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 June 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 August 5, 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
                       June 30, 1997 and December 31, 1996
                                   (unaudited)


                                                      June 30,    December 31,
                                                        1997          1996
                                                        ----          ----

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

CURRENT LIABILITIES

Accounts Payable and accrued expenses ............   $  33,009    $  20,561

Due to Shareholder ...............................       9,550          491

Liabilities of business transferred under
  contractual arrangement ........................     159,145      159,145
                                                     ---------    ---------

TOTAL LIABILITIES ................................     201,704      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 ..................................    (138,227)    (138,227)

Accumulated deficit ..............................     (62,087)     (40,580)
                                                     ---------    ---------


Total shareholders' deficit ......................    (198,384)    (176,877)
                                                     ---------    ---------

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


See Notes to financial statements.

                                        2

<PAGE>
<TABLE>

                            ATLANTIC INDUSTRIES, INC.
                             STATEMENT OF OPERATIONS
        For the Three Months and Six Months Ended June 30, 1997 and 1996
                                   (unaudited)
<CAPTION>

                                        Three Months ended         Six Months ended
                                             June 30,                  June 30,
                                        ------------------       ------------------
                                        1997         1996        1997         1996
                                        ----         ----        ----         ----

<S>                                 <C>          <C>          <C>          <C>


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

Operating costs .................      (6,923)         --       (21,507)         --
                                    ---------    ----------   ---------    ----------


Loss from continuing operations .      (6,923)         --       (21,507)         --

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

Loss from continuing operations
before provision for income taxes      (6,923)         --       (21,507)         --

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

NET LOSS ........................      (6,923)         --       (21,507)         --
                                    =========    ==========   =========    ==========

Loss per share (cents) ..........       (0.04)         --         (0.11)         --

Average number of shares
outstanding .....................     192,996          --       192,996          --
                                    =========    ==========   =========    ==========
</TABLE>

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

See Notes to financial statements.

                                        3

<PAGE>
<TABLE>

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

                                                          Three Months            Six Months
                                                         ended June 30,          ended June 30,
                                                       ------------------      ----------------

                                                       1997        1996        1997        1996
                                                       ----        ----        ----        ----
<S>                                                  <C>        <C>         <C>         <C>

OPERATING ACTIVITIES
Net loss ...........................................$ (6,923)   $    --     $(21,507)   $    --

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 ...........   4,423         --       12,448         --
                                                    --------    ---------   --------    ---------

Total Adjustments ..................................   4,423         --       12,448         --
                                                    --------    ---------   --------    ---------

NET CASH - OPERATING ACTIVITIES ....................  (2,500)        --       (9,059)        --

FINANCING ACTIVITIES
New short-term loans ...............................   2,500         --        9,059         --
Repayment of loans .................................    --           --         --           --
                                                    --------    ---------   --------    ---------

NET CASH - FINANCING ACTIVITIES ....................   2,500         --        9,059         --

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

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

CASH AND CASH EQUIVALENTS - END ....................    --           --         --           --
                                                    ========    =========   ========    =========
</TABLE>

Figures for period to June 30, 1996 and from inception on January 31, 1996.

See Notes to financial statements.

                                        4

<PAGE>

                            ATLANTIC INDUSTRIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                             (REVISED AND UNAUDITED)


     The balance sheet as of June 30, 1997, the statements of operations for the
three months and six months ended June 30, 1996 and 1997,  and the  statement of
cash flows for the three months and six months ended June 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
$164,665  derives from the  agreement  entered into on July 22, 1996 when Little
Prince Productions,  Ltd. ("Little Prince") transferred all of its shares in its
wholly owned subsidiary LPPL Corp.  ("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.  Due to this, Little Prince is
deemed  not  yet to  have  transferred  the  risks  of  LPPL's  business  to the
purchaser.  In accordance  with the  Securities and Exchange  Commission's  (the
"SEC") SAB Topic 5E the assets and  liabilities of LPPL's business remain merged
on the  balance  sheet  of the  Company  at June  30,  1997  and the gain on the
disposal of LPPL of $164,665 has been  deferred  until after July 22, 1997,  the
date completion of the disposition occurred.

RESULTS OF OPERATIONS

     Costs  in the  quarter  to  June  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
June 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: August 13, 1997              By   /s/ P. N. Chapman
                                         ---------------------------------------
                                         P. N. Chapman, Chief Financial Officer,
                                         duly  authorized to sign this report on
                                         its behalf

                                        7