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 February 28, 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,  former  address and former  fiscal year,  if changed  since last
report)

     Check  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 April 3, 1999
-----------------------------                  ---------------------------------
Common stock, $.001 par value                          26,797,500 Shares

Transitional Small Business Disclosure Format (Check One)
                         Yes                     NO X


                                        1

<PAGE>



NORTHWEST GOLD, INC.

                                      Index

PART I.        FINANCIAL INFORMATION

    ITEM 1.    Financial Statements

    Condensed Balance Sheet --  February 28, 1999............................3

    Condensed Statements of Operations -- Three and Nine Months
       Ended February 28, 1999 and February 28, 1998.........................4

    Condensed Statements of Cash Flows for the Nine
      Months Ended February 28, 1999 and February 28, 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

<PAGE>



                              NORTHWEST GOLD, INC.

                          PART I. FINANCIAL INFORMATION

Item 1.Financial Statements

                             Condensed Balance Sheet
                                February 28, 1999
                                   (Unaudited)
<TABLE>
<S>                                              <C>    

     ASSETS

CURRENT ASSETS:
    Cash and temporary cash investments               $      11,200
    Marketable securities                                    11,900
                                                         ----------
      TOTAL CURRENT ASSETS                                   23,100

PROPERTY AND EQUIPMENT, at cost                              29,000
    Less accumulated depreciation                           (29,000)
                                                         ----------
                                                               -0-

OTHER ASSETS                                                  1,900
                                                         ----------
                                                      $      25,000
                                                         ==========

    LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
    Accounts payable - affiliates                     $      78,000

SHAREHOLDERS' EQUITY
    Common stock, $0.001 par value;
      authorized, 50,000,000 shares;
      issued and outstanding,
      26,797,500                                             26,800
    Additional paid-in capital                            1,788,600
    Accumulated deficit                                  (1,874,100)
    Unrealized holding gain on
      marketable equity securities                            5,700
                                                         ----------
                                                            (53,000)
                                                         ----------
                                                      $      25,000
                                                         ==========

</TABLE>

            See accompanying notes to condensed financial statements.

                                        3

<PAGE>



                              NORTHWEST GOLD, INC.

                       Condensed Statements of Operations
                                   (Unaudited)



                                Three Months Ended             Nine Months Ended
                                   February 28,                  February 28,
                              -----------------------       --------------------
                                1999           1998           1999        1998
                              --------       --------       --------    --------
<TABLE>
<S>                  <C>              <C>           <C>          <C>   

REVENUES:
   Interest                $      100       $   200       $    400     $    300

COSTS AND EXPENSES:
   General and
     administrative             1,900          5,500        10,800       10,300
                               --------       -------      --------    --------
NET INCOME (LOSS)          $   (1,800)      $ (5,300)     $(10,400)    $(10,000)
                               ========       =======      ========    ========

INCOME (LOSS)
   PER SHARE               $      *         $    *        $    *       $    *
                               ========       =======      ========     =======

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

*  Less than $.01 per share.


            See accompanying notes to condensed financial statements.

                                        4

<PAGE>



                              NORTHWEST GOLD, INC.

                       Condensed Statements of Cash Flows
                                   (Unaudited)


                                                          Nine Months Ended
                                                            February 28,
                                                     ---------------------------
                                                       1999               1998
                                                     --------           --------
<TABLE>
<S>                                            <C>               <C>    

CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Loss                                       $  (10,400)       $  (10,000)
    Adjustments to reconcile
      net loss to net cash
      used in operating activities:
    Increase in accounts
      payable - affiliate                              10,800            10,200
                                                      -------           -------
NET INCREASE (DECREASE) IN CASH AND
    CASH EQUIVALENTS                                      400               200

CASH AND CASH EQUIVALENTS AT
    BEGINNING OF PERIOD                                10,800            10,400
                                                      -------           -------

CASH AND CASH EQUIVALENTS AT
    END OF PERIOD                                  $   11,200        $   10,600
                                                      =======           =======

</TABLE>

            See accompanying notes to condensed financial statements.

                                        5

<PAGE>


                              NORTHWEST GOLD, INC.

                     Notes to Condensed Financial Statements
                                   (continued)


                              NORTHWEST GOLD, INC.

                     Notes to Condensed Financial Statements

     1) The  Condensed  Balance  Sheet as of February  28, 1999,  the  Condensed
Statements of Operations for the three months and nine months ended February 28,
1999 and February 28, 1998,  and the Condensed  Statements of Cash Flows for the
nine months ended  February 28, 1999 and February 28, 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 February 28, 1999,  the results of operations for the three months
and nine months ended  February  28, 1999 and February 28, 1998,  and cash flows
for the nine months then ended.

     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, 1998 Form 10-KSB/A.

     3) The results of operations  for the periods  ended  February 28, 1999 and
February 28, 1998 are not  necessarily  indicative of the operating  results 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  liquidity  position  decreased  during  the  most  recently
completed nine month period. The working capital deficit increased by $10,400 as
a result of an increase of $10,800 in accounts  payable to an  affiliate,  USECB
Joint  Venture,  ("USECC")  which was offset by a net  increase in cash of $400.
Cash increased as a result of interest earned on monies held in interest bearing
accounts.

     The  Company  anticipates  that  it  will  be  able  to  meet  its  capital
requirements  for the  remainder  of the  year  ending  May 31,  1999  with  the
exception  of  repayment  of debt to USECC.  However  the  Company  must  secure
drilling or  construction  contracts and  negotiate  payment terms with USECC in
order to continue operating long-term.

Results of Operations

     The Company had no revenues from operations during the three months or nine
months ended February 28, 1999 and 1998. The Company did however, recognize $400
and $300 in interest  income during the nine months ended  February 28, 1999 and
February 28, 1998 respectively.

     General  and  administrative  costs  increased  by $500 for the nine months
ended  February  28, 1999 and  decreased  by $3,600 for the three  months  ended
February 28, 1999, in each case compared to the  corresponding  periods in 1998.
The increase for the nine month  period was due to increased  professional  fees
for audits  performed by the Company's  independent  accountant and the decrease
for the three month  period was due to the timing of  professional  fees paid to
the Company's independent accountant.

     The Company's  operations  consist primarily of  administrative  activities
associated  with the  preparation  of reports  and  documents  required  by law.
Continuing  losses  increased  the  accumulated  deficit by $10,400 from May 31,
1998.

                           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 February 28, 1999.

                                        7

<PAGE>


                                   SIGNATURES


     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, hereunto duly authorized.


                                          NORTHWEST GOLD, INC.
                                          (Registrant)



Date:  April 9, 1999         By:   s/ Harold F. Herron
                                   ------------------------------
                                   HAROLD F. HERRON,
                                   Chief Executive Officer



Date:  April 9, 1999         By:   s/ Robert Scott Lorimer
                                   ------------------------------
                                   ROBERT SCOTT LORIMER,
                                   Principal Financial Officer
                                   and Chief Accounting Officer


                                        8


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