (development stage
company)  at March  31,  2000 and  December  31,  1999,  and the  statements  of
operations  for the three  months  ended  March 31, 2000 and 1999 and the period
from June 14, 1982 to March 31,  2000,  and the cash flows and the  statement of
stockholder'  equity for the three  months ended March 31, 2000 and 1999,and the
period from  December  11,  1980 to March 31,  2000,  have been  prepared by the
Company's  management and they do not include all the  information  and notes to
the financial statements necessary for a complete  presentation of the financial
position,  results  of  operations,  cash  flows,  and  stockholders'  equity in
conformity  with generally  accepted  accounting  principles.  In the opinion of
management,  all adjustments considered necessary for a fair presentation of the
results of  operations  and  financial  position have been included and all such
adjustments are of a normal recurring nature.

     Operating results for the quarter ended March 31, 2000, are not necessarily
indicative of the results that can be expected for the year ending  December 31,
2000.

<PAGE>

                              HARDROCK MINES, INC.
                           (Development Stage Company)
                                 BALANCE SHEETS
                      March 31, 2000, and December 31, 1999
                      -------------------------------------

                                        Mar 31          Dec 31
                                        2000            1999
                                        ------          ------

ASSETS

CURRENT ASSETS

        Cash                            $ -             $ -
                                        ------          ------
        Total Current Assets            $ -             $ -
                                        ======          ======

LIABILITIES AND STOCKHOLDER'S EQUITY

CURRENT LIABILITIES

        Accounts Payable                $ -             $ -
                                        ------          ------
        Total Current Liabilities       $ -             $ -
                                        ======          ======

STOCKHOLDERS' EQUITY

        Common Stock
        100,000,000 shares authorized
        at $0.001 par value; 540,000
        shares issued and outstanding     515            515

        Capital in excess of par value    28,485         28,485

        Deficit accumulated during the   (29,000)        (29,000)
        Development Stage

        Total Stockholders' Equity
        (deficiency)                      _               -
                                        ------          -------
                                        $ -             $ -
                                        ======          ======

   The accompanying notes are an integral part of these financial statements

<PAGE>

                              HARDROCK MINES, INC.
                           (Development Stage Company)
                            STATEMENTS OF OPERATIONS
       For the Three Months Ended March 31, 2000, and 1999 and the Period
             June 14, 1982 (Date of Inception) to March 31, 2000
            -------------------------------------------------------

                Mar 31          Dec 31          June 14, 1982 to
                2000            1999            Mar 31, 2000
                ------          ------          ------------

REVENUES        $ -             $ -             $ -

EXPENSES          -             $ -             $ 29,000
                ------          ------          ------------

NET LOSS        $ -             $ -             $(29,000)
                ======          ======          ============

NET LOSS PER
COMMON SHARE

        Basic   $ -             $ -
                ------          ------

AVERAGE
OUTSTANDING
SHARES

        Basic   515,000         475,000
                -------         -------



   The accompanying notes are an integral part of these financial statements

<PAGE>


                              HARDROCK MINES, INC.
                           (Development Stage Company)
                            STATEMENTS OF CASH FLOWS
       For the Three Months Ended March 31, 2000, and 1999 and the Period
               June 14, 1982 (Date of Inception) to March 31, 2000
            -------------------------------------------------------
                Mar 31          Dec 31          Jun 14, 1982 to
                2000            1999            Mar 31, 2000
                ------          ------          ------------

CASH FLOWS:
OPERATING
ACTIVITIES

Net Loss        $ -             $ -             $(29,000)
                ------          ------          ------------

Net cash used     -               -              (29,000)
in operations

CASH FLOWS:
INVESTING
ACTIVITIES      $ -             $ -             $ -
                ------          ------          ------------

CASH FLOWS:
FINANCING
ACTIVITIES

Common stock    $ -             $ -             $ 29,000
                ------          ------          ------------

Net Increase
(Decrease) in
Cash            $ -             $ -             $ -
                ------          ------          ------------

Cash: Period
Begin           $ -             $ -             $ -
                ------          ------          ------------

Cash: Period
End             $ -             $ -             $ -
                ======          ======          ===========

   The accompanying notes are an integral part of these financial statements

<PAGE>
                              HARDROCK MINES, INC.
                          (Development Stage Company)
                         NOTES TO FINANCIAL STATEMENTS
                         -----------------------------

1.     ORGANIZATION

     The Company was incorporated  under the laws of the State of Nevada on June
14, 1982 with  authorized  common stock of 25,000  shares with at a par value of
$1.00 under the name of "VHF  Corporation".  On November 11, 1999 the authorized
capital stock was increased to 100,000,000  shares with a par value of $0.001 in
connection with a name change to "Hardrock Mines, Inc."

     On November 11, 1999 the Company  completed a forward common stock split of
25 shares for each outstanding  share. This report has been prepared using a par
value of $0.001 from inception.

     The  Company  is in the  development  stage  and has  been  engaged  in the
activity of seeking  developmental  mining  properties and became inactive after
1995.

2.  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Accounting  Methods
-------------------

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

Dividend  Policy
----------------

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

Income  Taxes
-------------

     At March 31, 2000,  the Company had a net  operating  loss carry forward of
$29,000.  The tax benefit from the loss carry forward has been fully offset by a
valuation  reserve because the use of the future tax benefit is  underterminable
since the Company has no operations. The net operating loss will expire starting
in 2011 through 2021.

Basic and Diluted Net Income (Loss) Per Share
---------------------------------------------

     Basic  net  income  (loss)  per share  amounts  are  computed  based on the
weighted  average  number of shares  actually  outstanding.  Diluted  net income
(loss) per share  amounts are  computed  using the  weighted  average  number of
common shares and common  equivalent  shares  outstanding  as if shares had been
issued on the exercise of the preferred share rights unless the exercise becomes
antidilutive and then only the basic per share amounts are shown in the report.

Comprehensive Income
--------------------

     The Company adopted  Statement of Financial  Accounting  Standards No. 130.
The  adoption  of this  standard  had no impact on the  stockholder's  equity on
February 29, 1999.

Recent Accounting Pronouncements
--------------------------------

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

Financial  Instruments
----------------------

     The carrying amounts of financial  instruments are considered by management
to be their estimated fair values.


<PAGE>


                              HARDROCK MINES, INC.
                          ( A Development Stage Company)
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)
                   -------------------------------------------



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (continued)

Estimates  and  Assumptions
---------------------------

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

3.  RELATED  PARTY  TRANSACTIONS

     The statement of changes in  stockholder's  equity shows 515,000  shares of
common  stock  outstanding  of which  160,000  shares  were  acquired by related
parties.

4.  GOING  CONCERN

     The Company will need  additional  working  capital to be successful in its
planned operations.

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

     There  can be no  assurance  that the  Company  can be  successful  in this
effort.

ITEM 2. PLAN OF OPERATIONS
--------------------------

     The Company's  management  intends to acquire interests in various business
opportunities which, in the opinion of management,  will provide a profit to the
Company but does not have the working capital to be successful in this effort.

     Continuation  of the Company as a going concern is dependent upon obtaining
the working  capital for its planned  activity and the management of the Company
has  developed a  strategy,  which they  believe  can obtain the needed  working
capital through  additional  equity funding and long term debt which will enable
the Company to pursue its objective.

Liquidity and Capital Resources
-------------------------------

     The Company  will need  additional  working  capital to finance its planned
activity.

Results of Operations
---------------------

     The Company has had no operations during this reporting period.

<PAGE>

PART 2 - SIGNATURES
-------------------

     Pursuant to the  requirements  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.

                              HARDROCK MINES, INC.
                              (REGISTRANT)

                              /s/   Ryan Christison
                          BY:  -------------------------
                               PRESIDENT  AND  DIRECTOR

DATED:  30TH DAY OF MAY,  2000