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                     U.S. SECURITIES AND 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 quarter ended September 30, 1999

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                        Commission file number 33-30365-C
                                  ------------


                        EMERALD CAPITAL INVESTMENTS, INC.
           (Name of Small Business Issuer as specified in its charter)

                    Delaware                           36-3693936
               ------------------                   -----------------
         (State or other jurisdiction of             (I.R.S. employer
          incorporation or organization               identification No.)


                     536 North 100 West, Heber City, Utah 84032
                    --------------------------------------------
                      (Address of principal executive offices)

          Registrant's telephone no., including area code: (435) 654-5423


              330 East Main Street, Suite 206 Barrington, IL 60010
          ------------------------------------------------------------
        Former name, former address, and former fiscal year, if changed
                               since last report.


     Securities registered pursuant to Section 12(b) of the Exchange Act: None

     Securities registered pursuant to Section 12(g) of the Exchange Act: None


Check  whether  the Issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Exchange  Act 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
 .

Common Stock  outstanding  at November 17, 1999 - 7,148,698  shares of $.001 par
value Common Stock.


                     DOCUMENTS INCORPORATED BY REFERENCE: NONE

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<PAGE>



                                 FORM 10-QSB

                      FINANCIAL STATEMENTS AND SCHEDULES
                       EMERALD CAPITAL INVESTMENTS, INC.


                   For the Quarter ended September 30, 1999


      The following  financial  statements  and schedules of the  registrant are
submitted herewith:


                        PART I - FINANCIAL INFORMATION
                                                                     Page of
                                                                   Form 10-QSB

Item 1Financial Statements:

            Balance Sheet--September 30, 1999                                3

            Statements of Cash Flows--for the nine months
            ended September 30, 1999 and September 30, 1998                  4

            Statements of Operations--for the three months and nine months
            ended September 30, 1999 and September 30 1998                   5

            Notes to Financial Statements                                    7

Item 2.     Management's Discussion and Analysis of Financial Condition
            and Results of Operations                                        8


                          PART II - OTHER INFORMATION

                                                                          Page

Item 1.     Legal Proceedings                                                9
Item 2.     Changes in the Securities                                        9
Item 3.     Defaults Upon Senior Securities                                  9
Item 4.     Results of Votes of Security Holders                             9
Item 5.     Other Information                                                9
Item 6(a).  Exhibits                                                         9
Item 6(b).  Reports on Form 8-K                                              9

                                      2

<PAGE>




                       EMERALD CAPITAL INVESTMENTS, INC.
                        (A Development Stage Company)

                                Balance Sheet

                              September 30, 1999
                                 (Unaudited)



Assets

Current Assets - cash                                                   $6,895
                                                               ===============



Liabilities and Stockholders' Equity

Current liabilities                                                         $0
                                                               ---------------
Stockholders' equity:

      Common stock - $.001 par value
            100,000,000 shares authorized
            7,148,698 shares
            outstanding respectively                                     6,635
      Additional paid-in capital                                     2,631,830
      Retained deficit                                             (2,631,570)
                                                               ---------------

            Total stockholders' equity                                   6,895
                                                               ---------------
                  Total liabilities and stockholders' equity            $6,895
                                                               ===============


















See accompanying Notes to Financial Statements.

                                      3

<PAGE>



                      EMERALD CAPITAL INVESTMENTS, INC.
                        (A Development Stage Company)

                           Statement of Cash Flows

                              September 30, 1999
                                 (Unaudited)



                                         Nine Months Ended
                                            September 30            Cumulative
                                        1999           1998           Amounts
                                     ------------------------------------------

Cash flows from operating
activities:
  Net loss                             (4,483)        (6,572)         (48,440)
  Decrease in accounts receivable         -              -               -
  Decrease in accounts payable        (13,108)        (8,000)          (6,665)
                                     -----------   --------------  ------------

             Net cash used in
             operating activities     (17,591)       (14,572)         (55,105)
                                     -----------   --------------  ------------

Cash flows from investing                 -              -               -
activities

Cash flows from financing              24,000          8,000           62,000
  activities                         -----------   --------------  ------------


  Net (decrease) increase in cash       6,409         (6,572)           6,895

Cash, beginning of period                 486          7,273              -
                                     -----------   --------------  ------------

Cash, end of period                  $  6,895      $     701       $    6,895
                                     ===========   ==============  ============


See accompanying Notes to Financial Statements.

                                      4

<PAGE>



                       EMERALD CAPITAL INVESTMENTS, INC.
                         (A Development Stage Company)

                            Statement of Operations

                              September 30, 1999
                                  (Unaudited)



                             Three Months Ended   Nine Months Ended  Cumulative
                               September 30,        September 30,      Amounts
                             ---------------------------------------------------
                               1999      1998       1999      1998
Revenue                      $  -          -         -          -          -

Selling, general and
     administrative           1,278       866      17,591     6,572     61,548
                             --------   -------   --------   -------   --------



    Net loss                 (1,278)     (866)    (17,591)   (6,572)   (61,548)
                             ========   =======   ========   =======   ========

    Net loss per share        $(.00)    $(.00)      $(.00)    $(.00)     $(.00)
                             ========   =======   ========   =======   ========

Weighted average number of
 shares outstanding         7,148,698  7,148,698  7,148,698 7,148,698 7,148,698
                           ====================================================



















See accompanying notes to financial statements.

                                      5

<PAGE>



                       EMERALD CAPITAL INVESTMENTS, INC.
                         (A Development Stage Company)

                        Notes for Financial Statements


(1)   The unaudited financial statements include the accounts of Emerald Capital
      Investments,  Inc.,  and include  all  adjustments  (consisting  of normal
      recurring  items)  which are, in the opinion of  management,  necessary to
      present  fairly the  financial  position as of September  30, 1999 and the
      results of  operations  for the three and nine months ended  September 30,
      1999 and 1998, cash flows for the nine months ended September 30, 1999 and
      1998 and  cumulative  amounts  since  inception of the  development  stage
      through  September 30, 1999. The results of operations for the nine months
      ended September 30, 1999 are not necessarily  indicative of the results to
      be expected for the entire year.

(2)   Income (loss) per common share is based on the weighted  average number of
      shares outstanding during the period.

                                      6

<PAGE>



                                    ITEM 2

                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General

      The Company  currently has no operations.  Prior to December 29, 1995, the
Company had been involved in the business of recycling used tires and designing,
manufacturing,  and marketing shredding equipment.  The Company's tire recycling
and shredding  equipment  operations were unsuccessful and the Company generated
significant  losses during 1994 and 1995.  During 1995,  the Company  funded its
operations  with  loans  from  a  commercial  bank  from  management  and  other
individuals.  By November  1995,  the Board of Directors had concluded  that the
Company did not have the capital,  or the ability to obtain capital necessary to
continue its current  operations.  The  Company's  Board of Directors  initiated
efforts to sell the Company's WRTI and CTR  operations.  The Company was able to
interest one of its directors and several other  individuals in purchasing  WRTI
and CTR.

      Effective  December 29,  1995,  the Company sold all of its shares of WRTI
and CTR for  $30,000  and the payment and or  assumption  of  liabilities.  As a
result of such sale, the Company's total liabilities,  on a consolidated  basis,
decreased from $1,758,308 to $6,665.

      The Company is currently seeking acquisition and merger opportunities.

 Financial Condition

       Total assets at September 30, 1999 were $6,895, all of which was cash. At
September 30, 1999, the Company had no  liabilities.  The Company intends to use
such cash to pay for various filing fees and  professional  fees relating to its
reporting  obligations  and to fund the costs  which may arise from  seeking new
business opportunities.

      It is likely that the Company will be required to raise additional capital
in order to  attract  any  potential  acquisition  partner  but  there can be no
assurance that the Company will be able to raise any additional  capital.  It is
also likely that any future  acquisition  will be made  through the  issuance of
shares of the  Company's  common  stock which will result in the dilution of the
percentage ownership of the current shareholders.

Results of Operations

     The  Company  has  generated  no  revenues  since the sale of the  WRTI/CTR
operations  and assets.  The Company will not generate  any  revenues,  if ever,
until and  unless it  merges  with an  operating  company  or raises  additional
capital for its own  operations.  There can be no assurance  that either of such
events will happen.

      The Company had a net loss of $1,278 for the three months ended  September
30, 1999  compared to a loss of $866 for the three  months ended  September  30,
1998. The Company had a net loss of $17,591 for the nine months ended  September
30, 1999,  compared to a net loss of $6,572 for the nine months ended  September
30, 1998.


                                       7

<PAGE>



Plan of Operation

      Commencing in the fourth  quarter of 1995, the Company's Plan of Operation
was essentially the plan to sell its WRTI and CTR operation.  Effective December
29, 1995 these operations were sold. The Company's  current plan of operation is
to acquire another operating company.  It is likely that any acquisition will be
a "reverse merger"  acquisition whereby the Company acquires a larger company by
issuing shares of the Company's  common stock to the  shareholders of the larger
company.  Although the Company would be the  surviving or parent  company from a
corporate law  standpoint,  the  shareholders of the larger company would be the
controlling  shareholders of the Company and the larger company would be treated
as the survivor or parent  company from an  accounting  point of view. It can be
expected that any company which may desire to be acquired by the Company will do
so as a method of  potentially  becoming a public  company more quickly and less
expensively than if such company undertook its own public offering.


                          PART II - OTHER INFORMATION

Item 1.  Legal Proceedings. To the best knowledge of the Company's management,
         the Company is not a party to any legal proceeding or litigation.

Item 2.  Changes in the Rights of the Company's Security Holders.  None.

Item 3.  Defaults by the Company on its Senior Securities.  None.

Item 4.  Submission of Matters to Vote of Security Holders. No matter was
         submitted to a vote of the Company's security holders for the quarter
         ended September 30, 1999.

Item 5.  Other Information.

Item 6(a). Exhibits.  None

Item 6(b). Reports on Form 8-K.  None filed.


                                       8

<PAGE>




                                          SIGNATURE


      In accordance  with the  requirements of the Exchange Act, the Company has
caused this report to be signed on its behalf by the undersigned  thereunto duly
authorized.


Dated: November 17, 1999             EMERALD CAPITAL INVESTMENTS, INC.



                                     By   /s/ Frank H. Ross, III
                                              Frank H. Ross, III
                                         President/Principal Executive Officer



                                     By   /s/ Douglas P. Morris
                                              Douglas P. Morris
                                          Principal Financial Office



                                       9