U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

[X]           QUARTERLY REPORT PURSUANT SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended: September 30, 1999

[ ]           TRANSITION REPORT PURSUANT SECTION 13 OF 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

         For the transition period from __________ to ___________

                         Commission file number 0-25825

                             TIBERON RESOURCES LTD.
        (Exact name of small business issuer as specified in its charter)

           NEVADA                                                 91-1921237
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

        11930 MENAUL BOULEVARD N.E., # 107, ALBUQUERQUE, NEW MEXICO 87112
                    (Address of principal executive offices)

                                 (505) 289-8235
                           (Issuer's telephone number)

                                 NOT APPLICABLE
              (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 No X

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the last practicable date:

    8,050,000 SHARES OF COMMON STOCK, $.001 PAR VALUE, AS OF NOVEMBER 1, 1999

         Transitional Small Business Disclosure Format (check one); Yes__ No _X_

Exhibit index on page10                                       Page 1 of 13 pages
                     --                                                 --


<PAGE>



                             TIBERON RESOURCES LTD.


                              FINANCIAL STATEMENTS
                            (EXPRESSED IN US DOLLARS)


                             NINE MONTH PERIOD ENDED
                               SEPTEMBER 30, 1999
                      (UNAUDITED - PREPARED BY MANAGEMENT)


                                        2

<PAGE>


<TABLE>

TIBERON RESOURCES LTD.
BALANCE SHEETS
(Expressed in US dollars)
(Unaudited - Prepared by Management)
<CAPTION>

==============================================================================================================================

                                                                                                September 30,    December 31,
                                                                                                         1999            1998
------------------------------------------------------------------------------------------------------------------------------
                                                                                                                  (Audited)

<S>                                                                                         <C>                <C>
ASSETS

CURRENT
    Cash                                                                                    $            809   $      19,292
    Prepaid expenses                                                                                      -              757
                                                                                            ----------------   -------------
                                                                                                         809          20,049

ORGANIZATIONAL COSTS, net of accumulated amortization                                                    838           1,018
                                                                                            ----------------   -------------
                                                                                            $          1,647   $      21,067
==============================================================================================================================
==============================================================================================================================

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT
    Accounts payable and accrued liabilities                                                $            500   $          -
                                                                                            ----------------   -------------


SHAREHOLDERS' EQUITY (Note 2)
    Preferred stock, $0.01 par value,
       1,000,000 shares authorized, none outstanding
    Common stock, $0.001 par value,
       50,000,000 shares authorized,
       8,050,000 shares issued and outstanding                                                         8,050           8,050
    Additional paid in capital                                                                        22,955          22,955
    Deficit accumulated                                                                              (29,858)         (9,938)
                                                                                            ----------------   -------------

                                                                                                       1,147          21,067
                                                                                            ----------------   -------------

                                                                                            $          1,647   $      21,067
==============================================================================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.


                                        3

<PAGE>


<TABLE>

TIBERON RESOURCES LTD.
STATEMENTS OF  OPERATIONS  AND DEFICIT  (Expressed  in US dollars)  (Unaudited -
Prepared by Management)


<CAPTION>

                                                                                 Cumulative
                                                                                    Amounts
                                                                                       From          Nine Month
                                                                               Inception to        Period Ended         Year Ended
                                                                              September 30,       September 30,       December 31,
                                                                                       1999                1999               1998
-----------------------------------------------------------------------------------------------------------------------------------
                                                                                                                      (Audited)
<S>                                                                         <C>                <C>                <C>



REVENUE                                                                     $           -      $           -      $           -
                                                                            --------------     ---------------    ---------------

EXPENSES
    Accounting and audit                                                             3,125               2,125              1,000
     Administration                                                                    690                 690                -
    Amortization                                                                       360                 180                180
    Bank charges                                                                       124                 124                -
    Consulting                                                                       6,240               2,967              3,273
     Filing fees                                                                        85                  85                -
    Legal                                                                           16,473              12,485              3,988
    Office and miscellaneous                                                           727                 430                297
    Transfer agent                                                                   1,309               1,309                -
    Foreign exchange (gain) loss                                                       725                (475)             1,200
                                                                            --------------     ---------------    ---------------

                                                                                    29,858              19,920              9,938
                                                                            --------------     ---------------    ---------------

NET LOSS FOR THE  PERIOD                                                    $      (29,858)    $       (19,920)   $        (9,938)
===================================================================================================================================
===================================================================================================================================


PER SHARE INFORMATION:
    Weighted average number
    of common shares outstanding - basic                                                              8,050,000          5,091,887
===================================================================================================================================
===================================================================================================================================


NET LOSS PER COMMON SHARE - basic                                                              $         (0.002)  $            -
=========================================================================== ================== ================== =================

</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                        4

<PAGE>

<TABLE>


TIBERON RESOURCES LTD.
STATEMENTS OF SHAREHOLDERS' EQUITY
(Expressed in US dollars)
(Unaudited - Prepared by Management)
<CAPTION>

====================================================================================================================================

                                                                                       Additional
                                                          Common Stock                       Paid       Accumulated
                                                  ------------------------------
                                                           Shares         Amount       in Capital           Deficit           Total
------------------------------------------------------------------------------------------------------------------------------------


<S>                                               <C>             <C>             <C>             <C>               <C>
BALANCE AT INCEPTION                                         -    $         -     $          -    $            -    $          -


Issuance of stock for repayment of advances at
$0.0025 per share (Note 4)                             2,000,000          2,000            3,000               -             5,000

Issuance of stock for cash at $0.0025 per share
(net of issuance costs) (Note 2)                       6,000,000          6,000            6,547               -            12,547

Issuance of stock for cash at $0.30 per share
(net of issuance costs) (Note 2)                          50,000             50           13,408               -            13,458

Net loss for the year                                        -              -                -              (9,938)         (9,938)
                                                  --------------  -------------   --------------  ----------------  --------------

BALANCE AT DECEMBER 31, 1998 (audited)                 8,050,000          8,050           22,955            (9,938)         21,067

Net loss for the period                                      -              -               -              (19,920)        (19,920)
                                                  --------------  -------------   --------------  ----------------  --------------

BALANCE AT SEPTEMBER 30, 1999                          8,050,000  $       8,050   $       22,955  $        (29,858) $        1,147
====================================================================================================================================
====================================================================================================================================

</TABLE>













   The accompanying notes are an integral part of these financial statements.



                                        5

<PAGE>


<TABLE>

TIBERON RESOURCES LTD.
STATEMENTS OF CASH FLOWS
(Expressed in US dollars)
(Unaudited - Prepared by Management)

<CAPTION>
====================================================================================================================================
                                                                                    Cumulative
                                                                                       Amounts
                                                                                          From        Nine Month
                                                                                  Inception to      Period Ended        Year Ended
                                                                                 September 30,     September 30,      December 31,
                                                                                          1999              1999              1998
--------------------------------------------------------------------------- ------------------ ----------------- -----------------
                                                                                                                     (Audited)

<S>                                                                         <C>                <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period                                                     $         (29,858) $        (19,920) $         (9,938)
Adjustments to reconcile net loss to net cash
    Decrease in prepaids                                                                  -                 757              (757)
    Increase in accounts payable and accrued liabilities                                  500               500               -
    Amortization                                                                          360               180               180
                                                                            -----------------  ----------------- -----------------

    Net cash used in operating activities                                             (28,998)          (18,483)          (10,515)
                                                                            -----------------  ----------------- -----------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Organization costs                                                                 (1,198)              -              (1,198)
                                                                            ------------------ ----------------- -----------------

    Net cash used in investing activities                                              (1,198)              -              (1,198)
                                                                            ------------------ ----------------- -----------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Proceeds from stock issuance, net of issuance costs                                26,005               -              26,005
    Proceeds from stock issuance for repayment of advances                              5,000               -               5,000
                                                                            ------------------ ----------------- -----------------

    Net cash provided by financing activities                                          31,005               -              31,005
                                                                            ------------------ ----------------- -----------------


CHANGE IN CASH FOR THE PERIOD                                                             809           (18,483)           19,292


CASH POSITION, BEGINNING OF PERIOD                                                        -              19,292               -
                                                                            ------------------ ----------------- -----------------


CASH POSITION, END OF PERIOD                                                $             809  $            809   $        19,292
==================================================================================================================================
==================================================================================================================================

ISSUANCE OF STOCK FOR REPAYMENT OF ADVANCES                                 $           5,000  $            -    $          5,000
==================================================================================================================================
</TABLE>


   The accompanying notes are an integral part of these financial statements.


                                        6

<PAGE>



TIBERON RESOURCES LTD.
NOTES TO THE FINANCIAL STATEMENTS
(Expressed in US dollars)
SEPTEMBER 30, 1999
(Unaudited - Prepared by Management)

================================================================================

1.       SIGNIFICANT ACCOUNTING POLICIES

         ORGANIZATION

         The Company was incorporated on April 10, 1998, in the State of Nevada.
         The  Company  is in the  exploration  stage  and  has  entered  into an
         agreement  to purchase  mineral  property  claims  located in Manitoba,
         Canada (see Note 3). At this initial  stage the Company is investing in
         mineral properties.

         ORGANIZATIONAL COSTS

         Organizational  costs  include  costs  for  professional  fees  and are
         amortized using the straight-line method over five years.

         BASIC LOSS PER SHARE

         The basic loss per share is computed  by dividing  the net loss for the
         period by the weighted average number of common shares  outstanding for
         the period.

         ESTIMATES

         The  preparation  of the Company's  financial  statements in conformity
         with generally accepted  accounting  principles  requires the Company's
         management to make  estimates and  assumptions  that affect the amounts
         reported in these financial  statements and accompanying  notes. Actual
         results could differ from those estimates.

         LOSS ON FOREIGN CURRENCY TRANSLATION

         The Company's functional currency is the US Dollar, however the cash is
         held  in  a  Canadian  bank  account.   Therefore,   foreign   currency
         translation  resulted  in an  aggregate  exchange  loss of $725 for the
         period.


2.       SHAREHOLDERS' EQUITY

         As of August 31, 1998, 6,000,000 shares of stock were issued to various
         investors  at $0.0025  per share for cash of  $15,000,  pursuant to the
         Company's Regulation D, Rule 504 offering ("Rule 504").  Issuance costs
         were $2,453.

         In addition,  during  September  1998,  the Company  completed a second
         Regulation  D, Rule 504 offering and issued 50,000 shares of its $0.001
         par value common stock to various investors at $0.30 per share for cash
         of $15,000. Issuance costs were $1,542.


         3. COMMITMENTS AND CONTINGENCIES

         The Company entered into an Agreement on April 28, 1998, to acquire the
         rights to mineral  claims and explore for copper,  nickel and cobalt in
         Manitoba,  Canada. The agreement is made with an unrelated third party.
         The  terms  of the  agreement  require  the  Company  to pay a total of
         CDN$50,000  (approximately  US$33,500)  which is  payable  on April 28,
         2000.



                                        7

<PAGE>



TIBERON RESOURCES LTD.
NOTES TO THE FINANCIAL STATEMENTS
(Expressed in US dollars)
SEPTEMBER 30, 1999
(Unaudited - Prepared by Management)

================================================================================



3.       CONT'D...

         The   agreement   also  requires  the  Company  to  fund  a  CDN$40,000
         (approximately  US$26,500)  work program by April 28,  1999,  which has
         been   extended   to  March  28,   2000.   An   additional   CDN$50,000
         (approximately  US$33,500) work program is to be completed by April 28,
         2000.


4.       RELATED PARTY TRANSACTIONS

         During 1998, associates of the sole officer and director of the Company
         advanced the Company  $5,000 for a legal  retainer which was reimbursed
         to the  associates  through the issuance of 2,000,000  shares of common
         stock.


5.       INCOME TAXES

         The  Company  has  a  Federal  net  operating  loss   carryforward   of
         approximately  $9,900  expiring in 2018 and  $19,920  expiring in 2019.
         This  carryforward  may be limited upon the  consummation of a business
         combination under Section 381 of the Internal Revenue Code.


6.       YEAR 2000

         The Company  has  assessed  its  exposure  to date  sensitive  computer
         programs  that  may  not  be  operative  subsequent  to  1999  and  has
         implemented a requisite course of action to minimize Year 2000 risk and
         ensure that neither significant costs nor disruption of normal business
         operations are encountered. However, because there is no guarantee that
         all systems of outside vendors or other entities on which the Company's
         operations rely will be 2000 compliant, the Company remains susceptible
         to consequences of the Year 2000 issue.




                                        8

<PAGE>



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

         Since  incorporation  on April 10, 1998, the Company has been a natural
resource  company  engaged in the acquisition of mineral  properties.  As of the
filing of this report, the Company's sole focus is in Canada.  From inception to
the date of this  report,  the Company had no revenue.  Management  believes the
Company has sufficient working capital to fund the Company's  operations through
January 2000. For the nine months ended September 30, 1999, the Company recorded
a net loss of $19,920,  which included the following  costs and expenses:  legal
($12,485);  consulting ($2,967); and accounting and audit ($2,125). For the nine
months  ended  September  30,  1999,  the Company  recognized  a gain on foreign
currency translation of $475.

         The Company's  primary  source of working  capital has been through the
sale of Common Stock. Since  incorporation,  the Company has received $31,005 of
net  proceeds  from sales of Common  Stock.  Management  anticipates  additional
offerings of Common Stock to fund the required $40,000 work program.  Cash flows
from  operations  since  incorporation   reflect  net  cash  used  in  operating
activities  of $28,998,  and net cash used in  investing  activities  of $1,198.
Since the Company currently has no significant source of revenue,  the Company's
working  capital will continue to be depleted by operating  expenses and outlays
required for the property.



                                        9

<PAGE>



                           PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS

                  Not Applicable.

ITEM 2.           CHANGES IN SECURITIES AND USE OF PROCEEDS

                  Not Applicable.

ITEM 3.           DEFAULTS UPON SENIOR SECURITIES

                  Not Applicable.

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                  Not Applicable.

ITEM 5.           OTHER INFORMATION

                  Not Applicable.

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K

<TABLE>
                  A) EXHIBITS

<CAPTION>

       REGULATION                                                                                            SEQUENTIAL
       S-B NUMBER                                            EXHIBIT                                         PAGE NUMBER

<S>      <C>                                                                                         <C>
          3.1          Articles of Incorporation (1)<F1>                                                        N/A

          3.2          Bylaws (1)<F1>                                                                           N/A

         10.1          Agreement between the Company and Carey Whitehead dated April 28,                        N/A
                       1998 relating to Falcon claims 25, 26 and 27,  located
                       in Manitoba, Canada.(1)<F1>

          11           Statement Regarding Computation of Per Share Earnings                         See Financial Statements

          27           Financial Data Schedule                                                                   12

----------------------------
<FN>
<F1>
(1)      Incorporated by reference to the exhibits filed with the Registration Statement on Form 10-SB, File No. 0-25825.
</FN>
</TABLE>


                  B) REPORTS ON FORM 8-K:

                  None.


                                       10

<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.


                                            TIBERON RESOURCES LTD.
                                            (Registrant)


Date:    November 12, 1999                  By:/S/REG HANDFORD
                                               --------------------------
                                                  Reg Handford, President



                                       11

<PAGE>



                                   Exhibit 27

                             Financial Data Schedule

                                       12

<PAGE>