SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB

               Quarterly Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934

                 For the quarterly period ended: March 31, 1997

                        Commission File number: 0-114244

                          WHITE CLOUD EXPLORATION, INC.
             (Exact name of registrant as specified in its charter)

Utah                                                    84-0959153
--------------------------------                        ---------------------
State or Other Jurisdiction                             (I.R.S. Employer
of incorporation or organization)                       Identification Number)

1430 Larimer #209, Denver, CO                        80202
---------------------------------------              --------
(Address of principal Executive Offices              Zip Code)

Registrant's telephone number, including area code: None

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          No   X
                              -----       -----

As of March 31, 1997, there were 9,825,000  outstanding  shares of common stock,
par value $.0001 outstanding.


<PAGE>



PART 1. FINANCIAL INFORMATION

     ITEM 1. Financial Statements
             ---------------------
            
                          WHITE CLOUD EXPLORATION, INC.
                           Consolidated Balance Sheet
                                   (Unaudited)



                                                        March           June
ASSETS                                                 31, 1997       30, 1996
                                                      ---------      ---------
CURRENT ASSETS:
     Cash and Cash Equivalents                        $     100      $    100
     Prepaid Expenses                                         -             -
     Accounts Receivable                                      -             -
     Accrued Interest Receivable                              -             -
    Intercompany Receivable                                   -             -

          Total Current Assets                        $     100      $    100
--------------------------------------------------------------------------------

       TOTAL ASSETS                                   $     100      $    100
================================================================================

LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)

CURRENT LIABILITIES:
     Accounts Payable                                 $  29,555      $  27,055

          Total Current Liabilities                   $  29,555      $  27,055

STOCKHOLDER'S EQUITY (DEFICIT):
     Common Stock, $.001 par value
         - 50,000,000
      shares authorized, 9,825,000
         shares issued and outstanding                $   9,825      $   9,825
     Additional Paid In Capital                       $  65,707      $  65,707

         Deficit accumulated during the
         development stage                             (104,987)      (102,487)
-------------------------------------------------------------------------------

     Total Stockholder's Equity                       $ (29,455)       (26,955)
-------------------------------------------------------------------------------
      TOTAL LIABILITIES &
         STOCKHOLDER'S EQUITY                         $     100      $     100
===============================================================================

             The accompanying notes are considered an integral part
                         of these financial statements


<PAGE>
<TABLE>
<CAPTION>

                           WHITE CLOUD EXPLORATION, INC.
                  Consolidated Statement of Income and Expense
                                    (Unaudited)


                                                     3 Months                           9 Months
                                                     Ended March 31,                    Ended March 31,
                                                     1996              1997             1996              1997
                                                     ----------------------             ----------------------

<S>                                                  <C>              <C>               <C>              <C>
OPERATING REVENUES

         Revenues                                    -                 -                -                 -
Gross Profit                                         -                 -                -                 -


OPERATING EXPENSES
Salaries                                             -                 -                -                 -
Office                                               -                 -                -                 -
Travel                                               -                 -                -                 -
Professional fees                                    -                 2,500             -                2,500
Telephone & Utilities                                -                 -                -                 -
Depreciation                                         -                 -                -                 -
Miscellaneous                                        -                 -                -                 -
Interest expense                                     -                 -                -                 -

Total Operating Expense                              -                 2,500            -                 2,500
---------------------------------------------------------------------------------------------------------------

OTHER REVENUES & EXPENSES

Miscellaneous Income                                 -                 -                -                 -

Total Other Revenues & Expenses                      -                 -                -                 -
----------------------------------------------------------------------------------------------------------------

NET INCOME (LOSS)                                    -                 (2,500)          -                 (2,500)
=================================================================================================================
</TABLE>


<PAGE>
<TABLE>
<CAPTION>


WHITE CLOUD EXPLORATION, INC.
Consolidated Statement of Cash Flows
(Unaudited)


                                                     Three Months                       Nine Months
                                                     Ended March 31,                    Ended March 31
                                                     1996              1997             1996              1997
                                                     ----------------------             ----------------------
<S>                                                  <C>              <C>               <C>              <C>   
Cash flows from
Operating Activities:

Net Profit (Loss)                                    -                 (2,500)          -                (2,500)

Depreciation                                         -                 -                -                 -
Stock issued for services                            -                 -                -                 -
(Increase) decrease in Accts Receivable              -                 -                -                 -
(Increase) decrease in Prepaids                      -                 -                -                 -
(Increase) decrease in Deposits                      -                 -                -                 -
(Decrease) increase in Accrued Expenses              -                 -                -                 -
(Decrease) increase in Accts Payable                 -                 -                -                 -
(Decrease) increase in Advance Payable               -                 -                -                 -

Net Cash Flows Used for
Operating Activities                                 -                 (2,500)          -                 (2,500)

Cash Flows from investing activities
(Purchase) sale of Fixed Assets                      -                 -                -                 -
(Purchase) sale of Note Receivable                   -                 -                 -                -
(Purchase) sale of Lease Interests                   -                 -                -                 -

Total cash used for investing                        -                 -                -                 -

Cash flows from financing activities
Increase (Decrease) in Note Payable                  -                 -                -                 -
Sale of Common Stock                                 -                 -                -                 -

Total Cash from financing activities                 -                 -                -                 -

Increase (Decrease) in cash                          -                 (2,500)          -                 (2,500)
-----------------------------------------------------------------------------------------------------------------

Cash and cash equivalents -
beginning of period                                  -                 100              -                 100
-----------------------------------------------------------------------------------------------------------------

Cash and cash equivalents -
end of period                                        -                 100              -                 100
=================================================================================================================
</TABLE>


<PAGE>



ITEM 2.

Management's Discussion and Analysis of Financial Condition and Results of
Operations

Results of Operations
---------------------

     The Company incurred expenses for the three month period of $2,500 compared
to $0 in the same period in 1996.  There were no  operations or revenues for the
period compared with $0 for the same period in 1996. The Company  recorded a net
loss of $2,500  for the  period as  compared  to no loss for the same  period in
fiscal  year  1996.  The losses  were due to  accounting  expenses  to bring its
financial  information  current.  The Company  losses will continue until income
from  operations can be achieved.  While the Company is seeking  capital sources
for investment or in the alternative, acquisition or merger candidates, there is
no assurance that capital sources can be found.  The Company has no revenues and
has no other income.

Liquidity and Capital Resources
-------------------------------

     The Company had nominal cash capital at the end of the period.  The Company
will be forced to make private  placements of stock in order to fund  operations
continuance. No assurance exists as to the ability to make private placements of
stock.


PART II
                                OTHER INFORMATION

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)  The following are filed as Exhibits to this Quarterly Report. The
               numbers refer to the Exhibit Table of Item 601 of Regulation S-K:

                    None.

          (b)  Reports on Form 8-K filed during the three months ended March 31,
               1997. (incorporated by reference)

                    None.


<PAGE>



                                   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 of the
undersigned thereunto duly authorized.


                                       WHITE CLOUD EXPLORATION, INC.
                                       (Registrant)


                                       by:  /S/  STEVEN C. SIGNER
                                            -----------------------------------
                                            Steven C. Signer, President

Dated:  July 15, 1997