FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

             Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

For the Quarter Ended                                            Commission file
 September 30, 1999.                                             No. 33-17679-D
 -------------------                                             --------------

                           PIERCE INTERNATIONAL, INC.
                           --------------------------
             (Exact name of registrant as specified in its charter)

Colorado                                                   84-1067694
--------                                                   ----------
(State or other jurisdiction of                            (I.R.S. Employer ID.)
incorporation or organization)

               6746 S Revere Parkway Ste 130, Englewood, CO 80112
               --------------------------------------------------
              (Address of principal executive offices)   (Zip Code)

Registrants's telephone number, including area code (303)-792-0719

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during the  proceeding  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______


              Class                      Outstanding at September 30, 1999
     --------------------------          ---------------------------------
     Common Stock, no par value                   7,215,703


                                        1
<PAGE>


                                      INDEX

PART I - FINANCIAL INFORMATION *
--------------------------------

     ITEM 1. Unaudited Financial Statements

     Balance Sheets - September 30, 1999* (unaudited)
     and June 30, 1998                                                      3

     Statements of Operations - Three Months Ended
     September 30, 1997, 1998 and 1999 (unaudited)                          4

     Consolidated Statement of Changes in Stockholders' Equity -
     For The Three Months Ended September 30, 1999 (Unaudited)
     and the Years Ended 1997, and 1998.                                    5

     Statement of Cash Flows - Three Months Ended
     September 30, 1997, 1998 and 1999 (unaudited)                          6

     Notes to Financial Statements                                          7

     ITEM 2.  Management's Discussion and Analysis                          9

PART II - OTHER INFORMATION
---------------------------

     ITEMS 1 THROUGH 6                                                      10

     Signature                                                              10




*The  accompanying  financial  statements  are  not  covered  by an  independent
certified public accountants' report.

                                        2
<PAGE>
<TABLE>
<CAPTION>


                           PIERCE INTERNATIONAL, INC.
                                 BALANCE SHEETS

                                     ASSETS


                                                         UNAUDITED
                                                       September 30,     June 30,
                                                            1999           1999
                                                            ----           ----
CURRENT ASSETS:
<S>                                                     <C>            <C>
        Cash                                            $     2,594    $    12,501
        Investments                                          (9,320)          --
        Other                                                  --             --
                                                        -----------    -----------
                Total Current Assets                         (6,726)         12501

PROPERTY AND EQUIPMENT: (Note 1)
        Undeveloped mineral property (Note 2)               434,918        434,918
        Furniture and Equipment                               8,347          7,705
        Stawboard equipment (Note 3)                         57,120         57,120
                                                        -----------    -----------
                                                            500,385        499,743

             Less accumulated depreciation
                 and amortization                            (7,661)        (7,440)
                                                        -----------    -----------


                 Net property and equipment                 485,997        504,804
                                                        -----------    -----------

OTHER ASSETS                                                    875            874
                                                        -----------    -----------
                                                        $   486,872    $   505,678
                                                        ===========    ===========


                      LIABILITIES AND STOCKHOLDERS' EQUITY


CURRENT LIABILITIES:
        Accounts payable and accrued liabilities        $    33,240    $    51,263
        Advances and accrued expenses from
             officers/directors/stockholders (Note 4)       548,243        537,913
                                                        -----------    -----------

                Total current liablities                    581,483        589,176
                                                        -----------    -----------

NOTES PAYABLE (Note 6)                                       46,158         42,080
                                                        -----------    -----------

COMMITMENTS (Note 5)

STOCKHOLDERS' DEFICIT (Notes 7 and 8)
        Preferred stock, no par value;
             400,000 shares authorized;
             80,000 shares issued and outstanding            20,000         20,000
        Common stock, no par value; 30,000,000
             shares authorized;  7,215,703 and
             7,030,703 shares issued and outstanding
             as of September 30, June 30,1999,
             respectively                                   872,432        872,432
        Deficit                                          (1,018,010)    (1,018,010)
                                                        -----------    -----------

                Total stockholders' deficit                 (15,191)      (125,578)
                                                        -----------    -----------
                                                        $   486,872    $   505,678
                                                        ===========    ===========

                                       3
</TABLE>
<PAGE>


                           PIERCE INTERNATIONAL, INC.
                            STATEMENT OF OPERATIONS


                       THREE MONTHS ENDING SEPTEMBER 30TH

                                       UNAUDITED
                                         1999           1998            1997
                                         ----           ----            ----

REVENUE:
        Sales                                --      $       985    $    35,000
        Cost of Goods Sold                  1,299            576           --
                                      -----------    -----------    -----------

GROSS MARGIN                               (1,299)           409         35,000

EXPENSES:
        Administrative                      6,000         14,245         21,326
        Bad Debt Reserve                     --             --           22,478
        Outside Services                    3,844          3,769         14,325
        Advertising and promotion           1,264          2,321          3,990
        Professional Fees                   1,924           --             --
        Lease Rental                        3,672           --             --
                                      -----------    -----------    -----------

             Total expenses                16,704         20,335         62,119

NET OPERATING LOSS                        (18,003)       (19,926)       (27,119)

        Other Income                         --             --           18,000
        Recovery of Bad Debt                2,812          4,336         61,681
        Foreign Exchange Loss                --             --              243
        Loss on Investment                   --             --             (318)
        Other Expenses                       --             --           (1,645)
                                      -----------    -----------    -----------

NET LOSS                                  (15,191)       (15,590)        50,842
                                      ===========    ===========    ===========

NET LOSS PER
     COMMON SHARE                     ($    0.002)   ($    0.002)   $     0.008
                                      ===========    ===========    ===========


WEIGHTED AVERAGE NUMBER
OF SHARES OUTSTANDING                   7,215,703      6,861,120      6,319,165
                                      ===========    ===========    ===========

                                       4
<PAGE>
<TABLE>
<CAPTION>

                                           PIERCE INTERNATIONAL, INC.
                           STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                                     YEARS ENDED JUNE 30, 1996, 1997, 1999



                                              Preferred Stock                Common Stock
                                            Shares        Amount        Shares         Amount         Deficit
                                            ------        ------        ------         ------         -------

<S>                                        <C>          <C>             <C>          <C>             <C>
Balances, June 30, 1996                          --     $      --         5980703    $   844,542    ($  720,409)

     Issuance of 80,000 shares of
       preferred stock                          80000         20000          --             --             --

     Issuance of 400,000 shares of
       common stock in lieu of services          --            --         400,000           --             --

     Net loss                                    --            --            --             --         (106,414)
                                          -----------   -----------   -----------    -----------    -----------

BALANCES, June 30, 1997                        80,000        20,000     6,380,703        844,542       (826,823)

     Issuance of 845,000 shares of
       common stock in lieu of services          --            --         845,000         19,940           --

     Net loss                                    --            --            --             --         (101,283)
                                          -----------   -----------   -----------    -----------    -----------

BALANCES, June 30, 1998                        80,000        20,000     7,225,703        864,482       (928,106)

     Issuance of 105,000 shares of
       common stock in lieu of services          --            --         105,000         19,950           --

     Common stock returned                       --            --        (300,000)       (12,000)          --
     Net loss                                    --            --            --             --          (89,904)
                                          -----------   -----------   -----------    -----------    -----------

Balances, June 30, 1999                        80,000        20,000     7,030,703        872,432     (1,018,010)

     Issuance of 185,000 shares of
       common stock in lieu of services          --            --         185,000           --             --

     Net loss for quarter ending
     September 30, 1999                          --            --            --             --          (15,191)

Balances, September 30, 1999                   80,000        20,000     7,215,703        872,432    ($1,033,201)
                                          ===========   ===========   ===========    ===========    ===========


                                                      5
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                             PIERCE INTERNATIONAL, INC.
                              STATEMENT OF CASH FLOWS


                        FOR THREE MONTHS ENDED SEPTEMBER 30,

CASH FLOWS FROM OPERATING ACTIVITIES:                     1999       1998       1997
                                                          ----       ----       ----

<S>                                                     <C>        <C>         <C>
    Net Income (Loss)                                   (15,191)   (15,726)    50,842

    Adjustments to reconcile net loss
      to cash used in operating activities:
        Depreciation and amortization                       221        221        221
        Changes inoperating assets and
        liabilities
        Decrease (Increase in accounts receivable         1,186     43,878
        Decrease Yorkton Security                                       64
        Decrease C. Henry Receivable                                 4,448
        Increase Other Assets                                                 (12,550)
        Increase in Bank Overdraft                                              1,049
        (Decrease) Increase in accounts payable
        and accrued expenses                              4,519    (32,504)    (6,520)
CASH FLOWS FROM INVESTING ACTIVITIES:
        Loss in sale of investments                        (642)                 (679)
        (Increase) decrease in property and equipment                         (11,205)
        (Increase) decrease in investments                                    (32,182)
CASH FLOWS FROM FINANCING ACTIVITIES
        Receipts/payments on advances from officers/
        directors/stockholders                                                    178
        Proceeds from Bginning Retained Earnings                       11
                                                        -------    -------    -------

(DECREASE) INCREASE IN CASH                              (9,907)       392    (10,846)

CASH, JULY 1                                             12,501        286      10846
                                                        -------    -------    -------
CASH SEPTEMBER 30                                         2,594        678          0
                                                        =======    =======    =======


                                       6
</TABLE>
<PAGE>

                           PIERCE INTERNATIONAL, INC.
                                    UNAUDITED
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1999

1.   OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
     ----------------------------------------------------------

     Operations - Pierce  International,  Inc. (PI) was  incorporated  under the
     laws of the  State  of  Colorado  on July  22,  1987,  for the  purpose  of
     obtaining capital to seek potentially  profitable  business  opportunities.
     Currently,  PI has business interests in two industries,  natural resources
     and industrial development.

     Net  Income  Per Common  Share - Net  income  (loss)  per  common  share is
     computed  based  upon the  weighted  average  number of shares  outstanding
     during the period. Common stock equivalents were not considered (for losses
     only), as their effect would be anti-dilutive.

     Property, Equipment, Depreciation and Amortization - Property and equipment
     are stated at cost.  Depreciation  is being  provided by the  straight-line
     method  over  estimated  useful  lives of three to five  years.  All  costs
     related to the acquisition  (including  associated  legal and other costs),
     exploration,  evaluation,  and development,  of the mineral properties have
     been capitalized.  These costs will be amortized by the units-of-production
     method of accounting based upon estimated recoverable reserves.

     Continuing  Operations - The  accompanying  financial  statements have been
     prepared  on a  going  concern  basis,  which  contemplates  continuity  of
     operations and realization of assets and satisfaction of liabilities in the
     normal  course of  business.  The  continuation  of the  Company as a going
     concern is  dependent  upon the Company  raising  additional  capital,  and
     attaining and maintaining profitable  operations.  The Company has suffered
     recurring  losses from  operations that raise  substantial  doubt about its
     ability to continue as a going concern.

2.   UNAUDITED INFORMATION:
     ----------------------

     The information furnished herein was taken from the books and record of the
     Company without audit.  However,  such information reflects all adjustments
     (consisting only of normal recurring adjustments) which are, in the opinion
     of  management,  necessary  to reflect  properly the results of the interim
     periods presented.  Results of operations for the periods presented are not
     necessarily  indicative  of the results to be expected for the year.  These
     interim  financial  statements  should  be read  in  conjunction  with  the
     Company's annual report and report on Form 10-K for the year ended June 30,
     1999.

                                        7
<PAGE>

                           PIERCE INTERNATIONAL, INC.
                                    UNAUDITED
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1999


3.   UNDEVELOPED MINERAL PROPERTY:
     -----------------------------

     On  June  11,  1996,   PI  reclaimed   the  "Como"   property  from  Pierce
     International  Discovery,  Inc.  (PIDI).  PIDI, a 17.24% owned  subsidiary,
     failed to comply with the stock purchase  agreement.  Como consists of gold
     and gravel mining leases,  and claims on a property situated  approximately
     50 miles southwest of Denver, Colorado, near Como, Colorado in Park County.

4.   STRAWBOARD INVESTMENT:
     ----------------------

     The Company purchased strawboard  equipment for $57,120.  This equipment is
     seen as an investment and the Company intends to resell the equipment.

5.   RELATED PARTY PAYABLE AND RELATED PARTY TRANSACTIONS:
     -----------------------------------------------------

     Advances include $156,462 due Piece D. Parker, officer and director, or his
     company,  Parker Consulting  Services,  and $200,000 is accrued  consulting
     fees due Pierce D. Parker.

6.   COMMITMENTS:
     ------------

     As of September 30, 1999, PI had the following long term note payable:

          PCS Profit Sharing Plan      $401,386

     PI is  obligated  to pay  $401,386  to Parker  Consulting  Services  Profit
     Sharing  Plan,  owned by Pierce D.  Parker,  for funds it  pledged  for the
     purpose  of  funding  the Como  project.  This  debt is to be paid from net
     profits generated by the Como property.

7.   STOCKHOLDERS' EQUITY:
     ---------------------

     As of  September  30,  1998,  PI had  7,215,703  common  shares  issued and
     outstanding.  There are 30,000,000 shares authorized.  A reverse split of 1
     for 25 shares was approved on March 13, 1996.

     Of the total shares outstanding, 160,000 shares were issued as part of PI's
     initial public  offering and are free trading stock.  All other shares have
     been held a minimum of 1 year and could be sold under Rule 144.

                                        8
<PAGE>

                           PIERCE INTERNATIONAL, INC.
                                    UNAUDITED
                          NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1999

7.   STOCKHOLDERS' EQUITY:(continued)
     --------------------------------

     The Company issued 80,000 shares of convertible  Series I preferred  stock.
     The stock was issued in conjunction with a private  placement  conducted by
     the Company. There are 400,000 shares of preferred stock authorized and may
     be  determined  by the Board of Directors as to dividend  rights,  dividend
     rate,  conversion  rights,  voting  rights,  redemption  rights  and terms,
     liquidation  preferences,  the number of shares constituting the series and
     the designation of each series.

     The Series I Convertible  Preferred Stock holders are entitled to dividends
     when and as declared by the Company's  Board of Directors  from funds which
     are legally available. The Series I Preferred Stock is convertible,  at any
     time into an  identical  number of shares of the  Company's  Common  Stock.
     Holders of the Series I  Convertible  Preferred  Stock are  entitled to one
     vote  per  share  on  all  matters  submitted  to a vote  of the  Company's
     shareholders. Series I Convertible Preferred Stock does not have preemptive
     rights and it is not redeemable.

8.   INCENTIVE STOCK OPTION PLAN:
     ----------------------------

     On August 10, 1987, the Company adopted an Incentive Stock Option Plan (the
     "Plan") under which  options  granted are intended to qualify as "incentive
     stock options" under Section 422A of the Internal  Revenue code of 1954, as
     amended  (the  "Code").  Pursuant  to the Plan,  options to  purchase up to
     400,000 shares of the Company's Common Stock may be granted to employees of
     the Company.  The Plan is  administered  by the Board of Directors which is
     empowered to determine the terms and conditions of each option,  subject to
     the limitation that the exercise price cannot be less than the market value
     of the Common  Stock on date of the grant (110% of the market  value in the
     case  of  options  granted  to an  employee  who  owns  10% or  more of the
     Company's outstanding Common Stock) and no option can have a term in excess
     of 10 years (5 years in the case of options  granted to  employees  who own
     10% or more of the company's Common Stock).

     As of the date of this  report,  no options  have been  granted  under this
     Plan.

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations for the Quarter Ended September 30, 1999.
--------------------------------------------------------------------------------


                                        9

<PAGE>


Introduction
------------

     The Company is concentrating on its two major industries, natural resources
and industrial development.  The Company is making a concentrated effort to sell
strawboard equipment, and to presell strawboard.

Liquidity
---------

     Working capital at September 30, 1999 was a negative $19,157. A significant
portion  of  current  liabilities  are  advances  from  stockholders.  Cash flow
continues to be irregular  and the Company will  continue to rely heavily on its
current investments to produce future cash flow.

Results of Operations
---------------------

     During the quarter ended  September 30, 1999, the Company had net income of
$2,812 The Company  had an  operating  loss of $15,191.  The Company was able to
recover a portion  of bad debt it had  allowed  for in an  earlier  period.  The
payment was made in marketable  securities.  In addition,  the Company  received
payment of fees related to it's  strawboard  business and there was not any cost
of goods associated with these fees. Although the Company produce income for the
quarter, it continues to struggle to develop reoccurring revenue.


PART II - OTHER INFORMATION

ITEMS #1 THROUGH #6 (a) - No response required.

ITEM 6 (b) - No reports  were filed on the Form 8-K  during  the  quarter  ended
September 30, 1999.

                                   SIGNATURES
                                   ----------


     Pursuant to the  requirements  of the Section 13 or 15(d) of the Securities
Act of 1934,  the  Registrant  has duly  caused  this Report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                          PIERCE INTERNATIONAL, INC.

Dated: October 21, 1999                   BY: /s/ Pierce D. Parker
-----------------------                   ------------------------
                                          Pierce D. Parker,
                                          President (Chief Financial and
                                          Accounting Officer)


                                        10