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 quarterly period ended September 30, 1997.

                          Commission File Number 0-9455

                            ATLANTIC INDUSTRIES, INC.
                 ----------------------------------------------
                 (Name of small business issuer in its charter)

             Colorado                                 13-3045713             
   -------------------------------        ------------------------------------
   (State or other jurisdiction of        (I.R.S. Employer Identification No.)
   incorporation or organization)               


     38 South Audley Street                        
    Mayfair, London, England                          W1Y 5DH
----------------------------------------             ----------
(Address of principal executive offices)             (Zip Code)
                                          

Issuer's telephone number, including area code:  (011 44 171) 629-7617

                                 Not Applicable
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the Exchange  Act during the  preceding 12 months (or for
such shorter period that registrant was required to file such reports),  and (2)
has been subject to filing requirements for the past 90 days. Yes X No ___

         State the number of shares  outstanding of each of the issuer's classes
of common equity,  as of the latest  practicable  date: As of November 11, 1997,
there  were  192,996  shares  of  the  issuer's  $.01  par  value  common  stock
outstanding.

<PAGE>
PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                            ATLANTIC INDUSTRIES, INC.
                                  BALANCE SHEET
                    September 30, 1997 and December 31, 1996
                                   (unaudited)


                                                   September 30,  December 31,
                                                       1997           1996
                                                       ----           ----

ASSETS OF BUSINESS TRANSFERRED
UNDER CONTRACTUAL ARRANGEMENT
(net of valuation allowance)                         $    --      $   3,320
                                                     =========    =========

CURRENT LIABILITIES

Accounts Payable and accrued expenses                $   8,549    $  20,561

Due to Shareholder                                      38,082          491

Liabilities of business transferred under
  contractual arrangement                                 --        159,145
                                                     ---------    ---------
TOTAL LIABILITIES                                       46,631      180,797
                                                     ---------    ---------

SHAREHOLDERS' EQUITY

Preferred stock, $.01 par value; authorized
10,000,000 shares; 0 shares issued and outstanding

Common stock $.01 par value; authorized
40,000,000 shares; 192,996 shares issued and
outstanding                                              1,930        1,930

Paid-in capital                                         17,598     (138,227)

Accumulated deficit                                    (60,159)     (40,580)
                                                     ---------    ---------

Total shareholders' deficit                            (46,631)    (176,877)
                                                     ---------    ---------


TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY                                               $       0    $   3,320
                                                     =========    =========

See Notes to financial statements.

                                        2
<PAGE>
<TABLE>
                            ATLANTIC INDUSTRIES, INC.
                             STATEMENT OF OPERATIONS
        For the Three Months and Nine Months Ended June 30, 1997 and 1996
                                   (unaudited)

<CAPTION>
                                      Three Months ended        Nine Months ended
                                        September 30,             September 30,
                                     -------------------        -----------------
                                     1997           1996        1997         1996
                                     ----           ----        ----         ----
<S>                                 <C>          <C>          <C>          <C>

Net sales                           $    --      $     --     $    --      $     --

Operating costs                        (4,072)         --       (25,579)         --
                                    ---------    ----------   ---------    ----------


Loss from continuing operations        (4,072)         --       (25,579)         --

Other income (loss)                      --            --          --            --
                                    ---------    ----------   ---------    ----------


Loss from continuing operations
before provision for income taxes      (4,072)         --       (25,579)         --

Provision for income taxes               --            --          --            --
                                    ---------    ----------   ---------    ----------

NET LOSS                               (4,072)         --       (25,579)         --
                                    =========    ==========   =========    ==========


Loss per share (cents)                  (0.02)         --         (0.13)         --

Average number of shares
outstanding                           192,996          --       192,996          --
                                    =========    ==========   =========    ==========

Figures for period to September 30, 1996 are from inception on January 31, 1996.

See Notes to financial statements.
</TABLE>

                                        3
<PAGE>
<TABLE>
                            ATLANTIC INDUSTRIES, INC.
                             STATEMENT OF CASH FLOWS
        For the Three Months and Nine Months Ended June 30, 1997 and 1996
                                   (unaudited)

<CAPTION>
                                                     Three Months           Nine Months
                                                    ended Sept. 30,       ended Sept. 30,
                                                   ----------------       ----------------
                                                   1997        1996       1997        1996
                                                   ----        ----       ----        ----
<S>                                              <C>        <C>         <C>         <C>

OPERATING ACTIVITIES
Net loss                                         $(4,072)   $    --     $(25,579)   $    --

Adjustments to reconcile net loss to Net Cash
   Provided by Operating Activities:

Change in Operating Assets and Liabilities:
   Accounts Receivable and Other Debtors            --           --         --           --

Increase/(Decrease) in Liabilities:
   Accounts payable and Accrued Expenses         (24,460)        --      (12,012)        --
                                                --------    ---------   --------    ---------

Total Adjustments                                (24,460)        --      (12,012)        --
                                                --------    ---------   --------    ---------

NET CASH - OPERATING ACTIVITIES                  (28,532)        --      (37,591)        --

FINANCING ACTIVITIES
New short-term loans                              28,532         --      (37,591)        --
Repayment of loans                                  --           --         --           --
                                                --------    ---------   --------    ---------

NET CASH - FINANCING ACTIVITIES                   28,532         --      (37,591)        --

NET (DECREASE)/INCREASE IN CASH
  AND CASH EQUIVALENTS                              --           --         --           --

CASH AND CASH EQUIVALENTS -
  BEGINNING                                         --           --         --           --
                                                --------    ---------   --------    ---------

CASH AND CASH EQUIVALENTS - END                     --           --         --           --
                                                ========    =========   ========    =========

Figures for period to September 30, 1996 are from inception on January 31, 1996.

See Notes to financial statements.
</TABLE>
                                        4
<PAGE>
                            ATLANTIC INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                             (REVISED AND UNAUDITED)

         The  balance  sheet  as  of  September  30,  1997,  the  statements  of
operations  for the three  months and nine months ended  September  30, 1996 and
1997, and the statement of cash flows for the three months and nine months ended
September 30, 1996 and 1997 have been  prepared by  Registrant  without audit in
accordance with generally accepted  accounting  principles for interim financial
information  and the  rules  and  regulations  of the  Securities  and  Exchange
Commission.  Accordingly,  certain information and footnote disclosures normally
included in financial  statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. The accompanying unaudited
interim financial  statements include all adjustments  (consisting only of those
of a normal  recurring  nature) which in the opinion of management are necessary
for a fair statement of the results for the interim periods.

         It is suggested that these financial  statements be read in conjunction
with the financial  statements and notes thereto  included in Registrant's  Form
10-KSB for the year ended December 31, 1996.

                                        5

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

FINANCIAL CONDITION

     A Shareholders' deficit of $198,384 existed at June 30, 1997. Of this total
$155,825  derived from the  agreement  entered into on July 22, 1996 when Little
Prince  transferred all of its shares in its wholly owned subsidiary LPPL. Under
the terms of the agreement,  in certain  circumstances  it would be possible for
the shares  transferred to revert to the then  shareholders  of Little Prince at
any time up to July 22, 1997 and  therefore,  in  accordance  with the SEC's SAB
topic 5E, the assets and liabilities of LPPL's  business  remained merged on the
balance  sheet of the Company at June 30,  1997 and the gain on the  disposal of
LPPL deferred until after July 22, 1997,  when completion of the disposition was
anticipated.  As  expected,  the shares  referred to above did not revert to the
then shareholders of Little Prince and, accordingly, a surplus of $155,825 arose
on  completion  of the  disposal.  As  advised  by the  company's  auditors  the
accounting  treatment  adopted in respect of this surplus has been to credit the
surplus directly to the company's paid-in capital on the basis that this surplus
does not  reflect  the  culminations  of an  earnings  process and should not be
included within the company's income statement.

         The effect of the above,  together with operating costs incurred in the
quarter to September  30, 1997 results in a cumulative  deficit on  shareholders
funds of $46,631.

RESULTS OF OPERATIONS

         Costs in the quarter to September 30, 1997 primarily  related to audit,
accounting  and legal  costs  related to the  preparation  and filing of various
reports required by the SEC.

FUTURE LIQUIDITY AND CAPITAL RESOURCES

         The Company  remains  determined  to acquire  through  the  issuance of
additional  shares a suitable  business or businesses  and/or obtain  additional
funds  through  the sale of  common  stock in public  or  private  transactions.
Pending  completion  of such a  transaction,  the  Company  has no  revenue  and
accordingly  in the short  term is  dependent  on  continued  loans from a major
shareholder.

         Registrant  had no  material  commitments  for capital  expenditure  at
either September 30, 1997 or at December 31, 1996.

PART II.  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a)      Exhibits filed herewith:  None

         (b)      Forms 8-K filed in quarter:  None

                                       6
<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  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.

                                   ATLANTIC INDUSTRIES, INC.


Dated: November 14, 1997           By   /s/ P. N. Chapman
                                      ------------------------------------------
                                      P. N. Chapman, Chief Financial Officer,
                                      duly authorized to sign this report on its
                                      behalf


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