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 fiscal quarter ended October 31, 1999

                         Commission file number 0-26955


                          Archer Systems Limited, Inc.
           (Name of small business issuer as specified in its charter)


         Delaware                                        22-3652650
         (State or other jurisdiction of                 I.R.S. Employer
         incorporation or organization)                  Identification No.)


           75 Lincoln Highway, Route 27, 2nd Floor, Iselin, NJ, 08830
                    (Address of principal executive offices)

                                 (732) 906-9060
                           (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 December 14, 1999, 520,496,750 shares of the Common Stock
                                were outstanding.


<PAGE>

                         Archer Systems Limited, Inc.
                          (A Development Stage Company)

                                Form 10-QSB Index
                                October 31, 1999

                                     PART I


                                                                           Page
 ..........................................................................Number

Item 1. Financial Statements (Unaudited):

        Balance Sheet at October 31, 1999...........................          3

        Statements of Operations and Accumulated Deficit for the quarter
        and six months ended October 31, 1999 and cumulative since
        inception to October 31, 1999...............................          4

        Statements of Cash Flows for the six months ended October 31, 1999
        and cumulative since inception to October 31, 1999..........          5

        Notes to Financial Statements...............................          6


Item 2. Management's Discussion and Analysis or Plan of Operations..          8


                                     PART II


Item 1. Legal Proceedings............................................         10

Item 2. Changes in Securities........................................         10

Item 3. Defaults Upon Senior Securities..............................         10

Item 4. Submission of Matters to a Vote of Security Holders..........         10

Item 5. Other Information............................................         10

Item 6. Exhibits and Reports on Form 8-K.............................         10

Signatures    .......................................................         12

                                      2
<PAGE>


                          ARCHER SYSTEMS LIMITED, INC.
                          (A Development Stage Company)

                                  BALANCE SHEET
                                October 31, 1999
                                   (Unaudited)


                                     ASSETS

                                                                October 31, 1999
                                                                ----------------
Current Assets:

     Cash.....................................................      $        44
     Prepaid Expenses and Other Current Assets................            3,210
                                                                        --------

         Total Current Assets.................................            3,254
                                                                        --------
     Total Assets.............................................      $     3,254
                                                                        ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY


Current Liabilities:

     Accrued Liabilities......................................      $       281
     Accounts Payable.........................................           17,710
                                                                        --------

         Total Current Liabilities............................           17,991

Long-term Liabilities:
     Long-term Debt...........................................           23,000
                                                                        --------
         Total long-term Debt.................................           23,000
                                                                        --------

Stockholders' Deficit:
     Common stock, $.0001 par value; 600,000,000 shares
       authorized; 520,496,750 shares issued ($52,050 less
       par in excess of capital $52,050)......................                0

         Deficit Accumulated During the Development Stage.....          (37,737)
                                                                        --------

     Total Liabilities & Stockholder's Deficit................      $     3,254
                                                                        ========

See Accountants' Report and Notes to Financial Statements.

                                      3
<PAGE>

                          ARCHER SYSTEMS LIMITED, INC.
                          (A Development Stage Company)

                 STATEMENT OF OPERATIONS AND ACCUMULATED DEFICIT

<TABLE>
<CAPTION>

                                                            Three Months        Six Months
                                                                Ended              Ended            Cumulative
                                                            October 31, 1999  October 31, 1999         From
                                                             (Unaudited)        (Unaudited)         Inception
                                                            ----------------  ----------------     -------------
<S>                                                         <C>               <C>                  <C>

Income

Revenue During Development Stage............................$             0   $             0      $           0

Expenses
Fair Value of Rent and Administration
  Donated by Related Party..................................          1,800             3,000              3,000

General and Administrative Expenses.........................          5,867            14,656             34,656

Interest Expense............................................            281               281                281
                                                            ----------------  ----------------     --------------


Net Loss During Reactivation from Dormancy..................         (7,948)          (17,937)           (37,937)

Extraordinary Item
     Sale of Operating Name
Computer Technology International, Inc......................               0                0                200
                                                            ----------------- ----------------     --------------

Net Loss After Extraordinary Item...........................         (7,948)          (17,937)           (37,737)
                                                            ----------------- ----------------     --------------

Accumulated Deficit - Beginning.............................        (29,789)          (19,800)                 0
                                                            ----------------- ----------------     --------------

Accumulated Deficit - Ending................................        (37,737)          (37,737)           (37,737)
                                                            ================= ================     ===============


Net Loss Per Share Before and After
  Extraordinary Item (Based on Shares
  Outstanding of 520,496,750)...............................      $(.000015)        $(.000034)         $(.000073)
                                                            ================= ================     ===============
</TABLE>


See Accountants' Report and Notes to Financial Statements.

                                      4
<PAGE>

                         ARCHER SYSTEMS LIMITED, INC.
                          (A Development Stage Company)

                             STATEMENT OF CASH FLOWS

<TABLE>
<CAPTION>

                                                            Six Months Ended            Cumulative
                                                             October 31,1999                From
                                                                (Unaudited)              Inception
                                                            -----------------          -------------
<S>                                                         <C>                        <C>

Cash Flows From Operations:

Net Loss After Extraordinary................................    $   (17,937)           $    (37,737)

Adjustments to Reconcile Net Increase to
  Net Cash Provided by Operations

Increase in Current Assets..................................          3,010                   3,210

Increase in Current Liabilities.............................         (2,009)                 17,991
                                                            -----------------         --------------

Net Cash Used in Operations.................................         22,956                  22,956

Cash Flows from Financing Activities:

Proceeds from Long-term Borrowings..........................         23,000                  23,000
                                                            -----------------         --------------
Net Cash Provided by Financing Activities...................         23,000                  23,000

Net Increase (Decrease) in Cash.............................             44                      44

Cash Balance Beginning of Period............................              0                       0
                                                            -----------------         --------------
Cash Balance End of Period..................................  $          44            $         44
                                                            =================          =============

</TABLE>

See Accompanying Notes to Financial Statements.

                                      5
<PAGE>

                          Archer Systems Limited, Inc.
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS
                                 October 31,1999
                                   (Unaudited)

Note 1 - Organization and Summary of Significant Accounting Policies

     A.  Organization:  Archer Systems  Limited,  Inc. was incorporated on March
         19,  1986,  under the laws of the State of  Delaware.  The  Company was
         established by Archer Limited,  a foreign  corporation based in London,
         England which is no longer in existence.  The Company  adopted a fiscal
         year ending, April 30.

         The Company was  organized to acquire the name and all the common stock
         of a publicly traded computer related technology  company.  The Company
         exchanged  common  stock on a one for one basis  for the  shares of the
         computer technology company. On December 14, 1998, the Company sold the
         name of Computer  Technology  International,  Inc. to an individual for
         $200.

         Archer Systems Limited, Inc. intends to acquire, develop and/or operate
         Internet  and  Technology  related  companies  through  majority  owned
         subsidiaries or investment in other internet  companies through venture
         capital  arrangements.  At  the  present  time,  the  Company  has  not
         submitted any proposals for potential acquisition.

         Because of the speculative nature of the Company, there are significant
         risks which are summarized as follows:

         - Newly formed company has no operating  history and minimal assets.  -
         Limited funds available for acquisitions. - Management is inexperienced
         and offers  limited time  commitment.  -  Conflict-of-interest,  as all
         employees have other part-time or full-time  employment.  - The Company
         is  considered  to be in  the  development  stage  as  defined  in  the
         Statement of Financial  Accounting  Standards No. 7. There have been no
         operations since incorporation.

     B.  The  preparation  of the unaudited  financial  statements in conformity
         with  generally  accepted  principles,   requires  management  to  make
         estimates and  assumptions  that affect the reported  amounts of assets
         and liabilities and disclosures of contingent assets and liabilities at
         the  date of the  financial  statements  and the  reported  amounts  of
         revenues and expenses  during the period.  Actual  results could differ
         from those estimates.

                                      6
<PAGE>


         It is  recommended  that the unaudited  financial  statements and notes
         thereto  in this  Report  be read in  conjunction  with  the  financial
         statements  and notes  thereto in the  Company's  Form 10-SB/A filed on
         December 9, 1999.

     C.  Method of Accounting:  The financial  statements  have been prepared in
         accordance  with the accrual  basis  method of  accounting.  Under this
         method of accounting,  income and expenses are identified with specific
         periods of time and are recorded as earned or incurred  without  regard
         to date of receipt or disbursements of cash.

     D.  Earnings  Per Share:  Computed by dividing the net loss by the weighted
         average  number of shares  outstanding  during the year.  Common  stock
         warrants attached to the Computer Technology, Inc. shares expired prior
         to 1986, 15 months after issuance.  They are excluded from the earnings
         per share computation because of their expiration date as well as their
         anti-dilutive  effect on the loss per share if there  were such  common
         stock equivalents.

     E.  Since Archer Systems  Limited,  Inc. is considered to be in development
         stage,  there is no prior period  comparison due to no activity  and/or
         transactions  for the three  months and six months  ended  October  31,
         1998.

Note 2 - Stockholders' Equity

         Incorporation  Shares: Upon  incorporation,  the Company had authorized
         100 shares of common stock, no par value.

         In  June  1986,  the  Company's  officers  approved  a  change  in  the
         authorized  shares  from 100 shares  common  stock,  no par  value,  to
         600,000,000  shares of common stock,  $.0001 par value. The increase in
         authorized  shares  was  ratified  by  the  majority   stockholder  and
         directors on December 14, 1998.

         In June 1986, the Company exchanged  520,496,750 shares of common stock
         of the Company for all the issued and outstanding  common shares,  on a
         one for one basis, of Computer Technology International, Inc. (see Note
         #1A).

Note 3 - Related Party Sublease and Administration

         As of June 1, 1999,  the Company now shares  office space at 75 Lincoln
         Highway, Iselin, New Jersey. The space is leased by GRQ Financial, Inc.
         which is  solely  owned  by  Richard  J.  Margulies,  President  of the
         Company.  No rent is presently charged to the Company by GRQ Financial,
         Inc.  and no formal lease exists  between GRQ  Financial,  Inc. and the
         Company. The fair market value of donated rent and administrative costs
         assumed by GRQ Financial,  Inc. are represented by the related party to
         accrue at $600 per month.

                                      7
<PAGE>


Note 4 - Long-term Debt

         On June 9, 1999 and July 1, 1999 the Company issued promissory notes to
         a lender for the principal  amounts of $2,500 and $5,000  respectively,
         both at an annual  interest  rate of 6% and due in two  years  from the
         date of issuance.

         On August 2 and August 18, 1999, the Company issued promissory notes to
         an  officer  of the  Company  in the  principal  amounts  of $1,000 and
         $14,500 respectively,  both at an annual interest rate of 6% and due in
         two years from the date of issuance.

Item 2.

           Management's Discussion and Analysis or Plan of Operations

     The Company is considered to be in the development  stage as defined in the
Statement of Financial  Accounting  Standards ("FASB") No. 7. There have been no
operations since the date of incorporation.  There is no prior period comparison
due to no  activity  and /or  transactions  for the three  months and six months
ended October 31, 1998.

     Management  believes  it  will be able to  satisfy  its  cash  requirements
through debt financing and sales of equity through private placements during the
next twelve months.  However, there can be no assurance that the Company will be
able to raise the financing required.

     The  Company  intends to  acquire,  develop  and/or  operate  Internet  and
Technology  related companies through majority owned  subsidiaries or investment
in other Internet companies through venture capital arrangements.  If successful
in  such  acquisition  program,  the  number  of  employees  would  increase  in
proportion to the companies  acquired.  At the present time, the Company has not
submitted any proposals for potential acquisition.

     In the  next  twelve  months,  the  Company  plans  to  seek  out  business
opportunity  candidates.  To date, the Company has not undertaken any efforts to
locate business opportunity  candidates.  The Company believes that this plan of
operations can be conducted  through the efforts of its current officer and will
not  require  any  additional  funds.  The  Company  anticipates  that  business
opportunities  will be  available  to it through the  contacts of the  Company's
President.  The Company  anticipates that the investigation of specific business
opportunities   and  the   negotiation,   drafting  and  execution  of  relevant
agreements,  and other  instruments  will be done by the  President or under his
direction.  The Company plans to investigate,  to the extent believed reasonable
by it, such  potential  business  opportunities.  Due to the  Company's  limited
experience and resources in business  analysis,  the Company may not discover or
adequately evaluate adverse facts about a potential business opportunity.

     Inasmuch as the Company  will have no funds  available  to it in its search
for business  opportunities,  the Company will not be able to expend significant
funds  on  a  complete  and  exhaustive   investigation  of  potential  business
opportunities.  The Company  anticipates  that it will incur nominal expenses in
the implementation of its business plan described herein. Loans in the amount of
$23,000 have been  obtained  from a third party and an officer of the Company to
cover certain administrative expenses.

                                      8
<PAGE>



     To date,  the Company has not  developed  any criteria for the selection of
business  opportunities,  and the Company may not develop  such  criteria in the
future.  The  Company  cannot  assure it will be able to  ultimately  effect any
business opportunity, successfully integrate any business into its operations or
otherwise successfully develop its operations.

REVENUES

     The  Company  does not have an  operating  business  so that  there  are no
revenues to be accounted for.

RENT AND ADMINISTRATION

     As of June 1, 1999, the Company shares office space at 75 Lincoln  Highway,
Iselin, New Jersey.  The space is leased by GRQ Financial,  Inc. which is solely
owned by Richard J.  Margulies,  President of the Company.  No rent is presently
charged to the  Company and no formal  lease  exists.  The fair market  value of
donated rent and  administrative  costs assumed by the related party is $600 per
month and the Company has accrued five months of expenditures totaling $3,000 as
of October 31, 1999.

GENERAL AND ADMINISTRATIVE EXPENSES

     General  and  administrative  expenses  for the  quarter and the six months
ended October 31, 1999 amounted to $5,867 and $14,656, respectively.  Cumulative
expenses since inception totaled $34,656 of which $20,000 was incurred for audit
fees.

INTEREST EXPENSE

     Interest  expense for the quarter and the six months ended October 31, 1999
totaled $281 resulting from borrowings during the six month period.

                         LIQUIDITY AND CAPITAL RESOURCES

     The  Company's  cash  position was $44 as of October 31, 1999,  as compared
with a zero  balance as of year end April 30, 1999.  Cash flows from  activities
during the six months ended October 31, 1999 used cash of $22,956 due to the net
loss of $17,937  adjusted  for an  increase  in  current  assets of $3,010 and a
decrease in current liabilities of $2,009.

     The net cash provided by financing  activities  during the six months ended
October 31, 1999,  consisted of long-term  borrowings  totaling  $23,000.  These
proceeds funded operating activities during the six month period.

                                      9
<PAGE>



     During the next  twelve  months,  Archer  Systems  Limited,  Inc.  plans to
satisfy its cash requirements  through  additional debt and/or equity financing.
There can be no  assurance  that the Company will be  successful  in raising the
additional financing.

     As of the date of the filing of this report,  there were no commitments for
material capital expenditures.

                                     PART II

Item 1.           Legal Proceedings.

                  None

Item 2.           Changes in Securities.

                  None

Item 3.           Defaults 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.

                  (a)  Exhibits

     The following  exhibits marked with a footnote  reference were filed with a
periodic  report filed by the Company  pursuant to Section 14 of the  Securities
Exchange Act of 1934, as amended,  or a registration  statement  effective under
the  Securities  Act of  1933,  as  amended  (the  "Securities  Act"),  and  are
incorporated  herein by this  reference.  If no footnote  reference is made, the
exhibit is filed with this Report.

                                      10
<PAGE>


Number            Exhibit

3(a)              Certificate  of   Incorporation  of  Company  filed  with  the
                  Secretary of State of Delaware on March 19, 1986. (1)

3(a)(1)           Certificate  for renewal and revival of Charter of the Company
                  filed with the Secretary of State Division of  Corporations on
                  December 2, 1998. (1)

3(a)(2)           Certificate of Amendment of the  Certificate of  Incorporation
                  of Archer  Systems  Limited,  Inc. filed with the Secretary of
                  State Division of Corporation on February 22, 1999. (1)

3(a)(3)           Certificate  of Correction to  Certificate of Amendment of the
                  Certificate of  Incorporation  of Archer Systems  Limited Inc.
                  filed  February 22, 1999 with the Secretary of State  Division
                  of Corporations. (1)

3(b)              Copy of the by-laws of the Company. (1)

4(a)              Specimen Stock Certificate. (1)

10(a)             Copy of 6% Promissory Note Due June 30, 2001. (2)

10(b)             Copy of 6% Promissory Note Due June 8, 2001. (2)

10(c)             Copy of 6% Promissory Note Due August 1, 2001.

10(d)             Copy of 6% Promissory Note Due August 17, 2001.

27                Financial Data Schedule.

________________________________

(1)      Filed as an exhibit to the Company's Form 10SB12G/A filed September 10,
         1999 and incorporated herein by this reference.

(2)      Filed as an exhibit to the  Company's  Form 10QSB/A  filed  December 9,
         1999 and incorporated herein by this reference.

         (b) Reports on Form 8-K.
              None.

                                      11
<PAGE>


                                   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.



Dated: December 14, 1999


ARCHER SYSTEMS LIMITED, INC.


By:  /s/ Richard J. Margulies
         --------------------
         Richard J. Margulies
         President


By: /s/  Walter J. Krzanowski
         --------------------
         Walter J. Krzanowski
         Secretary/Treasurer


                                      12
<PAGE>


                                  EXHIBIT INDEX

Exhibit No     Description                                           Page

10(c)          Copy of 6% Promissory Note Due                          2
               August 1, 2001


10(d)          Copy of 6% Promissory Note Due                          3
               August 17, 2001


                                      1