UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)

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

For the quarterly period ended    June 30, 1999

[]   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.     33-55254-09

                          WASATCH PHARMACEUTICAL, INC.
        (Exact name of Small Business Issuer as specified in its charter)

         NEVADA                                     87-0434293
(State or other jurisdiction of                 (I.R.S. Employer
incorporation or organization)               Identification Number)


   1466 Vintry, Salt Lake City, Utah              84121
(Address of principal executive offices)       (Zip Code)


Issuer's telephone number, including area code     (801) 424-2424

         Indicate  by check mark  whether  the Issuer (1) has 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 Issuer
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days. [X] Yes [ ] No

         Indicate  the  number of  shares  outstanding  of each of the  Issuer's
classes of common stock, as of the latest practicable date.

             Class                          Outstanding as of June 30, 1999
------------------------------------        -------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK               1,000,000 SHARES


<PAGE>



                         PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements.

BASIS OF REPRESENTATION

General

         The accompanying  unaudited financial  statements have been prepared in
accordance with the instructions to Form 10-QSB and,  therefore,  do not include
all information and footnotes necessary for a complete presentation of 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 six
months ended June 30, 1999, are not  necessarily  indicative of the results that
can be expected for the year ending December 31, 1999.

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

         The  Company  has had no  operational  history and has yet to engage in
business of any kind.  All risks inherent in new and  inexperienced  enterprises
are inherent in the Company's business.  The Company has not made a formal study
of the economic potential of any business.  At the present,  the Company has not
identified any assets or business opportunities for acquisition.

         The  Company  has no  liquidity  and  no  presently  available  capital
resources,  such as  credit  lines,  guarantees,  etc.  and  should a merger  or
acquisition prove unsuccessful, it is possible that the Company may be dissolved
by the State of Nevada for failing to file reports. Should management decide not
to  further  pursue its  acquisition  activities,  management  may  abandon  its
activities and the shares of the Company would become worthless.

         Based  on  current  economic  and  regulatory  conditions,   Management
believes that it is possible,  if not probable,  for a company like the Company,
without  assets or  liabilities,  to  negotiate a merger or  acquisition  with a
viable private company.  The opportunity arises principally  because of the high
legal  and  accounting   fees  and  the  length  of  time  associated  with  the
registration process of "going public".  However, should any of these conditions
change,  it is very possible that there would be little or no economic value for
anyone taking over control of the Company.

Impact of the Year 2000 Issue

         The "Year 2000 problem" arose because many existing  computer  programs
use only  the last two  digits  to refer to a year.  Therefore,  these  computer
programs do not  properly  recognize a year that begins with "20" instead of the
familiar "19". If not corrected, many computer applications could fail or create
erroneous  results.  The extent of the potential impact of the Year 2000 problem
is not yet  known,  and if not  timely  corrected,  it could  affect  the global
economy.

         The Company  currently  has no  operations  that  require  computers or
dealing with other entities who use computers.  Therefore,  at the present time,
the Company  believes the issue will not  adversely  affect the Company.  In the
future,  the Company  intends to address the issue in more  detail,  if business
circumstances require additional attention.

                                       2


<PAGE>



                           PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

         (a)      Exhibits
                  99.1 Financial Statements as of June 30, 1999
                  27 Financial Data Schedule

         (b)      Reports on Form 8-K
                  None.

                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the Issuer has duly  caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                  WASATCH PHARMACEUTICAL, INC.



Dated:   August 12, 1999
                                  --------------------------------------------
                                  Mark Timothy, President and Director

                                       3

<PAGE>



                          WASATCH PHARMACEUTICAL, INC.
                          (A Development Stage Company)
                                 BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                  June 30,                 December 31,
                                                                                    1999                       1998
                                                                                 (Unaudited)                 (Audited)
                                                                           ----------------------    ---------------------
ASSETS
   CURRENT ASSETS
<S>                                                                        <C>                       <C>
     Cash in bank                                                          $                    0    $                   0
                                                                           ----------------------    ---------------------

                                                   TOTAL CURRENT ASSETS                         0                        0

OTHER ASSETS
   Organization costs                                                                           0                        0
                                                                           ----------------------    ---------------------
                                                                                                0                        0
                                                                           ----------------------    ---------------------

                                                                           $                    0    $                   0
                                                                           ======================    =====================

LIABILITIES & EQUITY
   CURRENT LIABILITIES
     Accounts payable                                                      $                    0    $                   0
                                                                           ----------------------    ---------------------

                                              TOTAL CURRENT LIABILITIES                         0                        0

   STOCKHOLDERS' EQUITY
     Common Stock $.001 par value:
       Authorized - 100,000,000 shares
       Issued and outstanding
        1,000,000 shares                                                                    1,000                    1,000
     Additional paid-in capital                                                             1,000                    1,000
     Deficit accumulated during the
       development stage                                                                   (2,000)                  (2,000)
                                                                           ----------------------    ---------------------

                                             TOTAL STOCKHOLDERS' EQUITY                         0                        0
                                                                           ----------------------    ---------------------

                                                                           $                    0    $                   0
                                                                           ======================    =====================
</TABLE>


                                       F-1

<PAGE>



                          WASATCH PHARMACEUTICAL, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                                      4/14/86
                                                        Three Months Ended              Six Months Ended             (Date of
                                                             June 30,                       June 30,               inception) to
                                                        1999           1998           1999            1998            6/30/99
                                                   -------------  --------------  -------------  -------------  ------------------
<S>                                                <C>            <C>             <C>            <C>            <C>
Net sales                                          $           0  $            0  $           0  $           0  $                0
Cost of sales                                                  0               0              0              0                   0
                                                   -------------  --------------  -------------  -------------  ------------------

                                     GROSS PROFIT              0               0              0              0                   0

General and administrative expenses                            0               0              0              0               2,000
                                                   -------------  --------------  -------------  -------------  ------------------

                                         NET LOSS  $           0  $            0  $           0  $           0  $           (2,000)
                                                   =============  ==============  =============  =============  ==================

Net income (loss) per weighted
     average share                                 $         .00  $          .00  $         .00  $         .00
                                                   =============  ==============  =============  =============

Weighted average number of common
     shares used to compute net income
     (loss) per weighted average share                 1,000,000       1,000,000      1,000,000      1,000,000
                                                   =============  ==============  =============  =============
</TABLE>


                                       F-2

<PAGE>



                                             WASATCH PHARMACEUTICAL, INC.
                                             (A Development Stage Company)
                                               STATEMENTS OF CASH FLOWS
                                                      (Unaudited)


<TABLE>
<CAPTION>
                                                                                                        4/14/86
                                                                                                       (Date of
                                                                    Six Months Ended June 30,        Inception) to
                                                                     1999              1998             6/30/99
                                                               ---------------    ---------------  ----------------
OPERATING ACTIVITIES
<S>                                                            <C>                <C>              <C>
  Net (loss)                                                   $             0    $             0  $         (2,000)
  Adjustments to reconcile net (loss) to cash used
     by operating activities:
       Amortization                                                          0                  0                50
                                                               ---------------    ---------------  ----------------
                                               NET CASH USED
                                     BY OPERATING ACTIVITIES                 0                  0            (1,950)

INVESTING ACTIVITIES
  Organization costs                                                         0                  0               (50)
                                                               ---------------    ---------------  ----------------

                                    NET CASH PROVIDED (USED)
                                     BY INVESTING ACTIVITIES                 0                  0               (50)

FINANCING ACTIVITIES
  Proceeds from sale of common stock                                         0                  0             2,000
                                                               ---------------    ---------------  ----------------

                                        NET CASH PROVIDED BY
                                        FINANCING ACTIVITIES                 0                  0             2,000
                                                               ---------------    ---------------  ----------------

                                            INCREASE IN CASH
                                        AND CASH EQUIVALENTS                 0                  0                 0

Cash and cash equivalents at beginning of year                               0                  0                 0
                                                               ---------------    ---------------  ----------------

                                   CASH AND CASH EQUIVALENTS
                                            AT END OF PERIOD   $             0    $             0  $              0
                                                               ===============    ===============  ================
</TABLE>



                                       F-3