<PAGE>   1
                        SECURITIES & EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


(X)  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

     For the quarterly period ended March 31, 2000.

                                       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 No.0-28621


                              Mighty Mack USA, Ltd.
        -----------------------------------------------------------------
        (Exact Name of Small Business Issuer as specified in its charter)


           Colorado                             84-1378045
        ---------------                  --------------------------
        (State or other                  (IRS Employer File Number)
        Jurisdiction of
        Incorporation)

    1700 West Government, Suite 102
         Brandon, Mississippi                          39042
----------------------------------------             ---------
(Address of principal executive offices)             (Zip code)


                                 (601) 825-2220
                                 --------------
              (Registrant's telephone number, including area code)

    Indicate by check mark whether the Registrant (1) had filed all reports
required to be filed by Section 13 or 15(d) of the Securities 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
                                             ---   ---


<PAGE>   2

    The number of shares outstanding of Registrant's common stock, no par value
per share, as of March 31, 2000 were 16,400,262 common shares.

                         PART I - FINANCIAL INFORMATION

ITEM 1.  Financial Statements
         See attached financial statements

<PAGE>   3
                              MIGHTY MACK USA, LTD

                              FINANCIAL STATEMENTS

                    FOR THE NINE-MONTHS ENDED MARCH 31, 2000

                                  (UNAUDITED)


<PAGE>   4


                             MIGHTY MACK USA, LTD.
                                 Balance Sheet
                                 March 31, 2000
                                  (Unaudited)


<TABLE>
<CAPTION>

                                                             March 31, 2000      June 30, 1999
                                                             --------------     ---------------

ASSETS:

<S>                                                          <C>                <C>
Cash                                                         $            56    $            --
Loans Receivable - Officers                                           10,000                674
Escrow Account                                                           392                 --
Employee Advances                                                      1,400                 --
Inventory                                                          4,662,000          4,662,000
                                                             ---------------    ---------------

CURRENT ASSETS                                                     4,673,848          4,662,674

PROPERTY/EQUIPMENT

Transportation, net of Depreciation $200                              11,800             11,800
Buildings/Homes, net of Depreciation $6,105                          974,000            974,000
Furniture/Fixtures, net of Depreciation $1,997                        53,922             53,922
Office Equipment, net of Depreciation $591                            16,591             16,591
Plant Equipment, net of Depreciation $24,398                         590,109            423,237
                                                             ---------------    ---------------

TOTAL PROPERTY/EQUIPMENT                                           1,646,422          1,479,550

OTHER ASSETS

Trade Names, Patent, net of Amortization $625                         99,375             99,792
                                                             ---------------    ---------------

TOTAL OTHER ASSETS                                                    99,375             99,792
                                                             ---------------    ---------------

TOTAL ASSETS                                                 $     6,419,645    $     6,242,016
                                                             ===============    ===============


LIABILITIES/STOCKHOLDERS' EQUITY

Accounts Payable                                                     140,410             68,344
Accrued Expenses                                                      63,018             32,886
Debentures Payable (10% convertible)                                 691,000                 --
Notes Payable                                                      3,018,236          2,900,000
Royalty Fee Payable                                                3,000,000          3,000,000
                                                             ---------------    ---------------

TOTAL CURRENT LIABILITIES                                          6,912,664          6,001,230

STOCKHOLDERS' EQUITY

Preferred Stock, Class A, 5,000,000 shares authorized,
    no par value, none outstanding
Common Stock, 50,000,000 shares authorized,
    no par value, issued and outstanding 16,400,262                  507,015            507,015
Retained Deficit                                                  (1,000,034)          (265,542)
                                                             ---------------    ---------------

TOTAL STOCKHOLDERS' EQUITY                                          (493,019)           241,473
                                                             ---------------    ---------------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $     6,419,645    $     6,242,703
                                                             ===============    ===============
</TABLE>



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




<PAGE>   5





                              MIGHTY MACK USA, LTD.
                              Stockholders' Equity
                                 March 31, 2000
                                  (Unaudited)

<TABLE>
<CAPTION>

                                                                                                       RETAINED          TOTAL
                                          PREFERRED STOCK                    COMMON STOCK              EARNINGS/      STOCKHOLDERS'
DESCRIPTION                            SHARES           AMOUNT           SHARES         AMOUNT         (DEFICIT)         EQUITY
                                   -------------    -------------    -------------   -------------   -------------    -------------

<S>                                <C>              <C>              <C>             <C>             <C>              <C>
Balance - June 30, 1998                  335,000    $       3,350        2,400,000   $       2,000   $      (5,350)   $          --

Cancellation and Issuance               (335,000)          (3,350)      14,000,262         505,015              --          501,665
    of Stock for Acquisition

Net Loss June 30, 1999                        --               --               --              --        (260,192)        (260,192)
                                   -------------    -------------    -------------   -------------   -------------    -------------

Balance - June 30, 1999                       --               --       16,400,262         507,015        (265,542)         241,473

Net Loss 3/31/2000                            --               --               --              --        (734,492)        (734,492)
                                   -------------    -------------    -------------   -------------   -------------    -------------

Balance - March 31, 2000                      --    $          --       16,400,262   $     507,015   $  (1,000,034)   $    (493,019)
                                   =============    =============    =============   =============   =============    =============
</TABLE>





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

<PAGE>   6


                              MIGHTY MACK USA, LTD.
                            Statement of Operations
                    For the Nine-Months Ended March 31, 2000
                                  (Unaudited)




<TABLE>
<CAPTION>

                                              For Six-Months       For Year
                                                  Ended             Ended
REVENUES:                                     March 31, 2000     June 30, 1999
                                             ---------------    ---------------

<S>                                          <C>                <C>
     Product Sales                           $        17,001    $         4,736
     Other Income                                      4,300                 --
                                             ---------------    ---------------

TOTAL REVENUES                                        21,301              4,736

     Cost of Goods Sold                               (5,000)            (1,174)
                                             ---------------    ---------------

GROSS MARGIN                                 $        16,301    $         3,562
                                             ---------------    ---------------

OPERATING EXPENSES

     Interest Expense                                     --             21,334
     Operating Costs                                  18,850            170,804
     General & Administrative                         33,379             71,616
                                             ---------------    ---------------

TOTAL OPERATING EXPENSES                              52,229            263,754
                                             ---------------    ---------------

NET LOSS                                     $       (35,928)   $      (260,192)
                                             ===============    ===============

LOSS PER SHARE                               $         (0.04)   $         (0.10)
                                             ===============    ===============

WEIGHTED AVERAGE SHARES OUTSTANDING               16,400,262          2,600,011
                                             ===============    ===============
</TABLE>

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

<PAGE>   7

                              MIGHTY MACK USA, LTD.
                             Statement of Cash Flow
                    For the Nine-Months Ended March 31, 2000
                                  (Unaudited)





<TABLE>
<CAPTION>


                                                           For the Nine-Months     For the Year
                                                                  Ended               Ended
                                                              March 31, 2000       June 30, 1999
                                                           -------------------    --------------

<S>                                                        <C>                     <C>
CASH FLOW FROM OPERATING ACTIVITIES

Net Income (Loss)                                          $          (734,492)         (260,192)

Reconciliation of Net Income (Loss) to Net Cash
    Provided by (Used In) Operating Activities
    Depreciation and Amortization                                       33,916            10,440

(Increase) Decrease In:
    Accounts Receivable                                                    674              (674)

Increase (Decrease) In:
    Accounts Payable                                                    72,066            65,844
    Accrued Expenses                                                    30,132            29,537
                                                           -------------------    --------------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                   (597,704)         (155,045)

CASH FLOWS USED FOR INVESTING ACTIVITIES
     Investment in Property & Equipment                               (211,476)         (549,970)
                                                           -------------------    --------------

NET CASH PROVIDED BY INVESTING ACTIVITIES                             (211,476)         (549,970)

CASH FLOWS FROM FINANCING ACTIVITIES
     Proceeds from Notes Payable                                       118,236           200,000
     Debentures Payable                                                691,000           505,015
                                                           -------------------    --------------

NET CASH PROVIDED BY FINANCING ACTIVITIES                              809,236           705,015

NET INCREASE IN CASH AND CASH EQUIVALENTS                                   56                --

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                             --                --

CASH AND CASH EQUIVALENTS - END OF PERIOD                  $                56    $           --
                                                           ===================    ==============

SUPPLEMENTAL DISCLOSURE

CASH PAID DURING THE YEAR FOR:
     Interest                                                               --                --
     Income Taxes                                                           --                --
</TABLE>



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

<PAGE>   8



                              MIGHTY MACK USA, LTD
                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                    For the Nine-Months Ended March 31, 2000


NOTE 1 - ORGANIZATION AND PRESENTATION:

       Organization:

       On July 19, 1996, Oxford Financial Holdings, Ltd. (the Company) was
       incorporated under the laws of Colorado to engage in all aspects of
       business consulting and information retrieval.

       Mighty Mack USA, LTD was incorporated in the state of Mississippi on
       November 9, 1998. Mighty Mack USA, LTD, a Mississippi Company, and Oxford
       Financial Holdings, LTD., a Colorado corporation, merged on June 15,
       1999. The merger was treated as a reverse acquisition for accounting
       purposes with Mighty Mack USA, LTD. as the acquirer and Oxford Financial
       Holdings, LTD as the acquiree based upon Mighty Mack USA, LTD then
       current officers and directors assuming management control of the
       resulting entity and the value and ownership interest being received by
       current Mighty Mack USA, LTD. stockholders exceeding that received by
       Oxford Financial Holdings, LTD stockholders. The Company changed its name
       to Mighty Mack USA, LTD.

       The Mississippi Corporation, Mighty Mack exchanged 53,022,950 shares or
       100% of its common stock for 14,000,000 shares of common stock in the
       Company. The Company may be issuing 1,600,000 additional shares to
       various consultants as part of the transaction. Also the Company canceled
       the 335,000 shares of preferred stock that was outstanding leaving no
       shares of preferred stock outstanding after the consummation of the
       merger.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

       These financial statements are presented on the accrual method of
       accounting in accordance with generally accepted accounting principles.
       Significant principles followed by the Company and the methods of
       applying those principles, which materially affect the determination of
       financial position and cash flows, are summarized below:

       DESCRIPTION OF BUSINESS

       Mighty Mack USA, LTD markets, manufactures & wholesales HydroCarbon
       Absorbents & Environmental Remediation Products. The Company develops
       marketing and distribution outlets for its' products through established
       retail and wholesale distributors through out the country.

       REVENUE RECOGNITION

       Product Sales are sales of bag and bulk product manufactured by the
       company. Revenue is recognized at the time of sale.

       INVENTORY

       Inventory at March 31, 2000 by major classification is:

<TABLE>

<S>                                                              <C>
             Raw Materials and Work-in-Process                   $   4,176,020
             Finished Goods                                      $     485,980
                                                                 -------------
             Total Inventory                                     $   4,662,000
                                                                 =============
</TABLE>



<PAGE>   9



                              MIGHTY MACK USA, LTD
                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                    For the Nine-Months Ended March 31, 2000

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

         CASH AND CASH EQUIVALENTS

         The Company considers all highly liquid debt instruments, purchased
         with an original maturity of three months or less, to be cash
         equivalents.

         ACCOUNTING FOR IMPAIRMENTS IN LONG-LIVED ASSETS:

         Long-lived assets and identifiable intangibles are reviewed for
         impairment whenever events or changes in circumstances indicate that
         the carrying amounts of assets may not be recoverable. Management
         periodically evaluates the carrying value and the economic useful life
         of its long-lived assets based on the Company's operating performance
         and the expected future undiscounted cash flows and will adjust the
         carrying amount of assets which may not be recoverable. Management
         believes that long-lived assets in the balance sheet are appropriately
         valued.

         PROPERTY AND EQUIPMENT

         Property and equipment is stated at cost. The cost of ordinary
         maintenance and repairs is charged to operations while renewals and
         replacements are capitalized. Depreciation is computed on the
         straight-line method over the following estimated useful lives:

<TABLE>

<S>                                                            <C>
           Furniture and fixtures                              7 years
           Computer equipment and software                    3- years
           Plant equipment                                      5 year
           Buildings                                          40 years
</TABLE>


         FEDERAL INCOME TAX:

         The Company accounts for income taxes under SFAS No. 109, which
         requires the asset and liability approach to accounting for income
         taxes. Under this approach, deferred income taxes are determined based
         upon differences between the financial statement and tax bases of the
         Company's assets and liabilities and operating loss carryforwards using
         enacted tax rates in effect for the years in which the differences are
         expected to reverse. Deferred tax assets are recognized if it is more
         likely than not that the future tax benefit will be realized.

         USE OF ESTIMATES:

         The preparation of financial statements, in conformity with generally
         accepted accounting principles, requires management to make estimates
         and assumptions that affect the reported amounts of assets and
         liabilities and disclosure of contingent assets and liabilities at the
         date of the financial statements and the reported amounts of revenue
         and expenses during the reporting period. Actual results could differ
         from those estimates.

         TRADE NAMES AND PATENTS

         The Company has valued its trade names and patents at $100,000. These
         items are being amortized over a forty-year period.


<PAGE>   10



                              MIGHTY MACK USA, LTD
                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                    For the Nine-Months Ended March 31, 2000

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

         FAIR VALUE OF FINANCIAL INSTRUMENTS

         The Company's financial instruments include cash, cash equivalents and
         notes payable. Estimates of fair value of these instruments are as
         follows:

                  Cash and cash equivalents - The carrying amount of cash and
                  cash equivalents approximates fair value due to the relatively
                  short maturity of these instruments.

                  Notes payable - The carrying amount of the Company's notes
                  payable approximate fair value based on borrowing rates
                  currently available to the Company for borrowings with
                  comparable terms and conditions.


NOTE 3 - PROPERTY AND EQUIPMENT:

         Property and equipment consist of the following as of March 31, 2000

<TABLE>

<S>                                                  <C>
               Land                                  $      105,000
               Furniture and fixtures                        55,919
               Computer equipment and software               17,182
               Plant equipment                              614,507
               Transportation                                12,000
                                                     --------------
               Building                                     875,105
                                                     --------------

               Subtotal                                   1,679,713
               Less:  Accumulated depreciation              (33,291)
                                                     --------------

                                                     $    1,646,422
                                                     ==============
</TABLE>


NOTE 4 - INCOME TAXES

         Income taxes are provided for the tax effects of transactions reported
         in the financial statements and consist of taxes currently due plus
         deferred taxes related primarily to differences between the recorded
         book basis and tax basis of assets and liabilities for financial and
         income tax reporting. The deferred tax assets and liabilities represent
         the future tax return consequences of those differences, which will
         either be taxable or deductible when the assets and liabilities are
         recovered or settled. Deferred taxes are also recognized for operating
         losses that are available to offset future taxable income and tax
         credits that are available to offset federal income taxes. Due to the
         Company's net operating loss there are no income taxes currently due.
         Also, there were no material differences between recorded book basis
         and tax basis at September 30, 1999.

         The Company follows Financial Accounting Standards Board Statement No.
         109, "Accounting for Income Taxes" (SFAS #109), which requires, among
         other things, an asset and liability approach to calculating deferred
         income taxes. As of March 31, 2000, the Company has a net operating
         loss carry forward of $1,000,034, which has been fully reserved through
         a valuation allowance.



<PAGE>   11



                              MIGHTY MACK USA, LTD
                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                    For the Nine-Months Ended March 31, 2000


NOTE 4 - INCOME TAXES (CONT.)

As of March 31, 2000, the Company had a net operating loss carry forward for
federal income tax purposes approximately equal to the accumulated deficit
recognized for book purposes, which will be available to reduce future taxable
income. The full realization of the tax benefit associated with the carry
forward depends predominantly upon the Company's ability to generate taxable
income during the carry forward period. Because of the current uncertainty of
realizing such tax assets in the future, a valuation allowance has been recorded
equal to the amount of the net deferred tax asset, which caused the Company's
effective tax rate to differ from the statutory income tax rate. The net
operating loss carry forward, if not utilized, will begin to expire in the year
2013.


NOTE 5 - NOTES PAYABLE

Notes payable consist of the following at March 31, 2000:

<TABLE>

<S>                                                                                     <C>
     Note - Robert C. Furrer, Officer & Director, at 8% annual interest rate.           $  242,311

     Note - Martin F. Schneider, Officer & Director, at 8% annual interest rate.        $  250,100

     Note - Product Services Co., Inc. for assets purchase agreement
           at 8% annual interest rate, remaining balance                                $2,525,825
                                                                                        ----------
                                                                                        $3,018,236
                                                                                        ==========
</TABLE>

NOTE 6 - PRODUCT AND ASSET PURCHASE AGREEMENT

         The Company entered into an agreement on February 1, 1999 to acquire
         substantially all of the products of Product Services Co., Inc. a
         Mississippi Corporation and Theodore Dickerson. This purchase also
         includes the real estate items of a storage plant and land at Valley
         Park, Mississippi. This purchase includes certain intellectual property
         assets made up of patents, trademarks, trade names and security
         interests. This purchase agreement is for $6,000,000 made up of
         $3,000,000 due up front and $3,000,000 due as a royalty payment
         comprised of three percent of the wholesale price of product up to a
         maximum of $3,000,000. The total balance of the royalty payment is due
         and payable by January 31, 2002 no matter whether the sales have
         occurred or not.

NOTE 7 - REALIZATION OF ASSETS

         The accompanying financial statements have been prepared in conformity
         with generally accepted accounting principles, which contemplates
         continuation of the Company as a going concern. However, the Company
         has sustained a substantial operation loss this year. As shown in the
         financial statements, the Company incurred a net loss of $1,000,034. At
         March 31, 2000, current liabilities exceed current assets by
         $2,238,816. The financial statements do not include any adjustments
         relating to the recoverability and classification of recorded assets,
         or the amounts and classification of liabilities that might be
         necessary in the event the Company cannot continue in existence.

         In view of these matters, realization of a major portion of the assets
         in the accompanying balance sheet is dependent upon continued
         operations of the Company, which in turn is dependent upon the
         Company's ability to meet its financial requirements, and the success
         of its future operations. Management believes that actions presently
         being taken to revise the Company's operating and financial
         requirements provide the opportunity for the Company to continue as a
         going concern.


<PAGE>   12



                              MIGHTY MACK USA, LTD
                    NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                    For the Nine-Months Ended March 31, 2000

NOTE 8 - RELATED PARTY TRANSACTION

         The officers and directors of the Company are involved in other
         business activities and may, in the future, become involved in other
         business opportunities. If a specific business opportunity becomes
         available, such persons may face a conflict in selecting between the
         Company and their other business interests. The Company is formulating
         a policy for the resolution of such conflicts.

NOTE 9 - DEBENTURES

         In December, 1999 the Company sold $691,000 worth of 10% Convertible
         Debentures for $25,000 per Debenture. All of the Debentures were issued
         in accordance with the exemption from registration afforded by Sections
         4(2) and 4(6) of the Securities Act of 1933, as amended and Rule 506
         thereunder.

<PAGE>   13


ITEM 2.  Managements Discussion and Analysis of Financial Condition and Results
         of Operations.

         Forward-Looking Statements

         The following discussion contains our forward-looking statements,
including, but not limited to, our business, prospects and results of operations
that are subject to certain risks and uncertainties posed by many factors and
events that could cause our actual business, prospects and results of operations
to differ materially from those that may be anticipated by such forward-looking
statements. Factors that may affect such forward-looking statements include,
without limitation: our ability to successfully develop new products for new
markets; the impact of competition on our revenues, changes in law or regulatory
requirements that adversely affect or preclude customers from using our products
for certain applications; delays our introduction of new products or services;
and our failure to keep pace with emerging technologies.

         When used in this discussion, words such as "believes", "anticipates",
"expects", "intends" and similar expressions are intended to identify
forward-looking statements, but are not the exclusive means of identifying
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date of this
report. We undertake no obligation to revise any forward-looking statements in
order to reflect events or circumstances that may subsequently arise. Readers
are urged to carefully review and consider the various disclosures made by us in
this report and other reports filed with the Securities and Exchange Commission
that attempt to advise interested parties of the risks and factors that may
affect our business.

         Results of Operations

         With the acquisition of the Mississippi Corporation, we began
generating revenues from our operations. Our accountants have questioned our
ability to continue as a going concern. As of March 31, 2000, current
liabilities exceed current assets by $2,238,816. As of the nine months ended
March 31, 2000, we had revenues of $42,765. We had total revenues for the fiscal
year ended June 30, 1999 of $4,736. Our total operating expenses for the nine
months ended March 31, 2000 were $768,332. Our total operating expenses for the
fiscal year ended June 30, 1999 were $263,754. We had a net loss of $734,492 for
the nine months ended March 31, 2000, compared to a net loss of $260,192 for the
fiscal year end. The loss for the nine months ended March 31, 2000 was $0.04 per
share, compared to a loss for the fiscal year ended June 30, 1999 of $0.10 per
share.


<PAGE>   14

                  We continue to negotiate the acquisition of all of the rights
and assets under the Purchase and Sale Agreement. Once this is complete, we
believe that the revenues from operations will grow during the remaining fiscal
year as we implement our business plan. However, if we are unable to complete
the Purchase and Sale Agreement, our future operations may be seriously
impaired. In any case, we do not expect to be profitable during the current
fiscal year. Our primary focus for this fiscal year will be to complete the
acquisition under the Purchase and Sale Agreement and to build brand name
recognition and product loyalty.

         Liquidity and Capital Resources

         As of the end of the fiscal year, we had no cash or cash equivalents.
As of the end of the nine month period ended March 31, 2000, we had cash or cash
equivalents of $56. There was no significant change in working capital during
the nine month period ended March 31, 2000. In August 1999, we completed a
private placement and raised $691,000 and received loans from two of our
affiliates of $117,394, all of which was used to fund our operations.

         We believe that we still have inadequate working capital to pursue all
of our planned activities other than to internally expand the operations. We
plan to raise additional capital during the coming fiscal year.

         We do not intend to pay dividends in the foreseeable future.

                           PART II- OTHER INFORMATION

         ITEM 1.  Legal Proceedings

                  Our subsidiary, Mighty Mack USA, Ltd., a private Mississippi
Corporation, was recently named a defendant in a lawsuit commenced in Louisiana
by Alpha Distributing Company, Inc. The lawsuit claims breach of contract
concerning certain sales and distribution rights of the Mississippi company's
products, which rights were set forth in a written contract. The case has been
continued without a date for further proceedings. This case was pending in the
22nd Judicial District Court, Parish of St. Tammany, State of Louisiana.

         Otherwise, we know of no legal proceedings of a material nature pending
or threatened or judgments entered against any director or officer of our
Company in his/her capacity as such.

         ITEM 2.  Changes in Securities and Use of Proceeds.

         In 1999, we sold $691,000 worth of 10% Convertible Debentures for
$25,000 per Debenture to various entities. We used the proceeds to fund our
operations and for working capital. All of the Debentures were issued in
accordance with the exemption from registration afforded by Sections 4(2) and
4(6) of the Securities Act of 1933, as amended and Rule 506 thereunder. All of
the investors are considered to be sophisticated and/or accredited investors





<PAGE>   15


because of their previous investment experience and access to information on us
necessary to make an informed investment decision.

         ITEM 3.  Defaults upon Senior Securities.  None.
         ITEM 4.  Submission of Matters to a Vote of Security Holders.  None
         ITEM 5.  Other Information. None.
         ITEM 6.  Exhibits and Reports on Form 8-K.

                  Exhibit No. 27.1- Financial Data Schedule

                  No reports on Form 8-K were filed as of the most recent
                  fiscal quarter.


                                   SIGNATURES

                  In accordance with 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.


                                             Mighty Mack USA, Ltd.



         Dated: 5/12/00                      By: /s/ MARTIN F. SCHNEIDER
               ---------------------            --------------------------------
                                                Martin F. Schneider
                                                Chief Financial Officer






<PAGE>   16

                               INDEX TO EXHIBITS

<TABLE>
<CAPTION>


EXHIBIT
NUMBER              DESCRIPTION
-------             -----------

<S>                 <C>
  27                Financial Data Schedule
</TABLE>