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



                                   FORM 10-QSB



[X]  Quarterly  Report under Section 13 or 15(d) of the Securities  Exchange Act
     of 1934 For the Quarterly Period Ended September 30, 1999

[ ]  Transition  Report under Section 13 or 15(d) of the  Securities  Exchange
     Act of 1934 For the Transition Period from __________ to _________

         Commission file number: 0-9435


                        FieldPoint Petroleum Corporation
                        --------------------------------
        (Exact name of small business issuer as specified in its charter)

     Colorado                                           84-0811034
     -------------------------------                    -------------------
     (State or other jurisdiction of                    (I.R.S. Employer
     incorporation or organization)                     Identification No.)


     1703 Edelweiss Drive
     Cedar Park, Texas                                  78613
     --------------------                               -----
     (Address of principal executive offices)           (Zip Code)


                                 (512) 250-8692
                                 --------------
                           (Issuer's telephone number)

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 X No


As of October 31, 1999,  the number of shares  outstanding  of the  Registrant's
$.01 par value Common Stock was 6,249,959.

Transitional Small Business Disclosure Format (Check one):
                                     Yes      No   X



<PAGE>

<TABLE>
<CAPTION>


PART I
Item 1. Condensed Consolidated Financial Statements

                        FieldPoint Petroleum Corporation
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                     ASSETS
                                     ------
                                                                         September 30,   December 31,
                                                                              1999            1998
                                                                         -------------   ------------
CURRENT ASSETS:                                                            (unaudited)
<S>                                                                      <C>             <C>


  Cash                                                                   $    260,218    $      1,375
                     Trading securities                                         2,880           2,880
  Accounts receivable:
         Due from investor                                                       --             9,000
         Oil and gas sales                                                    125,363          50,026
         Joint interest billings, allowance for doubtful
              accounts of $20,000 respectively                                105,366          67,225
  Taxes recoverable                                                              --            48,000
  Prepaid expenses                                                              2,535           2,535
                                                                         ------------    ------------
                  Total current assets                                        496,362         181,041
PROPERTY AND EQUIPMENT:
  Oil and gas properties (successful efforts method):
         Unproved leasehold costs                                                --           180,000
         Leasehold costs                                                    2,337,987       1,115,176
         Lease and well equipment                                             348,384         172,860
  Furniture and equipment                                                      31,780          31,432
  Transportation equipment                                                     74,945          74,945
  Less accumulated depletion and depreciation                                (631,258)       (523,258)
                                                                         ------------    ------------
                  Net property and equipment                                2,161,838       1,051,155
EARNEST MONEY DEPOSIT                                                            --            40,000
OTHER ASSETS                                                                   28,065          16,815
                                                                         ------------    ------------
                  Total assets                                           $  2,686,265    $  1,289,011
                                                                         ============    ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------
CURRENT LIABILITIES:
  Current portion of long-term debt                                      $    524,702    $    449,500
  Accounts payable and accrued expenses                                        77,747         128,347
  Oil and gas revenues payable                                                 59,500          62,538
  Due to related party                                                          1,200          15,000
                                                                         ------------    ------------
                  Total current liabilities                                   663,149         655,385
LONG-TERM DEBT, net of current portion                                        674,013         374,070
COMMMITMENTS
STOCKHOLDERS' EQUITY:
  Common stock, $.01 par value, 75,000,000 shares authorized;
  6,249,959 and 4,613,259 shares issued and outstanding,
     respectively                                                              62,499          46,132
  Additional paid-in capital                                                1,169,880         117,723
  Retained earnings                                                           117,974          97,801
  Treasury stock, 125,000 shares of common stock                               (1,250)         (2,100)
                                                                         ------------    ------------
                  Total stockholders' equity                                1,349,103         259,556
                                                                         ------------    ------------
                  Total liabilities and stockholders' equity             $  2,686,265    $  1,289,011
                                                                         ============    ============

</TABLE>

        See accompanying notes to these consolidated financial statements


<PAGE>


                        FieldPoint Petroleum Corporation
      CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

                                                     For The Three Months Ended
                                                             September 30,
                                                     ---------------------------
                                                        1999            1998

REVENUE:                                              (unaudited)    (unaudited)
  Oil and gas sales                                  $   248,677    $   111,747
  Well operational and pumping fees                       32,759         36,380
  Other                                                     --             --
                                                     -----------    -----------
Total revenue                                            281,436        148,127

COSTS AND EXPENSES:
  Production expense                                      96,103         58,422
  Depletion and depreciation                              36,000         30,169
  General and administrative                              81,246         88,529
                                                     -----------    -----------
                  Total costs and expenses               213,349        177,120

OTHER INCOME (EXPENSE):
  Interest income (expense), net                         (27,933)       (15,094)
  Miscellaneous                                               45            (59)
                                                     -----------    -----------
                  Total other income (expense)           (27,888)       (15,153)


INCOME (LOSS) BEFORE INCOME TAXES                         40,199        (44,146)
INCOME TAX (PROVISION) BENEFIT CURRENT                    (6,200)         6,000
                                                     -----------    -----------
NET AND COMPREHENSIVE INCOME (LOSS)                       33,999        (38,146)
BASIC AND DILUTED NET AND
         COMPREHENSIVE INCOME (LOSS)                 $       *      $      (.01)
                                                     -----------    -----------
WEIGHTED AVERAGE SHARES OUTSTANDING                    5,832,709      4,613,259
                                                     ===========    ===========


* Less than $.01


        See accompanying notes to these consolidated financial statements


<PAGE>




                        FieldPoint Petroleum Corporation
      CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

                                                      For The Nine Months Ended
                                                            September 30,
                                                     ---------------------------
                                                         1999           1998

REVENUE:                                              (unaudited)    (unaudited)
  Oil and gas sales                                  $   494,100    $   335,405
  Well operational and pumping fees                       98,708        129,419
                                                     -----------    -----------
                  Total revenue                          592,808        464,824

COSTS AND EXPENSES:
  Production expense                                     183,415        184,103
  Depletion and depreciation                             108,000         92,250
  General and administrative                             245,558        267,242
                                                     -----------    -----------
                  Total costs and expenses               536,973        543,595

OTHER INCOME (EXPENSE):
  Interest income (expense), net                         (58,368)       (41,732)
  Miscellaneous                                           24,706          5,465
                                                     -----------    -----------
                  Total other income (expense)           (33,662)       (36,267)
                                                     -----------    -----------
INCOME (LOSS) BEFORE INCOME TAXES                         22,173       (115,038)
INCOME TAX (PROVISION) BENEFIT CURRENT                    (2,000)        26,000
                                                     -----------    -----------
NET AND COMPREHENSIVE INCOME (LOSS)                       20,173        (89,038)
BASIC AND DILUTED NET AND
         COMPREHENSIVE INCOME (LOSS)                 $      *              (.02)
                                                     -----------    -----------
WEIGHTED AVERAGE SHARES OUTSTANDING                    5,717,076      4,613,259
                                                     ===========    ===========

* Less than $.01



        See accompanying notes to these consolidated financial statements


<PAGE>

<TABLE>
<CAPTION>



                        FieldPoint Petroleum Corporation
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                      September 30,
                                                              ---------------------------
                                                                  1999           1998
                                                               (unaudited)    (unaudited)
<S>                                                           <C>            <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                                           $    20,173    $   (89,038)
  Adjustments to reconcile to net cash
      provided by operating activities:
  Depletion and depreciation                                      108,000         92,250
  Stock Compensations to Consultant                                41,450          9,732
  Changes in assets and liabilities:
         Accounts receivable                                     (104,478)        (3,446)
Taxes recoverable                                                  48,000        (26,000)
         Prepaid expenses and other assets                        (11,250)        (7,715)
         Accounts payable and accrued expenses                    (50,600)        (7,247)
         Oil and gas revenues payable                              (3,038)       (10,589)
Payable to related party                                          (13,800)          --
                                                              -----------    -----------
   Net cash provided (used)  by operating activities               34,457        (42,053)


CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of oil and gas properties                           (1,218,335)      (234,662)
  Purchase of furniture and equipment                                (348)          (865)
  Decrease in restricted cash                                        --           10,000
  Decrease in earnest money deposit                                40,000           --
                                                              -----------    -----------
            Net cash used by investing activities              (1,178,683)      (225,527)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from long-term debt                                  1,110,000        375,000
  Repayments of long-term debt                                   (734,855)      (133,560)
  Proceeds from exercise of stock option                           46,000          1,000
  Proceeds from sales of common stock, net of offering fees       931,019           --
  Proceeds from sale of treasury stock                             50,905           --
                                                              -----------    -----------
            Net cash provided by financing activities           1,403,069        242,440
                                                              -----------    -----------


NET INCREASE (DECREASE) IN CASH                                   258,843        (25,140)

CASH, beginning of the period                                       1,375         48,457
                                                              -----------    -----------

CASH, end of the period                                       $   260,218    $    23,317
                                                              ===========    ===========

SUPPLEMENTAL INFORMATION:
  Cash paid during the period for interest                    $    59,202    $    43,789
                                                              ===========    ===========
  Cash paid during the period for income taxes                       --             --
                                                              ===========    ===========
</TABLE>


       See accompanying notes to these consolidated financial statements.


<PAGE>


              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


1.   Nature of Business, Organization And Basis of Preparation And Presentation
     --------------------------------------------------------------------------
FieldPoint Petroleum  Corporation (the "Company") is incorporated under the laws
of the state of Colorado.  The Company is engaged in the acquisition,  operation
and  development of oil and gas  properties,  which are located in south central
Texas and Wyoming.

The Company began operations as Bass Petroleum,  Inc. (Bass) in October 1989. On
December 31,  1997,  the  shareholders  of Bass  exchanged  all their shares for
approximately  97%  (including  the 6% of EPC  previously  purchased by Bass) of
Energy  Production  Company  (EPC), a public  company,  and Bass became a wholly
owned  subsidiary of EPC. The  management  of Bass became the  management of the
combined company. Concurrent with the transaction,  the Company changed its name
to FieldPoint Petroleum  Corporation and declared a 75 to 1 reverse stock split.
Although EPC is the acquiring entity for legal purposes,  Bass is considered the
acquirer for accounting  purposes,  and the financial statements of the combined
company  reflect the  historical  accounts of Bass and include the operations of
EPC beginning  May 22, 1997.  However,  because EPC is the acquiring  entity for
legal  purposes,  all  stockholders'  equity  information  in  the  accompanying
financial statements and footnotes has been restated to conform to EPC's capital
structure.

The  condensed  consolidated  financial  statements  included  herein  have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the  Securities  and  Exchange  Commission.  Certain  information  and  footnote
disclosures  normally  included in financial  statements  prepared in accordance
with generally  accepted  accounting  principles have been condensed or omitted.
However,  in the opinion of management,  all adjustments  (which consist only of
normal recurring adjustments) necessary to present fairly the financial position
and  results of  operations  for the  periods  presented  have been made.  These
condensed  consolidated  financial statements should be read in conjunction with
financial statements and the notes thereto included in the Company's Form 10-KSB
filing for the year ended December 31, 1998.


2.   Acquisition of Working Interest in Oklahoma
     -------------------------------------------
During the period ended  September 30, 1999, the Company  acquired a 25% working
interest  in  certain  leaseholds  in the state of  Oklahoma.  A total  price of
$1,368,000  was paid for the interest and related  equipment of which,  $180,000
was paid during the year ended  December 31,  1998.  The leases  currently  have
producing and  non-producing  oil and gas wells.  The Company also purchased all
equipment related to the wells on the leases from Pontotoc Production,  Inc. The
entire  purchase  price was funded by proceeds  from long term debt and sales of
Common Stock.


3.   Stockholders Equity
     -------------------
On January 1, 1998, the Company granted 50,000 options to purchase the Company's
common stock at $0.75 per share to a public  relations  consultant.  The options
expire,  if unused, on December 31, 1999. The value of the option at the date of
grant, as calculated  pursuant to SFAS 123, of $9,732 is included in general and
administrative  expenses for the quarter ended  September  30, 1998.  During the
period ended  September  30, 1998 a former  board member  exercised an option to
acquire  10,000  shares of the Company's  common stock.  During the period ended
September 30, 1999 the president  exercised  options to acquire  60,000  shares,
also during the period ended September 30, 1999 a director  exercised options to
acquire  25,000 shares.  The public  relations  consultant  exercised all 50,000
options during the period ended  September 30, 1999.  Also during the period the
Company  issued  35,000 of common  and  10,000  shares  of  treasury  stock to a
consultant in lieu of cash for services rendered.

As of September  30, 1999 the Company  issued  1,466,666  shares of common stock
through its unit offering  priced at $.75 per unit, each unit consist of one (1)
share of common stock and one (1) class A warrant.


<PAGE>


PART I
Item 2

            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The  following  discussion  should  be read in  conjunction  with the  Company's
Financial Statements,  and respective notes thereto,  included elsewhere herein.
The  information  below  should  not be  construed  to imply  that  the  results
discussed  herein  will  necessarily  continue  into  the  future  or  that  any
conclusion  reached herein will  necessarily  be indicative of actual  operating
results  in the  future.  Such  discussion  represents  only  the  best  present
assessment of the management of FieldPoint Petroleum Corporation.

General

FieldPoint  Petroleum  Corporation  derives  its  revenues  from  its  operating
activities  including sales of oil and gas and operating oil and gas properties.
The Company's  capital for  investment in producing oil and gas  properties  has
been provided by cash flow from operating  activities,  bank financing,  and the
recently  completed  equity  offering.  The Company  categorises  its  operating
expenses into the categories of production expenses and other expenses.

Comparison  of three months ended  September  30, 1999 to the three months ended
September 30, 1998
--------------------------------------------------------------------------------

Results of Operations

Revenues  increased 90% or $133,309 to $281,436 for the three month period ended
September 30, 1999 from the comparable 1998 period,  this was due to the overall
increase in the average price received for oil and gas sales. Production volumes
increased 33% on a BOE basis.  Average oil sales prices  increased 74% to $20.15
for the period ended  September 30, 1999 compared to $11.55 for the period ended
September  30,  1998.  Average gas sales prices  increased  46% to $2.10 for the
period ended September 30, 1999 compared to $1.44 for the period ended September
30, 1998.

Production  expenses  increased  64% or $37,681 to $96,103  for the three  month
period  ended  September  30, 1999 from the  comparable  1998  period,  this was
primarily  due to  additional  workovers  in the form of  remedial  repairs  and
acquisition  of producing oil and gas properties  during  period.  Depletion and
depreciation  increased  19% or $5,831 to $36,000 this was  primarily due to the
purchase of additional oil and gas properties and related  equipment  during the
period  ended  September  30,  1999  compared  to the 1998  period.  General and
administrative  overhead  cost  decreased  8% or $7,283 to $81,246 for the three
month period ended September 30, 1999 from the comparable 1998 period.  This was
attributable to lower legal and engineering fees related to research of possible
acquisitions.

Comparison  of nine months  ended  September  30, 1999 to the nine months  ended
September 30, 1998
--------------------------------------------------------------------------------

Results of Operations

Revenues  increased  27% or $127,984 to $592,808 for the nine month period ended
September 30, 1999 from the comparable 1998 period,  this was due to the overall
increase in the average price received for oil and gas sales. Production volumes
increased 22% on a BOE basis.  Average oil sales prices  increased 27% to $15.96
for the period ended  September 30, 1999 compared to $12.49 for the period ended
September 30, 1998.  Average gas sales prices increased 7% to $1.67 for the nine
month period  ended  September  30, 1999  compared to $1.55 for the period ended
September 30, 1998.

Production expenses decreased slightly for the nine month period ended September
30,  1999 from the  comparable  1998  period,  this was  primarily  due to lower
contract  engineering cost.  Depletion and depreciation expense increased 17% to
$108,000,  this was due to the purchase of additional oil and gas properties and
related  equipment  during the period ended  September  30, 1999 compared to the
1998 period. General and administrative overhead cost decreased 8% or $21,684 to
$245,558 for the nine month period ended  September 30, 1999 from the nine month
period  ended  September  30,  1998.  This was  attributable  to lower legal and
engineering fees related to research of possible acquisitions.


<PAGE>

Net other  expense  for the nine  months  ended  September  30, 1999 was $33,662
compared to $36,267 for the comparable  1998 period.  The decrease was primarily
due to an increase in miscellaneous income which offset interest expense.

Liquidity and Capital Resources

Cash flow provided by operating activities was $34,457 for the nine month period
ended  September 30, 1999, as compared to $42,053 in cash flow used by operating
activities in the 1998 period.  The increase in cash from  operating  activities
was primarily due to the net income in 1999.

Cash flow used by  investing  activities  was  $1,178,683  for the period  ended
September  30, 1999,  compared to $225,527 for the period  ended  September  30,
1998.  This  is  primarily  due  to the  purchase  of  additional  oil  and  gas
properties.  Cash flow provided by financing  activities  was $1,403,069 for the
period ended  September 30, 1999, as compared to $242,440  provided by financing
activities  for the same period in 1998.  This was due to increases in long-term
debt and proceeds from sales of common stock during 1999.

The Company cannot predict how oil and gas prices will vary during 1999 and what
effect they will ultimately have on the Company.  However,  management  believes
that the Company will be able to generate  sufficient  cash from  operations  to
service its bank debt and provide for maintaining  current production of its oil
and gas properties.

Impact of Year 2000

The  Company  is  assessing  the  impact of year 2000  issue on its  operations,
including the development and implementation of project plans and cost estimates
required to make its information systems Year 2000 compliant.  Based on existing
information,  the Company believes that anticipated spending necessary to become
Year 2000 compliant will not have a material  effect on the financial  position,
cash flows or results of operations  of the Company.  There can be no assurance,
however, as to the ultimate effect of the Year 2000 issue on the Company.














<PAGE>



PART II

OTHER INFORMATION

Item 1.  Legal Proceedings

The Company is a party to a lawsuit  arising in the ordinary course of business.
In the opinion of management, final judgement or settlement, if any, that may be
awarded or entered into in  connection  with this suit would not have a material
adverse effect on the Company's financial position or results of operations.

Item 2.  Changes in Securities

SALE OF RESTRICTED SECURITIES.  During the three month ended September 30, 1999,
the Company sold approximately 15.6 Units, each unit consisting of 30,000 shares
of Common  Stock and 30,000  Warrants to purchase  Common  Stock,  at a purchase
price of $22,500 per Unit.  Each Warrant is exercisable to purchase one share of
Common Stock at $1.25 per share until  expiration  in year 2002.  In  connection
with such sales the Company paid cash commissions to W.B. McKee Securities, Inc.
in the amount of $35,112.45.

With  respect to these  sales,  the Company  relied on Section 4 (2) of the Act,
Rule 501 and 506 of Regulation D  promulgated  thereunder.  The  investors  were
given a copy of a Private Placement Memorandum containing information concerning
the Company,  a form D was filed with the SEC and the Company  complied with the
other applicable requirements of Rule 501 and 506.

Item 3.  Default 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
-----------------------------------------

The  following  Reports  were filed by the  Company on Form 8-K during the third
Quarter of 1999:

     a.   A report on Form 8-K filed on July 6, 1999  reporting  an event  under
          Item 2. Acquisition or Disposition of Assets.

     b.   Exhibit 27 Financial Data Schedule


                                   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.


Date:   October 31, 1999      By: /s/ Ray Reaves
                                  ----------------------------------------------
                                  Ray Reaves, Treasurer, Chief Financial Officer