SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB


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


For Quarter Ended                                    Commission File Number
September 30, 1999


                                PHILLIPS 44, INC.
                           -------------------------
             (Exact name of registrant as specified in its charter)


               Wyoming                                    84-1402775
               -------                                    ----------
      (State of incorporation)                         (I.R.S. Employer
                                                       Identification No.)

                  544 E. Yellowstone Highway, Casper, WY 82601
                 ----------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (303) 422-8127


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  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2)  has  been  subject  to the  filing
requirements for at least the past 90 days.

                                Yes  X       No
                                   -----       -----

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

                        780,000 as of September 30, 1999


<PAGE>


                                PHILLIPS 44, INC
                          (A Development Stage Company)
                          Interim Financial Statements
                                   (Unaudited)
                      For Quarter Ended September 30, 1999

<PAGE>

<TABLE>
<CAPTION>

                                                            Phillips 44
                                                   (A Development Stage Company)

                                                           BALANCE SHEET
                                                            (unaudited)



                                                                   September 30,              December 31,
                                                                   1999                       1998
                                                                   -------------              ------------
<S>                                                                <C>                        <C>
Current Assets:
Cash and cash equivalents                                          306                        1,331
                                                                   ------                     ------
Total current assets                                               306                        $1,331
                                                                   ------                     ------
Investments                                                        750                        750
Total Assets                                                       1,056                      2,081
Total Current Liabilities:                                         0                          0
                                                                   ------                     ------
Stockholders' equity:
Common stock, $.001 par value                                      780                        780
Authorized 50,000,000 shares:  Issued
and outstanding 780,000 shares
Additional paid-in capital                                         1,470                      1,470
Retained Earnings (deficit)                                        (1,194)                    (169)
                                                                   -------                    ------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                           $1,056                     $2,081
                                                                   =======                    ======

</TABLE>

The accompanying notes are an integral part of the financial statements.



<PAGE>

<TABLE>
<CAPTION>

                                                         PHILLIPS 44, INC.
                                                   (A Development Stage Company)

                                                      STATEMENT OF OPERATIONS
                                                            (unaudited)



                                                         Three Months Ending Sept.      Three Months Ending Sept.
                                                         30, 1999                       31, 1998
<S>                                                      <C>                            <C>
Revenue & interest                                       $0                             $0
Expenses, general and administrative                     1,000                          0
Provision for income taxes                               -                              -
                                                         -------                        -------
Net income (loss) for period                             (1,000)                        $0
Net income (loss) per share                              $(-)                           $(-)
Weighted average number of common shares                 780,000                        480,000


</TABLE>


The accompanying notes are an integral part of the financial statements.



<PAGE>

<TABLE>
<CAPTION>

                                                         PHILLIPS 44, INC.
                                                   (A Development Stage Company)

                                                      STATEMENT OF CASH FLOWS
                                                            (unaudited)



                                                              Nine Months Ending Sept.    Nine Months Ending Sept.
                                                              30, 1999                    30, 1998
                                                              ------------------------    ------------------------
<S>                                                           <C>                         <C>
Cash flows from operating activities:                         (1,025)                     $0
Net income (loss)                                             (1,025)                     0
Adjustments to reconcile net income (loss) to net cash        0                           0
provided (used) by operating activities:
Amortization                                                  0                           0
Rent                                                          0                           0
Changes in:                                                   0                           0
Accounts payable - related parties                            0                           0
                                                              -------                     ----
Cash provided (used) by operating activities                  (1,025)                     0
                                                              =======                     ====
Cash at beginning of period                                   1,331                       606
                                                              =======                     ====
Cash at end of period                                         $306                        $606
                                                              =======                     ====

</TABLE>


The accompanying notes are an integral part of the financial statements.



<PAGE>



                                PHILLIPS 44. INC.
                          (A Development Stage Company)
                                   (Unanimous)
                          Notes to Financial Statements
                      For Quarter Ended September 30, 1999

Note 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
         ------------------------------------------

Organization
------------

The company was  incorporated  on April 17, 1997,  in the state of Wyoming.  The
Company  is in the  development  stages  and was  organized  for the  purpose of
general  investing.  The Company's fiscal year end is December 31. The financial
statements are presented on the accrual basis of accounting.

The  accompanying  financial  statements have been prepared on the going concern
basis,  which  contemplates  the  realization of assets and the  satisfaction of
liabilities in the normal course of business.  The company's  continuation  as a
going concern is dependent on its ability to generate  sufficient  cash flows to
meet its  obligation on a timely basis,  to raise  additional  capital as may be
required,  and  ultimately  to  attain  successful  operations.   The  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty.

Basis of Presentation
---------------------

The Company is primarily engaged in general  investing,  The authorized  capital
stock of the  corporation  is  50,000,000  shares of  common  stock at $.001 par
value. There is no preferred stock authorized or issued

Cash and Cash Equivalent
------------------------

The Company  considers all  highly-liquid  debt  instruments  purchased  with an
original maturity of three months or less, to be cash equivalents.

Revenue Recognition
-------------------

Revenue is recognized when earned and expenses are recognized when they occur.


<PAGE>


                                PHILLIPS 44. INC.
                          (A Development Stage Company)
                                   (Unanimous)
                          Notes to Financial Statements
                      For Quarter Ended September 30, 1999


Use of Estimates
----------------

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

Net Less Per Share
------------------

Net loss per share is based on the weighted  average number of common shares and
common shares equivalents outstanding during the period.

Note 2 - STOCKHOLDERS' EQUITY
         --------------------

During the period,  the  Company  issued  780,000  shares of its $.001 par value
common stock. 480,000 shares were sold to 15 persons at $.003 per share for cash
of $ 1,500 in 1997.  In  December  1998 the  directors  purchased an  additional
300,000 shares at $.0025 per share for cash of $750.

Note 3 - FEDERAL INCOME TAXES
         --------------------

The  Company  adopted  statement  of  financial  Accounting  Standards  No. 109,
"Accounting  For Income Taxes." FAS 109 requires the recognition of deferred tax
liabilities  and assets for the  anticipated  future  tax  effects of  temporary
differences  that arm as a result of differences in the carrying amounts and tax
bases of assets and  liabilities.  There was no material effect on the financial
statements as a result of adopting FAS 109.

Note 4 - RELATED PARTY TRANSACTION
         -------------------------

The officers and  directors of this company are also  officers and  directors of
other companies.

<PAGE>


ITEM 2. MANAGEMENTS  DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITION AND RESULTS
        ------------------------------------------------------------------------
OF OPERATIONS
-------------

RESULTS OF  OPERATIONS  FOR THE NINE  MONTH  PERIOD  ENDED  SEPTEMBER  30,  1999
--------------------------------------------------------------------------------
COMPARED TO SAME PERIOD IN 1998
-------------------------------

The Company currently has no business  operations and no business revenues.  The
Company has  experienced  expenses  for the nine month period of $1,025 and none
1998.  The Company had no revenues  for the period in 1999 or 1998.  The Company
had a net  loss of  ($1,025)  for the  period  in  1999,  $1,000  of  which  was
accounting  expense,  and no profit or loss in the same period 1998. The Company
losses will continue until income can be achieved.  While the company is seeking
capital sources for investment, there is no assurance that sources can be found.

RESULTS OF OPERATIONS FOR THE QUARTER ENDED  SEPTEMBER 30, 1999 COMPARED TO SAME
--------------------------------------------------------------------------------
QUARTER IN 1998
---------------

The Company currently has no business  operations and no business revenues.  The
Company  had $1,000 in audit  expenses  in the period in 1999 and no expenses in
the period in 1998.  The  Company had no revenues in the period in 1999 or 1998.
The  Company  incurred a loss of ($1,000) in the period in 1999 and no profit or
loss in 1998.

The Company's losses will continue until a business and revenues can be acquired
and achieved.  While the Company is seeking a business  acquisition  and capital
sources for  investment,  there is no assurance that a business can be acquired,
or that any capital sources for investment will be achieved.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

The  Company  had no cash  capital at the end of the  period and no assets.  The
Company will be forced to either  borrow or make private  placements of stock in
order to fund operations. No assurance exists as to the ability to achieve loans
or make private placements of stock.

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

ITEM 1.       LEGAL PROCEEDINGS
-------------------------------

                  None

ITEM 2.       CHANGES IN SECURITIES
-----------------------------------

                  None

ITEM 3.       DEFAULT UPON SENIOR SECURITIES
--------------------------------------------

                  None


<PAGE>


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
----------------------------------------------

          No reports on Form 8-K were made for the period for which this  report
is filed.


<PAGE>


                                PHILLIPS 44, INC.
                          (A Development Stage Company)


                                   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.



                                            PHILLIPS 44, INC.

Date: December 14, 1999

                                            /s/ Philip G. Hinds
                                            ------------------------------------
                                            Philip G. Hinds, President