UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM 10-Q

(Mark One)

[X]  QUARTERLY  REPORT  PURSUANT  TO  SECTION  13 OR 15 (d)  OF  THE  SECURITIES
     EXCHANGE ACT OF 1934

     For the quarter ended June 30, 1999

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

     For the transition period from _____________ to ____________

                         Commission File Number: 0-16075


                      CENTURY PACIFIC FINANCIAL CORPORATION
               --------------------------------------------------
               (Exact name of Registrant as specified in charter)


                 Delaware                                    86-0449546
     -------------------------------                  --------------------------
     (State or other jurisdiction of                  (I.R.S. Employer I.D. No.)
      incorporation or organization)


1422 N. 44th Street, Suite 211, Phoenix, AZ                     85008
-------------------------------------------                   ----------
 (Address of principal executive offices)                     (Zip Code)


         Issuer's telephone number, including area code: (602) 267-7707

Check  whether  the Issuer  (1) has 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.

                    (1) Yes [X] No [ ]     (2) 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:  At  June  30,  1999,  there  were
51,469,842 shares of the registrant's Common Stock outstanding.

<PAGE>
                                TABLE OF CONTENTS


                                                                            Page
                                                                            ----


PART I FINANCIAL INFORMATION


       Item 1 - Financial Statements                                          4

       Item 2 - Stock Option Plans                                            9

       Item 3 - Preferred Stock                                               9

       Item 4 - Warrants                                                      9

       Item 5 - Management's  Discussion and Analysis or
                  Plan of Operation                                           9

       Item 6 - Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                         9
       Item 7 - Results of Operations                                         9
       Item 8 - Liquidity and Capital Resources                              10
       Item 9 - Basis of Presentation                                        10


PART II OTHER INFORMATION


       Item 1 - Signatures                                                   11

       Item 1 - Other Information                                            12

                                      -2-

<PAGE>

                                     PART I


ITEM 1. FINANCIAL STATEMENTS

     The financial statements included herein have been prepared by the Company,
without  audit,  pursuant to the rules and  regulations  of the  Securities  and
Exchange  Commission.  Certain  information  and footnote  disclosures  normally
included in financial  statements prepared in accordance with generally accepted
accounting principles have been omitted.  However, in the opinion of management,
all  adjustments  (which include only normal  recurring  accruals)  necessary to
present fairly the financial  position and results of operations for the periods
presented  have been made. The results for interim  periods are not  necessarily
indicative  of trends or of results  to be  expected  for the full  year.  These
financial statements should be read in conjunction with the financial statements
and notes thereto included in the Company's most recent report on Form 10-K.

                                      -2-

<PAGE>
                     CENTURY PACIFIC FINANCIAL CORPORATION
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)

                                               June 30, 1999       June 30. 1998
                                               -------------       -------------
                                     ASSETS
Current Assets
     Regular Checking                            $   141,355        $        35
     Accounts Receivable                              23,331                 --
     Inventory                                       206,997                 --
     Employer Advances                                 7,000                 --
                                                 -----------        -----------
    Total Current Assets                         $   378,683        $        35
                                                 -----------        -----------

Property Equipment
     Equipment                                   $    12,978        $        --
                                                 -----------        -----------
     Total Property Equipment                    $    12,978        $        --

Other Assets
     Organization Costs                          $       325        $        --
                                                 -----------        -----------
     Total Other Assets                          $       325        $        --
                                                 -----------        -----------
Total Assets                                     $   391,986        $        35
                                                 ===========        ===========

                             LIABILITIES, NET WORTH

Current Liabilities
     Accounts Payable                            $        --        $   508,561
     Employee Taxes Payable                      $       494        $        --
                                                 -----------        -----------
     Total Current Liabilities                   $       494        $   508,561
                                                 -----------        -----------

     Stockholders Equity
     Common Stock                                $ 1,216,966        $   532,676
     Capital                                       2,339,246          2,823,536
     Retained Earnings                            (3,356,498)        (3,864,768)
     Net Income                                      191,777                (41)
                                                 -----------        -----------
     Total Stockholders Equity                   $   391,492        $  (508,596)
                                                 -----------        -----------
Total Liabilities and Stockholders
     Equity                                      $   391,986        $       (35)
                                                 ===========        ===========

                                      -3-

<PAGE>
                     CENTURY PACIFIC FINANCIAL CORPORATION
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                  (UNAUDITED)

                          For 3 Months  For 3 Months  For 6 Months  For 6 Months
                              Ended         Ended         Ended         Ended
                             6/30/99       6/30/98       6/30/99       6/30/98
                            --------      --------      --------      --------
Revenues
  Financial Services        $  8,460       $10,807      $ 25,972      $ 32,022
  Sales - Merchandise        522,478            --       522,478            --
  Commissions                     --            --         7,825            --
                            --------       -------      --------      --------
  Total Revenues            $530,938       $10,807      $556,275      $ 32,022
                            --------       -------      --------      --------
  Less:  Cost of Sales       286,215            --       286,215            --
                            --------       -------      --------      --------
  Gross Profit              $244,723            --      $270,060            --
                            --------       -------      --------      --------

Expenses
  Accounting:  Legal        $    413       $   181      $  4,546      $    544
  Auto                           923            --           923            --
  Advertising & Promotion        587           684         1,338         2,799
  Bank Charges                    84            --           215            --
  Commissions                    609            --           609            --
  Dues, Subscriptions,
    License, Fees              2,224         1,097         2,174         2,467
  Insurance                    2,260            --         2,174           500
  Licensing, Fees                148            --         1,932            --
  Miscellaneous                  971            --         2,531            --
  Office  Expenses             1,337            58         1,873           180
  Maintenance/Repair              --            --            --           200
  Other                           --           289            --           449
  Postage                         26           128           214           305
  Rent                         6,038         2,556        11,156         7,678
  Salaries, Employees         21,083         3,640        28,363        11,480
  Storage                        244           347           732           861
  Taxes                        1,845           390         2,284           910
  Telephone                    2,325         1,129         4,915         3,688
  Travel                       6,424            --         6,424            --
                            --------       -------      --------      --------
Total Expenses              $ 53,022       $10,499      $ 78,283      $ 32,062
                            --------       -------      --------      --------
Earnings before Income
  Taxes                     $191,700       $   308      $191,777      $    (41)

Income Tax                  $     --       $    --      $     --      $     --
                            --------       -------      --------      --------

Net Earnings                $191,700       $   308      $191,777      $    (41)
                            ========       =======      ========      ========

Earnings per Share          $  .003        $    --      $   .003      $     --
                            ========       =======      ========      ========

                                      - 4 -

<PAGE>
                        CENTURY PACIFIC FINANCIAL CORP.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS

                          For 3 Months  For 3 Months  For 6 Months  For 6 Months
                              Ended         Ended         Ended         Ended
                             6/30/99       6/30/98       6/30/99       6/30/98
                            --------      --------      --------      --------
Cash from Operations
 Net Income                  $ 191,700     $ (41)      $ 191,777      $ (349)
                             ---------     -----       ---------      ------

 Accounts Receivable         $ (23,330)    $  --       $ (23,330)     $
 Product Inventory           $(206,997)    $  --       $(206,997)     $   --
 Employee Advances           $  (7,000)    $  --       $  (7,000)     $   --
 Accounts Payable            $      00     $ 346       $(508,648)     $ (101)
 Taxes Payable               $     (13)    $  --       $     496      $   --
                             ---------     -----       ---------      ------
 Net Cash Provided by
   Operations                $ (45,641)    $ 309       $(550,741)     $ (449)
                             ---------     -----       ---------      ------

Cash Flows from
 Investing Used for:

 Equipment                   $ (12,977)    $  --       $ (12,998)     $   --
 Organization Expenses       $    (325)    $  --       $    (325)     $   --
                             ---------     -----       ---------      ------
 Net Cash Used in Investing  $(133,307)    $  --       $ (13,303)     $   --
                             ---------     -----       ---------      ------

Cash Flows from
 Financing Activities
 Proceeds Paid in Capital    $ 200,000     $  --       $ 200,000      $   --
                             ---------     -----       ---------      ------
 Net Cash Used in Financing  $ 200,000     $  --       $ 200,000      $   --

Net Increase (Decrease) in
 Cash                        $ 141,056     $ 179       $(364,043)     $ (449)
                             ---------     -----       ---------      ------
Cash Balance End of Period   $ 141,355     $ (35)      $ 141,355      $ (106)

Cash balance Beginning of
 Period                      $      35     $(344)      $     286      $ (344)
                             ---------     -----       ---------      ------

Net Increase in Cash         $ 141,390     $ 179       $ 141,069      $ (449)
                             =========     =====       =========      ======

                                      - 5 -

<PAGE>
                        CENTURY PACIFIC FINANCIAL CORP.
                        FOR 9 MONTHS ENDED JUNE 30, 1999
                  STATEMENT OF CHANGES IN FINANCIAL POSITIONS

                             For 3 Months For 9 Months For 3 Months For 9 Months
                                 Ended        Ended        Ended       Ended
                                6/30/99      6/30/99      6/30/98     6/30/98
                                -------      -------      -------     -------
Sources of Working Capital
 Net Income                    $ 191,700    $  191,777      $308       $(41)
                               ---------    ----------      ----       ----

Other Sources
 Paid in Capital                 200,000       200,000        --         --
 Common Stock                         --       732,978        --         --
                               ---------    ----------      ----       ----
Total                          $ 391,700    $1,124,755        --         --

Uses of Working Capital
 Capital                       $ (12,978)   $  732,978)       --         --
 Equipment                        (9,984)      (12,978)       --         --
 Organization Costs                 (325)         (325)       --         --
                               ---------    ----------      ----       ----
Total Uses                     $ (13,303)   $ (746,280)       --         --
                               ---------    ----------      ----       ----
Net Change                     $ 378,397    $  378,474      $308       $(41)
                               ---------    ----------      ----       ----

Analysis of Change
 Income (Decrease) Cash        $ 141,399    $  141,642      $308       $(41)
 Accounts Receivable             (23,331)       23,331        --         --
 Employee Advances                 7,000         7,000        --         --
 Inventory                       206,997       206,997        --         --
 Increase (Decrease)
  Liability                         (330)         (494)       --         --
                               ---------    ----------      ----       ----
Net Change                     $ 378,397    $  378,474      $308       $(41)
                               =========    ==========      ====       ====

                                      -6-

<PAGE>
                        CENTURY PACIFIC FINANCIAL CORP.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.   CONDENSED  FINANCIAL  STATEMENTS.   The  unaudited  condensed  consolidated
     financial  information  contained in this report  reflects all  adjustments
     (consisting of normal  recurring  accruals)  considered  necessary,  in the
     opinion of management,  for a fair  presentation of results for the interim
     periods presented.  Certain information and footnote  disclosures  normally
     included in financial  statements  prepared in  accordance  with  generally
     accepted  accounting  principles  have been  condensed  or  omitted.  These
     financial  statements  should  be read in  conjunction  with the  financial
     statements  and notes  thereto  included in the Company's  10-K F.Y.  dated
     September 30, 1998,  Annual Report on form 10-K.  The results of operations
     for  periods  ended  June  30,  1999,  are not  necessarily  indicative  of
     operations for the full year.

2.   STOCK OPTION PLANS. None outstanding.

3.   PREFERRED STOCK.  The Company has one class of preferred  stock.  5,000,000
     shares of  .05000  par  value  preferred  stock  remaining  authorized  but
     unissued.

4.   WARRANTS. None

5.   MANAGEMENT'S  DISCUSSION  AND ANALYSIS OR PLAN OF OPERATION.  This analysis
     should be read in  conjunction  with the condensed  consolidated  financial
     statements,  the notes  thereto,  and the  financial  statements  and notes
     thereto  included in the  Company's  September  30, 1998 , Annual Report on
     Form 10-K. All non-historical  information contained in this form 10-K is a
     forward looking statement. The forward-looking  statements contained herein
     are subject to certain  risks and  uncertainties  that could  cause  actual
     results to differ  materially  from those  reflected in the forward looking
     statements.  Factors that might cause such differences include changes from
     the traditional marketing patterns of financial services instruments,  such
     as, stocks,  bonds, mutual funds, and insurance products. A change from the
     traditional role of commission broker to salaried  marketing  executives or
     the use of internet  marketing  systems  which may  function  substantially
     without sales  personnel,  instead,  those  individuals  being  replaced by
     registered order clerks accepting unsolicited  transactions.  Substantially
     diminished  commission  levels per transaction may result in lower revenues
     for these activities.  Increased  foreign and domestic  competition may put
     pricing  pressures on goods sold or imported . Changes in economic  trends,
     war, and other unforeseen  situations or developments may result because of
     domestic or foreign political pressures. Readers are cautioned not to place
     undue  reliance  on  these  forward  looking   statements,   which  reflect
     management's analysis only as of the date hereof.

6.   MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
     OPERATIONS. YEAR 2000 ISSUE: The Company recognizes that the arrival of the
     Year 2000 poses a unique challenge to the ability of all computerized  data
     processing  systems to recognize the date change from December 31, 1999, to
     January 1, 2000,  and,  like other  companies,  has  assessed  its computer
     applications  and  business  procedures  to  provide  for  their  continued
     functionality. An assessment of the readiness of external entities which it
     interfaces  with, such as vendors,  counterparties,  payment  systems,  and
     others,  is ongoing.  Initial  contact  with these  external  entities  was
     completed  by the fourth  quarter of 1998.  The company does not expect the
     cost to address the Year 2000 will be material and has determined  that the
     software  and  computer  hardware  it utilizes  in its  operations  will be
     compatible with the Year 2000 requirements.

7.   RESULTS OF  OPERATIONS.  Comparison of  three-month  periods ended June 30,
     1999 and 1998 are contained  herein.  Revenues for the third quarter of the
     fiscal year of $530,938.00 are substantially in excess of $10,807.00 of the

                                      -7-

<PAGE>
     prior year. Nine month comparative  figures reflect increased  revenues due
     to  the  start  up  of  medical   equipment  sales  both  domestically  and
     internationally.  Release from the Chapter 11  Bankruptcy  proceedings  has
     allowed the Company to seek new  sources of revenue and  acquisitions  that
     are  expected  to build  the  capital  base,  revenues,  and  profits.  The
     operating  expenses of $53,023.00 were normal business  expenses.  Expenses
     for the 1999 period as compared with those of 1998 increased  substantially
     as the medical equipment subsidiary increased local and export sales.

8.   LIQUIDITY AND CAPITAL  RESOURCES.  The Corporation has remained  current in
     its  payable  accounts  during  this  period  and the  event of  profitable
     operations in the medical  equipment has allowed a modest  build-up of cash
     and inventory.

9.   BASIS OF PRESENTATION.  The consolidated  financial  statements include the
     accounts of Century Pacific Financial Corporation and its subsidiaries.  In
     the  opinion  of  management,   the  accompanying   unaudited  consolidated
     financial  statements  contain all adjustments  necessary to present fairly
     the  financial  position,  results  of  operations  and cash  flows for the
     periods  presented.  Certain financial  statement items from the prior year
     may have been reclassified to be consistent with the current year financial
     statement presentation.

     These consolidated  financial statements should be read in conjunction with
     the consolidated financial statements and the related disclosures contained
     in the Company's  Annual  Report of Form 10-K for the year ended  September
     30, 1998, filed with the Securities and Exchange Commission.

     The results of operations for the three months ended June 30, 1999, are not
     necessarily  indicative  of the results to be expected  for the full fiscal
     year.

                                      - 8 -

<PAGE>

 
                         PART II - OTHER INFORMATION


ITEM 1. SIGNATURES

     Pursuant  to the  requirements  of  section  13 or 15(d) 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.

                                        CENTURY PACIFIC FINANCIAL CORPORATION


Dated 12/27/99                          By /s/ Carlton V. Phillips
                                           -------------------------------------
                                           Carlton V. Phillips
                                           Chairman of the Board, and
                                           Co-Chief Executive Officer


                                        By /s/ David Hadley
                                           -------------------------------------
                                           David Hadley
                                           President and Co-Chief
                                           Executive Officer

     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report has been signed below by the following person on behalf of the Registrant
and in the capacities and on the date indicated.

      Signature and Title                               Date
      -------------------                               ----


/s/Carlton V. Phillips                                12/27/99
--------------------------------
Carlton V. Phillips
Treasurer and Director


/s/ David Hadley
--------------------------------
David Hadley
President and Director

                                      -9-

<PAGE>

ITEM 2. OTHER INFORMATION

1. LEGAL PROCEEDINGS

     None

2. CHANGES IN SECURITIES

     The Federal  Bankruptcy  Court Approved Plan of  Reorganization  authorized
issue of common  stock to  creditors  and for an  acquisition  of  assets.  This
increased the common shares outstanding from 13,316,894 to 51,469,842.

3. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS

     None

4. EXHIBITS AND REPORTS ON FORM 8-K

     EXHIBITS:  None

     REPORTS ON FORM 8-K: None Filed





<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-1999
<PERIOD-START>                             APR-01-1999
<PERIOD-END>                               JUN-30-1999
<CASH>                                         141,355
<SECURITIES>                                         0
<RECEIVABLES>                                   30,331
<ALLOWANCES>                                         0
<INVENTORY>                                    206,997
<CURRENT-ASSETS>                                     0
<PP&E>                                          13,303
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                 391,986
<CURRENT-LIABILITIES>                              494
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                     1,216,966
<OTHER-SE>                                   (825,475)
<TOTAL-LIABILITY-AND-EQUITY>                   391,491
<SALES>                                        530,938
<TOTAL-REVENUES>                               530,938
<CGS>                                          286,215
<TOTAL-COSTS>                                  286,215
<OTHER-EXPENSES>                                53,022
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                191,700
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   191,700
<EPS-BASIC>                                       0.03
<EPS-DILUTED>                                        0
        

</TABLE>