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 quarterly period ended December 31, 2000

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

     For the transition period from                to
                                    --------------    ---------------


                       Commission File No. 33-2150-LA


                               PHANTOMFILM.COM
                               ---------------
              (Name of Small Business Issuer in its Charter)


           NEVADA                                        95-3932052
           ------                                        ----------
   (State or Other Jurisdiction of               (I.R.S. Employer I.D. No.)
    incorporation or organization)

                      Suite 400, 1111 W. Georgia Street
                     Vancouver, British Columbia V6E 4M3
                                  Canada
                                  ------
                      (Address of Principal Executive Offices)

                    Issuer's Telephone Number:  (604) 689-5377


Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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 such filing requirements for the past 90 days.

(1)  Yes  X    No                  (2)  Yes  X   No
         ---     ---                        ---     ---


             APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                PROCEEDINGS DURING THE PRECEDING FIVE YEARS

                              Not applicable.


                   APPLICABLE ONLY TO CORPORATE ISSUERS

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

                             December 31, 2000

                                7,183,142
                                ---------


                      PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

          The Financial Statements of PhantomFilm.com, a Nevada corporation
(the "Company"), required to be filed with this 10-QSB Quarterly Report were
prepared by management, and commence on the following page, together with
Related Notes.  In the opinion of management, the Financial Statements fairly
present the financial condition of the Company.

                         PHANTOMFILM.COM
                  (A Development Stage Company)

                CONSOLIDATED FINANCIAL STATEMENTS

               December 31, 2000 and March 31, 2000


                         PHANTOMFILM.COM
                  (A Development Stage Company)
                   Consolidated Balance Sheets


                              ASSETS

                                             December 31,      March 31,
                                                 2000            2000
                                              (Unaudited)
                                                       
CURRENT ASSETS

 Cash                                      $             -    $  2,499
 Prepaid expenses                                    4,000      10,677

  Total Current Assets                               4,000      13,176

FURNITURE AND EQUIPMENT, NET (Note 4)                    -           -

OTHER ASSETS

 Mineral properties (Note 5)                             -           -

  Total Other Assets                                     -           -

  TOTAL ASSETS                             $         4,000    $ 13,176

                         PHANTOMFILM.COM
                  (A Development Stage Company)
             Consolidated Balance Sheets (Continued)


          LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

                                               December 31,     March 31,
                                                  2000           2000
                                               (Unaudited)

CURRENT LIABILITIES

 Accounts payable                          $        27,612    $ 27,967
 Accounts payable - related party                      875           -
 Reserve for discontinued operations (Note 6)      205,676     205,676

  Total Current Liabilities                        234,163     233,643

COMMITMENTS AND CONTINGENCIES (Note 7)

STOCKHOLDERS' EQUITY (DEFICIT)

 Preferred stock: 10,000,000 shares authorized of
  $0.001 par value, 2,000,000 shares issued and
  outstanding                                        2,000       2,000
 Common stock: 100,000,000 shares authorized of
  $0.001 par value, 7,183,142 shares issued and
  outstanding                                        7,183       7,083
 Additional paid-in capital                     11,484,203  11,476,303
 Deficit accumulated during the
  development stage                            (11,723,549)(11,705,853)

  Total Stockholders' Equity (Deficit)            (230,163)   (220,467)

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
    (DEFICIT)                                  $     4,000  $   13,176



                         PHANTOMFILM.COM
                  (A Development Stage Company)
              Consolidated Statements of Operations
                           (Unaudited)

                                                                  From
                                                               Inception on
                             For the           For the       November 10,
                          Nine Months Ended Three Months Ended 1995 Through
                             December 31,     December 31,     December 31,
                        2000        1999    2000      1999       2000
                                                
REVENUES                  $      -   $     - $     -  $      -  $         -

EXPENSES

 Depreciation and
  amortization                   -    77,656       -    36,599      170,538
 General and administrative 17,696   625,649   5,127    76,464      643,552

  Total Expenses            17,696   703,305   5,127   113,063      814,090

LOSS FROM OPERATIONS       (17,696) (703,305) (5,127) (113,063)    (814,090)

LOSS FROM DISCONTINUED
 OPERATIONS (Note 6)             -         -       -         -  (10,909,730)

OTHER INCOME (EXPENSE)

 Interest income                 -       377       -       106          271

  Total Other Income (Expense)   -       377       -       106          271

NET LOSS                 $ (17,696)$(702,928)$(5,127)$(112,957)$(11,723,549)

BASIC LOSS PER SHARE OF
 COMMON STOCK            $   (0.00)$   (0.11)$ (0.00)$   (0.02)



                         PHANTOMFILM.COM
                  (A Development Stage Company)
    Consolidated Statements of Stockholders' Equity (Deficit)

                                    Preferred Stock        Common Stock
                                   Shares     Amount     Shares     Amount

                                                       

Balance at November 10, 1995
(Inception)                            -       $     -           - $       -

Common stock issued for cash at
approximately $0.00 per share          -             -           -         -

Currency translation adjustment        -             -           -         -

Net loss for the year ended
March 31, 1996                         -             -           -         -

Balance, March 31, 1996                -             -           -         -

Common stock issued for cash at
approximately $3.80 per share          -             -     288,500       288

Common stock issued for services
at approximately $7.60 per share       -             -      11,500        12

Currency translation adjustment        -             -           -         -

Net loss for the year ended
March 31, 1997                         -             -           -         -

<CONTINUED>

                                                                  Deficit
                                                                 Accumulated
                           Additional    Stock        Other      During the
                           Paid-In  Subscription Comprehensive Developmental
                            Capital   Receivable  Income (Loss)     Stage

                                                   
Balance, November 10, 1995               -   $       -  $      - $        -

Common stock issued for cash at
approximately $0.00 per share            -           -         -          -

Currency translation adjustment          -           -    (1,230)         -

Net loss for the year ended
March 31, 1996                           -           -         -   (157,549)

Balance, March 31, 1996                  -           -    (1,230)  (157,549)

Common stock issued for cash at
approximately $3.80 per share    1,089,199           -         -          -


Common stock issued for services
at approximately $7.60 per share    87,544           -         -          -

Currency translation adjustment          -           -     8,542          -

Net loss for the year ended
March 31, 1997                           -           -         - (1,388,389)

Balance, March 31, 1997         $1,176,743    $      -  $  7,312$(1,545,938)



                         PHANTOMFILM.COM
                  (A Development Stage Company)
    Consolidated Statements of Stockholders' Equity (Deficit)

                                    Preferred Stock        Common Stock
                                   Shares     Amount     Shares     Amount

                                                       
Balance, March 31, 1997                -       $     -     300,000       300

Recapitalization (Note 1)              -             -   1,230,899     1,231

Common stock issued for cash at
approximately $3.60 per share          -             -     610,761       611

Common stock issued for services
at approximately $3.60 per share       -             -     336,650       336

Issuance of warrants                   -             -           -         -

Common stock issued for debt at
approximately $2.60 per share          -             -     382,800       383

Common stock issued for mineral
properties at $10.00 per share         -             -      55,000        55

Preferred stock issued for
services at $1.80 per share      2,000,000       200,000         -         -

Currency translation adjustment        -             -           -         -

Net loss for the year ended
March 31, 1998                         -             -           -         -

Balance, March 31, 1998          2,000,000       200,000 2,916,110     2,916

<CONTINUED>

                                                                  Deficit
                                                                 Accumulated
                           Additional    Stock        Other      During the
                           Paid-In  Subscription Comprehensive Developmental
                            Capital   Receivable  Income (Loss)     Stage
                                                       
Balance, March 31, 1997          1,176,745     $     -    7,312 $(1,545,938)


Recapitalization (Note 1)          392,831           -        -           -

Common stock issued for cash at
approximately $3.60 per share    2,821,516      (100,000)     -           -

Common stock issued for services
at approximately $3.60 per share 1,179,289      (154,281)     -           -

Issuance of warrants                17,220           -        -           -

Common stock issued for debt at
approximately $2.60 per share      995,336           -        -           -

Common stock issued for mineral
properties at $10.00 per share     549,945           -        -           -

Preferred stock issued for
services at $1.80 per share        160,000           -        -           -

Currency translation adjustment        -             -    260,719         -

Net loss for the year ended
March 31, 1998                         -             -        -  (3,332,577)

Balance, March 31, 1998          7,292,881      (254,281) 268,031(4,878,515)



                               PHANTOMFILM.COM
                      (Formerly Panther Resources, Ltd.)
                        (A Development Stage Company)
    Consolidated Statements of Stockholders' Equity (Deficit) (Continued)


                               Preferred Stock           Common Stock
                                 Shares     Amount      Shares     Amount
                                                       

Balance, March 31, 1998           2,000,000 $  200,000  2,916,110  $   2,916

Common stock issued for cash at
approximately $1.40 per share           -          -      856,333        856

Common stock issued for services
 at approximately $1.50 per
 share                                  -          -    1,022,717      1,023

Receipt of subscription
 receivable                             -          -          -            -

Common stock issued for debt at
 approximately $2.00 per share          -          -       12,000         12

Currency translation adjustment         -          -          -            -

Net loss for the year ended
 March 31, 1999                         -          -          -            -

Balance, March 31, 1999           2,000,000 $  200,000  4,807,160  $   4,807

<CONTINUED>

                                                                  Deficit
                                                                 Accumulated
                           Additional    Stock       Other        During the
                           Paid-in   Subscription  Comprehensive Development
                            Capitol   Receivable    Income (Loss) Stage
                                                      
Balance, March 31, 1998         $7,292,881  $(254,281) $ 268,031$(4,878,515)

Common stock issued for cash at
approximately $1.40 per share    1,223,424        -          -            -

Common stock issued for
services at approximately
$1.50 per share                  1,494,199        -          -            -

Receipt of subscription
 receivable                            -      254,281        -            -

Common stock issued for debt at
 approximately $2.00 per share      23,988        -          -            -

Currency translation adjustment        -          -     (268,031)         -

Net loss for the year ended
 March 31, 1999                        -          -          -   (6,031,215)

Balance, March 31, 1999        $10,034,492        -          -  (10,909,730)



                               PHANTOMFILM.COM
                      (Formerly Panther Resources, Ltd.)
                        (A Development Stage Company)
    Consolidated Statements of Stockholders' Equity (Deficit) (Continued)

                                  Preferred Stock         Common Stock
                                 Shares     Amount       Shares    Amount
                                                       
Balance, March 31, 1999           2,000,000 $  200,000   4,807,160 $   4,807

Common stock issued for debt
at $2.50 per share                      -          -       736,196       736

Common stock issued for cash
 at $0.50 per share                     -          -       100,000       100

Common stock issued for services
 at approximately $0.46 per share       -          -     1,192,286     1,192

Common stock issued for License
at $0.50 per share (unaudited)          -          -       250,000       250

Cancellation of common stock            -          -        (2,500)      (2)

Change in preferred stock at par
value                                   -     (198,000)        -          -

Net loss for the year ended
March 31, 2000                          -          -           -          -

Balance, March 31, 2000           2,000,000 $    2,000   7,083,142 $   7,083

Common stock issued for services
at $0.08 per share (unaudited)          -          -       100,000       100

Net loss for the nine months
ended December 31, 2000
(unaudited)                             -          -           -          -

Balance, December 31, 2000
(unaudited)                       2,000,000 $    2,000   7,183,142 $   7,183

<CONTINUED>

                                                                   Deficit
                                                                 Accumulated
                         Additional     Stock         Other       During the
                        Paid-in     Subscription  Comprehensive  Development
                                                     
Balance, March 31, 1999        $10,034,492 $     -     $     - $(10,909,730)

Common stock issued for debt
at $2.50 per share                 520,210       -           -            -

Common stock issued for cash
 at $0.50 per share                 49,900       -           -            -

Common stock issued for
services at approximately
$0.46 per share                    552,699       -           -            -

Common stock issued for
License at $0.50 per share         124,750       -           -            -

Cancellation of common stock        (3,748)      -           -            -

Change in preferred stock at
par value                          198,000       -           -            -

Net loss for the year ended
March 31, 2000                         -         -           -     (796,123)

Balance, March 31, 2000        $11,476,303    $  -        $  - $(11,705,853)

Common stock issued for services
at $0.08 per share (unaudited)       7,900       -           -            -

Net loss for the nine months
ended December 31, 2000
(unaudited)                            -         -           -      (17,696)

Balance, December 31, 2000
(unaudited)                    $11,484,203    $  -        $  - $(11,723,549)



                         PHANTOMFILM.COM
                  (A Development Stage Company)
              Consolidated Statements of Cash Flows
                           (Unaudited)

                                                                  From
                                                               Inception on
                             For the           For the       November 10,
                          Nine Months Ended Three Months Ended 1995 Through
                             December 31,     December 31,     December 31,
                        2000        1999    2000      1999       2000
                                                
CASH FLOWS FROM OPERATING
 ACTIVITIES

 Net loss              $(17,696) $(702,928) $(5,127) $(112,957)$(11,723,549)
 Adjustments to
 reconcile net loss to
 net cash used by
 operating activities:
  Depreciation and
  amortization expense        -     77,656        -     32,036      194,021
  Stock issued for
  services                8,000    371,247    8,000          -    3,526,273
  Bad debt expense            -          -        -          -      224,941
  Write-off mineral property  -          -        -          -    3,914,434
  Issuance of warrants        -          -        -          -       17,220
  Currency translation
  adjustment                  -          -        -          -     (168,626)
 Changes in operating
  assets and liabilities:
  (Increase) decrease in
  accounts receivable         -    (10,677)       -    (10,677)    (213,312)
  (Increase) decrease in
  deposits and  prepaid
  expenses                6,676     46,419   (4,000)   123,299      (89,365)
  Increase (decrease) in
  cash overdraft              -          -   (1,551)         -            -
  Increase (decrease) in
  accounts payable         (354)   (91,802)   1,803    (80,491)     157,885
  Increase in reserve for
  discontinued operations     -          -        -     89,076      258,161
  Increase (decrease) in
  accounts payable -
  related party             875          -      875     (6,278)         875

    Net Cash (Used) by
    Operating Activities (2,499)  (310,085)       -     35,008   (3,901,042)

CASH FLOWS FROM INVESTING
  ACTIVITIES

 Purchase of fixed assets     -          -        -          -     (149,014)
 Purchase of mineral property
  and deferred exploration
  costs                       -          -        -          -   (2,762,539)

    Net Cash (Used) by
    Investing Activities      -          -        -          -   (2,911,553)

CASH FLOWS FROM FINANCING
 ACTIVITIES

 Proceeds from common stock   -    556,421        -          -    5,340,175
 Proceeds on notes payable    -          -        -          -    1,713,292
 Payments on notes payable    -   (240,872)       -    (29,530)    (240,872)

    Net Cash Provided by
    Financing Activities $    -   $315,549    $   -   $(29,500) $ 6,812,595



                         PHANTOMFILM.COM
                  (A Development Stage Company)
        Consolidated Statements of Cash Flows (Continued)
                           (Unaudited)

                                                                  From
                                                               Inception on
                             For the           For the       November 10,
                          Nine Months Ended Three Months Ended 1995 Through
                             December 31,     December 31,     December 31,
                        2000        1999    2000      1999       2000
                                                
NET INCREASE IN CASH       $(2,499)   $ (5,464) $     -  $ 5,478 $         -

CASH AT BEGINNING OF PERIOD  2,499          82        -       68           -

CASH AT END OF PERIOD      $     -    $  5,546  $     -  $ 5,546 $         -

CASH PAID FOR:

 Interest                  $     -    $      -  $     -  $     - $         -
 Income taxes              $     -    $      -  $     -  $     - $         -

NON-CASH FINANCING ACTIVITIES

 Common stock issued for
 acquisition               $     -    $      -  $     -  $     - $   394,062
 Common stock issued for
 debt conversion           $     -    $      -  $     -  $     - $ 1,210,719
 Common stock issued for
 mineral properties        $     -    $      -  $     -  $     - $   550,000
 Common stock issued for
 services                  $ 8,000    $371,247  $ 8,000  $     - $ 3,526,273
 Common stock issued for
 license                   $     -    $125,000  $     -  $     - $   125,000

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 1 - ORGANIZATION AND HISTORY

     The consolidated financial statements presented are those of
     Panther Resources Ltd. (the Company).  The Company was originally
     incorporated as Thermacor Technology, Inc. on September 21, 1984
     under the laws of the State of Nevada.  On March 26, 1997, the
     Company changed its name to Golden Panther Resources, Ltd. and on
     March 10, 1998, the Company changed its name to Panther Resources
     Ltd.  On June 11, 2000, the Company changed its name to
     PhantomFilm.com.

     Golden Panther Resources Ltd. (premerger) (GPR) was incorporated
     under the Company Act of British Columbia on November 10, 1995 as
     508556 B.C. Ltd. and changed its name to Golden Panther Resources
     Ltd. on March 28, 1996.

     On April 2, 1997, Panther Resources Ltd. and Golden Panther
     Resources, Ltd. completed an Agreement and Plan of Reorganization
     whereby the Company issued 300,000 shares of its common stock in
     exchange for all of the outstanding common stock of GPR.
     Immediately prior to the Agreement and Plan or Reorganization, the
     Company had 1,230,890 shares of common stock issued and
     outstanding.

     The acquisition was accounted for as a recapitalization of GPR
     because the shareholders of GPR controlled the Company after the
     acquisition.  Therefore, GPR is treated as the acquiring entity.
     There was no adjustment to the carrying value of the assets or
     liabilities of GPR in the exchange.  The Company is the acquiring
     entity for legal purposes and GPR is the surviving entity for
     accounting purposes.  On March 1, 1997, the Company completed a
     reverse stock split of 1-for-10 shares.  On March 22, 1997, the
     shareholders of the Company authorized a reverse stock split of 1-
     for-20 shares.  On June 11, 2000, the shareholders of the Company
     authorized a reverse stock split of 1-for-10 shares.  All
     references to common stock have been retroactively restated.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

     a.  Accounting Method

     The Company's financial statements are prepared using the accrual
     method of accounting.  The Company has elected a March 31 year
     end.

     b.  Cash and Cash Equivalents

     Cash equivalents include short term, highly liquid investments
     with maturities of three months or less at the time of
     acquisition.

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

     c.  Basic Loss Per Share

              For the Three Months Ended      For the Nine Months Ended
                December 31, 2000               December 31, 2000

       Loss        Shares      Per Share     Loss       Shares    Per Share
  (Numerator) (Denominator)    Amount   (Numerator)(Denominator)  Amount
    $ (5,127)    7,152,809     $  (0.00)  $ (17,696)   7,102,809   $ (0.00)

              For the Three Months Ended      For the Nine Months Ended
                December 31, 1999               December 31, 1999

       Loss        Shares      Per Share     Loss       Shares    Per Share
  (Numerator) (Denominator)    Amount   (Numerator)(Denominator)  Amount
    $(112,957)   7,245,645     $  (0.02)  $(702,928)  6,433,069    $ (0.11)

  The computations of basic loss per share of common stock are based
  on the weighted average number of shares outstanding at the date of
  the financial statements.

  d.  Provision for Taxes

  At December 31, 2000, the Company had net operating loss
  carryforwards of approximately $4,200,000 that may be offset against
  future taxable income through 2019.  No tax benefit has been
  reported in the consolidated financial statements, because the
  Company believes there is a 50% or greater chance the carryforward
  will expire unused.  Accordingly, the potential tax benefits of the
  loss carryforward are offset by a valuation account of the same
  amount.

  e.  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
  revenues and expenses during the reporting period.  Actual results
  could differ from those estimates.

  f.  Preferred Stock

  The Company has authorized 10,000,000 shares of preferred stock, par
  value $0.001 per share.  2,000,000 shares of the preferred stock
  have been issued as a Class A issuance.  Each share is convertible
  into 5 shares of common stock at $0.10 per share.

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

  g.  Mineral Properties

  The costs associated with acquiring and exploring mineral properties
  are capitalized on an individual property basis.  When a property is
  developed to the stage of commercial production, the related costs
  will be amortized over the estimated reserve life of the property.
  If a property is abandoned or if it is determined that its net
  recoverable value is less than book value, the related costs will be
  charged against operations in the year of abandonment or impairment
  in value.

  The recorded amounts represent cost to date and do not necessarily
  reflect present or future value.

  Mineral property option payments received by the Company upon sale
  of an interest in a mining property are considered a recovery of
  costs and are recorded as a reduction of the mineral property costs.

  The Company has set up an allowance for the full amount of the
  mineral properties due to the doubtfulness of the recoverability of
  the costs (Note 5).

  h.  Title to Mineral Properties

  Although it is the Company's policy to confirm the validity of its
  rights to title to, or contract rights with respect to, each mineral
  property in which it has a material interest, there is no guarantee
  that title to its properties will not be challenged or impugned.
  Title insurance generally is not available, and the Company's
  ability to ensure that it has obtained secure claim to individual
  mineral properties or mining concessions may be severely
  constrained.  The Company has conducted surveys of all of the claims
  in which it holds direct or indirect interests and, therefore, the
  precise area and location of such claims is not in doubt.  All
  mineral properties have a full allowance because of the doubtful
  nature of future cash flows.

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

  i.  Concentrations of Risk - Foreign Operations

  The Company has conducted exploration activities in countries with
  developing economies, including Mexico and Indonesia.  Both of these
  countries have experienced recently, or are experiencing currently,
  economic or political instability.  Hyperinflation, volatile
  exchange rates and rapid political and legal change, often
  accompanied by military insurrection, have been common in these and
  certain other emerging markets in which the Company may conduct
  operations.  The Company may be materially adversely affected by
  possible political or economic instability in any one or more of
  those countries.  The risks include, but are not limited to
  terrorism, military repression, expropriation, changing fiscal
  regimes, extreme fluctuations in currency exchange rates, high rates
  of inflation and the absence of industrial and economic
  infrastructure.  Changes in mining or investment policies or shifts
  in the prevailing political climate in any of the countries in which
  the Company conducts exploration and development activities could
  adversely affect the Company's business.  Operations may be affected
  in varying degrees by government regulations with respect to
  production restrictions, price controls, export controls, income and
  other taxes, expropriation of property, maintenance of claims,
  environmental legislation, labor, welfare benefit policies, land
  use, land claims of local residents, water use and mine safety.  The
  effect of these factors cannot be accurately predicted.  Currently,
  the Company is not conducting operations in Mexico or Indonesia.

  j.  Capital Assets and Amortization

  Capital assets are recorded at cost and amortization is provided
  over the estimated economic life on a straight line basis at the
  following rates:

           Office furniture and equipment 20% per year
           Computer equipment             30% per year
           Drilling equipment             20% per year

  k.  Foreign Currency Translation

  Monetary assets and liabilities denominated in foreign currencies
  are translated into United States dollars at the period and
  exchange rate.  Non-monetary assets are translated at the
  historical exchange rate and all income and expenses are
  translated at the exchange rates prevailing during the period.
  Foreign exchange currency translation adjustments are included in
  the stockholders' equity section.

  l.  Fair Value of Financial Instruments

  As of December 31, 2000, the fair value of cash, accounts
  receivable and accounts and advances payable including amounts due
  to and from related parties, approximate carrying values because
  of the short-term maturity of these instruments.

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 2 -   SIGNIFICANT ACCOUNTING POLICIES (Continued)

     m.  Principles of Consolidation

     The consolidated financial statements include the accounts of
     PhantomFilm.com, Golden Panther Resources, Incorporated, Golden
     Panther Investments, Ltd. and Panther Group, Ltd.  All significant
     intercompany accounts have been eliminated.

     n.  Change in Accounting Principles

     In June 1998, the FASB issued SFAS No. 133, "Accounting for
     Derivative Instruments and Hedging Activities" which requires
     companies to record derivatives as assets or liabilities, measured
     at fair market value.  Gains or losses resulting from changes in the
     values of those derivatives would be accounted for depending on the
     use of the derivative and whether it qualifies for hedge accounting.
     The key criterion for hedge accounting is that the hedging
     relationship must be highly effective in achieving offsetting
     changes in fair value or cash flows.  SFAS No. 133 is effective for
     all fiscal quarters of fiscal years beginning after June 15, 1999.
     The adoption of this statement had no material impact on the
     Company's consolidated financial statements.

     o.  Unaudited Financial Statements

     The accompanying unaudited financial statements include all of the
     adjustments which, in the opinion of management, are necessary for a
     fair presentation.  Such adjustments are of a normal recurring
     nature.

NOTE 3 -   GOING CONCERN

     The Company's consolidated financial statements are prepared using
     generally accepted accounting principles applicable to a going
     concern which contemplates the realization of assets and liquidation
     of liabilities in the normal course of business.  However, the
     Company does not have significant cash or other current assets, nor
     does it have an established source of revenues sufficient to cover
     its operating costs and to allow it to continue as a going concern.
     The Company intends to develop business on the internet.  In the
     interim, management is committed to meeting the operational cash
     flow needs of the Company.

NOTE 4 -   FURNITURE AND EQUIPMENT

                                        December 31 and March 31, 2000
                                                  Accumulated   Net Book
                                         Cost     Depreciation    Value

       Office furniture and equipment  $   71,260  $  71,260    $    -
                                       $   71,260  $  71,260    $    -

       During the nine months ended December 31, 2000 and 1999, the Company
       expensed $-0- and $77,656 in depreciation, respectively.  These
       amounts are included in loss from discontinued operations.

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 5 - MINERAL PROPERTIES AND DEFERRED EXPENDITURES

           La Verde, Mexico property                  $           820,208
           Exploration costs - La Verde property                1,161,485
           Kutai property - East Kaumantan, Indonesia           1,250,000
           Exploration and development costs - Kutai property     233,693
           Allowance for loss on mineral properties            (3,465,386)

                                                      $                 -


     Kutai Property, Indonesia

     Panther acquired in 1996 a property known as Kutai.  It is 123,548
     acres (50,000 hectares) in size and is located in the province of
     Eastern Kalimantan on the Island of Borneo.  Panther has a joint
     venture agreement on the property with an Indonesian partner, P.T.
     Pertiwi Kencana Abadi (PKA), a company incorporated in Indonesia.
     Panther has 80% of the concession while PKA has 20%.  Panther can
     acquire an additional 10% of the property for a $5,000,000 lump sum
     payment to PKA.

     La Verde Property, Sinaloa, Mexico

     The La Verde properties are located near Cosala in the State of
     Sinaloa, about 99 miles north of Mazatlan, Mexico, and 97 miles
     southeast of Culiacan, the capital of Sinaloa.

     Allowance for Loss on Mineral Properties

     The Company has set up an allowance for 100% of the mineral
     properties because of the change in the Company's business plan.
     This amount is recorded in the loss from discontinued operations.

                         PHANTOMFILM.COM
                  (A Development Stage Company)
          Notes to the Consolidated Financial Statements
                    December 31, 2000 and 1999


NOTE 6 - LOSS FROM DISCONTINUED OPERATIONS

     On March 31, 1999, the Board of Directors of the Company decided to
     discontinue the mining operations due to a lack of funding and low
     precious metal prices.  The following is a summary of the loss from
     discontinued operations.

                                                              From
                                                            Inception on
                                                          November 10,
                                                            1995 Through
                                                              June 30,
                                                              1999

       REVENUES                                              $         -

       EXPENSES

        General and administrative                             6,923,450
        Depreciation                                              23,483

          Total Expenses                                       6,946,933

       LOSS FROM OPERATIONS                                   (6,946,933)

       OTHER INCOME (EXPENSE)

        Currency translation income                              168,626
        Write-off of mineral property                         (3,914,434)
        Bad debt expense                                        (224,941)
        Interest income                                            7,952

          Total Other Income (Expense)                        (3,962,797)

       NET LOSS                                            $ (10,909,730)

       The Company had liabilities of $205,676 which are associated with
       the discontinued operations.  No income tax benefit has been
       attributed to the loss from discontinued operations

NOTE 7 -  COMMITMENTS AND CONTINGENCIES

       Lease

       The Company has a month-to-month office lease agreement which calls
       for payments of $6,292 per month.

NOTE 8 -  COMMON STOCK

       On October 31, 2000, the Company issued 100,000 shares of common
       stock for services, valued at $0.08 per share for $8,000.


Item 2.   Management's Discussion and Analysis or Plan of Operation.
- --------------------------------------------------------------------

Plan of Operation.
- ------------------

          The Company's business plan calls for it to derive revenues from
licensing streaming video technology to other companies and from the sale of
advertising on its own Web sites, including gateway ads with guaranteed
"click-throughs," channel and event sponsorships, and traditional banner
advertisements.  Management believes that streaming media technology is
essential to the evolution of the World Wide Web as a mass communication
medium since it provides a more compelling user experience.

          Although the Company is not one of the early entrants into the
internet video market, it plans to establish strong brand recognition
for its streaming video Technology.

Results of Operation.
- ---------------------

          From our inception through December 31, 2000, we have had no
revenues and our operating activities consisted primarily of investing in
mineral properties.  On June 29th, 1999 the Company entered into a non-
exclusive licensing agreement wherein the Company obtained the right to market
streaming video technology on a non-exclusive basis. At the present time this
technology is not ready for commercial use.  Future sales of business services
related to streaming media content and advertising are projected to be the
main sources of our revenues.  The company plans to pursue other avenues of
the streaming video business through acquisition or joint venture arrangements
although there is nothing formalized at this time.

          We have incurred significant losses since inception on November 10,
1995.  From inception to December 31, 2000, the Company has incurred a net
loss of $11,723,549, with a net loss of $17,696 for the nine months ended
December 31, 2000.

          We believe that our success will depend largely on our ability to
compete as a source for streaming media programming and business services to
the Web.

                        PART II - OTHER INFORMATION

Item 1.   Legal Proceedings.
- ----------------------------

          None; not applicable.

Item 2.   Changes in Securities.
- --------------------------------

          None; not applicable.

Item 3.   Defaults Upon Senior Securities.
- ------------------------------------------

          None; not applicable.

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

          None; not applicable.

Item 5.   Other Information.
- ----------------------------

          None; not applicable.

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

          (a)  Exhibits.

               None.

          (b)  Reports on Form 8-K.

               None.


                               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.

                                      PHANTOMFILM.COM


Date: 20/02/01                        By/s/Victor Cardenas
     --------------                   -------------------------------------
                                        Victor Cardenas
                                        President/Director

Date: 20/02/01                        By/s/Gordon Muir
     --------------                   -------------------------------------
                                        Gordon Muir
                                        CEO/Director

Date: 20/02/01                        By/s/Penny Perfect
     --------------                   -------------------------------------
                                        Penny Perfect
                                        Director

Date: 20/02/01                        By/s/Katharine Johnston
     --------------                   -------------------------------------
                                        Katharine Johnston
                                        Director