FRESH BREATH INDUSTRIES INC
10KSB/A, 2000-06-16
NON-OPERATING ESTABLISHMENTS
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 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  FORM 10-KSB/A
(Mark One)
[X]  Annual Report  Pursuant to Section 13 or 15(d) of The  Securities  Exchange
     Act of 1934 For the Fiscal Year Ended December 31, 1999

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

                        Commission File Number: 000-30180

                          FRESH BREATH INDUSTRIES, INC.
                 (Name of small business issuer in its charter)

                          Nevada                       88-0404404
                (State or other jurisdiction of        (I.R.S. Employer
            incorporation or organization)             Identification No.)

              Suite 210, 195 West 2nd Ave., Vancouver, B.C. V5Y1B8
               (Address of principal executive offices) (Zip Code)

Issuer's telephone no.:  (403) 259-6838

Securities registered pursuant to Section 12(b) of the Exchange Act:  None

Securities registered pursuant to Section 12(g) of the Exchange Act:  Common

Check whether the issuer (1) filed all reports required to be filed in Section13
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 [ ]

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the best of the  Registrant's  knowledge,  in  definitive  proxy or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. [ ]

         State the issuer's revenues for its most recent fiscal year.  $  0

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

        Class                              Outstanding as of December 31, 1999
  Common Stock, $.001 Par Value                          8,748,000


                       DOCUMENTS INCORPORATED BY REFERENCE
                                      NONE
Transitional Small Business Disclosure Format.       Yes [  ]        No [X]




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