SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549

                           FORM 10-QSB
(Mark One)

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

    For the quarterly period ended   September 30, 1997           
                                     ------------------

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

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

                   Commission File No.  811-08469

                      ACORN HOLDING CORP.             
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)

            Delaware                        59-2332857           
-------------------------------       -----------------------
(State or other jurisdiction of       (IRS Employer Identifi- 
incorporation or organization)              cation No.)

100 Park Avenue, 23rd Floor, New York, New York      10017      
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(Address of principal executive offices)           (Zip code)


Issuer's telephone number, including area code (212) 685-5654
                                               --------------
                          N/A
--------------------------------------------------------------
Former name, former address and former fiscal year, if changed
since last report.

Check whether the issuer (1) filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the past 12 months (or for such shorter period that the
issuer was required to file such reports) and (2) has been subject
to such filing requirements for the past 90 days.

          Yes      X          No             
               ----------         ----------
APPLICABLE ONLY TO CORPORATE ISSUERS:  State the number of shares
outstanding of each of the issuer's classes of common equity, as of
the latest practicable date: 5,538,906 shares of common stock, $.01
par value, as of November 14, 1997. 

<PAGE>
                           Acorn Holding Corp.
                                     
                     Condensed Interim Balance Sheets
                                (Unaudited)

     
<TABLE>
<CAPTION>
                                                September 30,  December 31,
                                                     1997           1996   

                                                ---------------------------
                                                 (Unaudited)    (Note 1)
<S>                                              <C>           <C>
Assets: 
Investments at market or fair value: 
  Investment in Recticon Enterprises, Inc. 
   (100% owned)                                  $13,900,000   $13,900,000 
  Investment in Automotive Industries, Inc. 
   (100% owned)                                      950,000     2,900,000 
  Investment in ServiceMax Tire & Auto 
   Centers, Inc. (100.0% owned)                            0             0 
                                                 --------------------------
                                                  14,850,000    16,800,000 

  Other common stock and warrants                      9,981        12,981 
  Certificate of Deposit                                   0       100,000 
  Investments in U.S. Treasury bills               1,442,430       250,341 
                                                 --------------------------
 Total investments (cost $11,255,911 and
  $13,122,865 at September 30, 1997 and 
  December 31, 1996, respectively)                16,302,411    17,163,322 

 Cash and cash equivalents                         1,985,993       951,782 
 Receivables from affiliates                         454,500       458,093 
 Other assets                                         38,553         4,555 
                                                 --------------------------
  Total assets                                    18,781,457    18,577,752 

 Liabilities:
  Accounts payable                                    22,780        36,445 
  Payables to affiliates                                   0       434,000 
  Deferred income taxes                            1,839,857     1,962,619 
                                                 --------------------------
   Net assets                                    $16,918,820   $16,144,688 
                                                 ==========================

                                    -2-

                                                September 30,  December 31,
                                                     1997           1996   

                                                ---------------------------
                                                 (Unaudited)    (Note 1)

Net Assets:
  Common Stock, par value $.01 per share -
   authorized 20,000,000 shares, issued 
   5,538,906 at September 30, 1997, and              
   5,538,906 at December 31, 1996                $    55,389   $    55,389 
  Additional paid-in capital                      14,090,156    14,090,156 

Accumulated:
  Net investment income                            1,040,151       274,607 
  Net realized losses on investments                (784,921)     (886,921)
  Net unrealized appreciation of
   investments (net of deferred
   income taxes of $1,799,408 and
   $1,429,000 at September 30, 1997 and
   December 31, 1996)                              2,518,045     2,611,457 
                                                 --------------------------
                                                   2,773,265     1,999,143 
                                                 --------------------------

Net assets applicable to outstanding 
 common shares (equivalent to $3.05
 per share in 1997 and $2.91 per share 
 in 1996, based on outstanding common 
 shares of 5,538,906 in 1997 and 1996)           $16,918,820   $16,144,688 
                                                 ==========================

</TABLE>
See accompanying notes.











                                    -3-
<PAGE>
                            Acorn Holding Corp.

                Condensed Interim Statements of Operations
                                (Unaudited)

<TABLE>
<CAPTION>
                                      Three months ended  Nine months ended  
                                        September 30        September 30     
                                      1997       1996      1997       1996
                                ----------------------------------------------

<S>                             <C>         <C>         <C>        <C>
Investment Income: 
 Interest                       $   48,847  $    4,066  $   79,783 $   10,649
 Dividends from affiliates               0     178,300     434,216    583,300
 Consulting and management fees 
  from affiliated companies        145,834           0     887,834    450,000
                                ----------------------------------------------
                                   194,681     182,366   1,401,833  1,043,949
                                ----------------------------------------------
Expenses: 
 Consulting fees                     3,523       2,642       8,807      9,926
 Compensation                      128,210     132,653     355,347    396,958
 Legal and accounting               85,563      28,957     152,215     73,896
 Payroll taxes                           0           0      13,023          0
 Registration and exchange             704       1,605       8,382      8,730
 Director fees                       5,000           0      15,000          0
 Other                               6,529      36,256      71,232    173,301
                                ----------------------------------------------
                                   229,529     202,113     624,005    662,811

Net investment income              (34,847)    (19,747)    777,828    381,138 
                                ----------------------------------------------
Realized and unrealized gains
 on investments:

Realized gains from sales  
 of investments                     (3,000)          0     102,000          0 

Net change in unrealized 
 appreciation (depreciation) 
 of investments                          0           0    (246,469) 1,770,000 

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

Net realized and unrealized 
 gains (losses) on investments      (3,000)          0    (144,469) 1,770,000 

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

                                      -4-
<PAGE>
                                      Three months ended  Nine months ended  
                                        September 30        September 30     
                                      1997       1996      1997       1996
                                ----------------------------------------------
Net increase in net 
 assets resulting from 
 operations before income
 tax provision                    (37,847)    (19,747)     633,358  2,151,138 

Income tax provision              271,762           0      140,762          0 
                               ----------------------------------------------
Net increase in net 
 assets resulting from 
 operations                    $  233,915   $ (19,747)  $  774,120 $2,151,138 
                               ==============================================
Per-share amounts:
Net investment income             ($0.006)     $0.023      $0.137     $0.066
Net realized gains on 
 investments                      ($0.001)     $0.000      $0.018     $0.000
Net unrealized gain (losses)
  on investments                   $0.000      $0.000     ($0.044)    $0.440
Income tax provision               $0.048      $0.000      $0.025     $0.000
                               ----------------------------------------------
                                   $0.041      $0.023      $0.137     $0.380
                               ==============================================

Weighted average number of 
 shares in per share 
 computation                    5,665,253   5,769,409    5,665,253  5,769,409
                               ===============================================
</TABLE>
See accompanying notes.












                                      -5-
<PAGE>
                        Acorn Holding Corp.
                                   
         Condensed Interim Statements of Changes in Net Assets
                              (Unaudited)
<TABLE>
<CAPTION>
                                                 Nine Months Ended
                                                   September 30, 
                                                 1997          1996    
                                             ---------------------------
<S>                                          <C>            <C>
Net investment income                        $   777,839    $   381,138 
Net realized gains on investments                102,000              0
Net increase in unrealized appreciation 
 (depreciation) of investments                  (246,469)     1,770,000
Net income tax benefit                           140,762              0
                                             ------------   ------------

Net increase in assets resulting
 from operations                                 774,132      2,151,138 
Net assets at beginning of period             16,144,688     14,183,554
                                             ------------   ------------
Net assets at end of period                  $16,918,820    $16,334,692
                                             ============   ============
</TABLE>
See accompanying notes.




















                                      -6-
<PAGE>

                         Acorn Holding Corp.
                                   
              Condensed Interim Statements of Cash Flows
                              (Unaudited)

<TABLE>
<CAPTION>
                                                  Nine Months Ended
                                                   September 30, 
                                                 1997          1996    
                                             ---------------------------
<S>                                          <C>            <C> 
Net cash provided by operating 
 activities                                  $   740,180    $   388,474 
                                             ------------   ------------
Investing activities:
Investment in Automotive Industries, Inc.      1,817,119       (460,330)
Other investments                                  3,000              0
Purchase of U.S. Treasury bill                (1,192,088)      (444,419)
Redemption of U.S. Treasury bill                       0        398,466 
Purchase of certificate of deposit                     0       (100,000)
Proceeds from maturity of certificate
 of deposit                                      100,000              0
                                             ------------   ------------

Financing activities:
Payment on note payable to Automotive
 Industries, Inc.                               (434,000)             0
                                             ------------   ------------
Net cash provided by financing activities        434,000       (606,283)
                                             ------------   ------------

Increase in cash and cash equivalents          1,034,211       (217,809)
Cash and cash equivalents at beginning 
 of period                                       951,782        383,563
                                             ------------   ------------
Cash and cash equivalents at end of period   $ 1,985,993    $   165,754
                                             ============   ============

</TABLE>
See accompanying notes.




                                      -7-
<PAGE>
                          Acorn Holding Corp.
                                   
                 Notes to Condensed Interim Financial
                        Statements (Unaudited)
                                   
                            September 30, 1997  
                                   
                                   
1. Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and Item 310 of
Regulation S-B.  Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.  In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included.  Operating results for the nine-month period
ended September 30, 1997, are not necessarily indicative of the results that
may be expected for the year ending December 31, 1997.   For further
information, refer to the financial statements and footnotes thereto included
in the Company's annual report on Form 10-KSB for the year ended December 31,
1996.

2. Investments in and Advances to Majority Owned Companies

The Company's wholly owned investments are valued at fair value by the Board
of Directors as these investments are not readily marketable.  In determining
fair value, the Board of Directors considers a number of factors which
influence the value of the Company's investments, including current and
expected future operating performance, industry and general market and
economic trends, the competitive marketplace and other factors.  A summary of
the Company's wholly owned investments at September 30, 1997 is as follows: 

Number 
of                                               
Shares    Type of Issue and Name of User            Cost        Value
-----------------------------------------------------------------------------
100    Common stock, Recticon Enterprises, Inc. 
         100% owned.                             $3,195,750   $13,900,000

Recticon, located in Pottstown, Pennsylvania, manufactures two, three and
four-inch monocrystalline silicon wafers, which are made from silicon crystals
and are the basic substrate from which integrated circuits and other
semiconductor devices are fabricated.  Recticon's wafers are used by
university research departments and microelectronic manufacturers, and are
best suited for use in electronics devices employed in avionics,
telecommunications and computers. 

As of September 30, 1997, the Board of Directors maintained the valuation of
Recticon at $13,900,000.
                                      -8-
<PAGE>
During the quarter ended September 30, 1997, Recticon paid the Company
management fees totaling $148,500. 

The following selected financial data of Recticon has been derived from
unaudited financial statements provided by Recticon.  The financial
information is of September 30, 1997 and September 30, 1996.

<TABLE>
<CAPTION>
                                   Three months ended     Nine months ended   
                                     September 30            September 30
Income Statement Data:            1997         1996        1997       1996
                               ----------------------------------------------
                                     (Unaudited)             (Unaudited)

<S>                             <C>         <C>         <C>         <C>
Net Sales                       $1,869,432  $2,599,935  $5,829,151  $7,598,370
Cost of goods sold               1,196,281   1,768,656   3,916,367   4,717,234
                                ----------  ----------  ----------  ----------
Gross Profit                       673,151     831,279   1,912,784   2,881,136

Operating Expense                  217,375     259,270     685,256     759,564
                                ----------  ----------  ----------  ----------
Net Income                         455,776     572,009   1,227,528   2,121,572
                                ----------  ----------  ----------  ----------

Note:  Above figures do not include management fees of $148,500 for the three
months ended September 30, 1997 and $150,000 for the three ended September 30,
1996; or management fees of $445,500 for the nine months ended September 30,
1997 and $450,000 for the nine months ended September 30, 1996; or taxes for 
such periods.


</TABLE>
<TABLE>
<CAPTION>
                                         As of September 30, 
 Balance Sheet Data:                      1997        1996
                                        ---------------------
                                            (Unaudited)
<S>                                     <C>         <C>
Total Assets                            $6,053,975  $6,787,316
                                        ==========  ==========
Total Current Liabilities                1,766,293   2,320,126
Total Long Term Debt*                    1,172,363   1,439,675
Stockholders Equity/Deficit              3,115,319   3,027,515
                                        ----------  ----------
Total Liabilities/Equity                $6,053,975  $6,787,316
                                        ==========  ==========

*    Includes Deferred Income of $1,366,655 from Customer Supply Agreement for
     the period ending September 30, 1997 and $1,833,320 for the period ending
     September 30, 1996.
</TABLE>
                                      -9-
<PAGE>
     On March 26, 1997, a Petition for Involuntary Bankruptcy under Chapter 7
was filed in the U.S. Bankruptcy Court, Eastern District of Michigan on behalf
of creditors of ServiceMax Tire and Auto Centers of Michigan, Inc.  On May 21,
1997 an Order of Relief was issued by the Court.  

Investments in Common Stock, Warrants, and Notes Receivable

Number 
of                                               
Shares  Type of Issue and Name of User         Cost        Value
---------------------------------------------------------------
          Common stocks - Restricted:

 49,565   Amerinex Artificial
          Intelligence, Inc.                 $ 12,040      $  9,913

     24   Cardiac Control
          Systems, Inc.                            68            68


                                             --------       --------
                                             $ 12,108       $  9,981 
                                             ========       ========

Face                                    
Value  Type of Issue and Name of Issuer        Cost           Value    
-------------------------------------------------------------------------

           Notes receivable - Restricted

$500,000   Note receivable from
           Digital Products Cor-
           poration, 10%, sub-
           ordinated convertible
           note, principal due on
           November 22, 1996;
           interest due semi-
           annually commencing
           May 22, 1994.                     $500,000      $      0
                                             --------      --------
                                             $500,000      $      0
                                             ========      ========
3.   Earnings Per Share

Per share amounts for the nine months ended September 30, 1997 and 1996, are
based on the weighted average number of common and common equivalent shares
(stock options) outstanding in each period and is computed in accordance with
APB Opinion No. 15.

                                     -10-
<PAGE>
In February 1997, The Financial Accounting Standards Board issued Statement
No. 128, "Earnings per Share".  Statement No. 128 will replace APB Opinion No.
15 and is effective for periods ending after December 15, 1997.  Earlier
application is not permitted.  When effective, Statement No. 128 requires
restatement of all prior period earnings per share ("EPS") data presented.

Statement No. 128 replaces the current EPS presentation with dual presentation
of basic and diluted EPS for entities with complex capital structures, such as
the Company.  Basic EPS includes no dilution and is computed by dividing
income by the weighted average number of common shares outstanding during the
period.  Diluted EPS reflects the potential dilution of securities, such as
stock options, that could share in the earnings of an entity.  If Statement
No. 128 had been applied for the periods ended September 30, 1997 and 1996,
there would have been no change from the EPS presented in the condensed
Interim Statement of Operations and Basic EPS and diluted EPS.  

ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
           FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     As of September 30, 1997, the Company had cash and cash equivalents of
$1,985,993 and United States Treasury Bills of $1,442,430, as compared to cash
and cash equivalents of $951,782, a Certificate of Deposit for $100,000, and
United States Treasury Bills of $250,341 at December 31, 1996.  The increase
in capital resources of $2,126,300 from December 31, 1996, was primarily the
result of the sale of the assets of Automotive Industries, Inc.  As of
September 30, 1997, the Company had liabilities of $1,862,637 as compared to
liabilities of $2,433,064 at December 31, 1996.  


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

     Exhibit No. 27 -- Financial Data Schedule

     (b)  Reports on Form 8-K:

     There were no reports on Form 8-K filed by the Company during the quarter
ended September 30, 1997. 



                                     -11-
<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 by the undersigned, thereunto duly authorized.


                         ACORN HOLDING CORP.



Date: November 19, 1997  Larry V. Unterbrink
                         ----------------------------------       
                         Larry V. Unterbrink, Treasurer
                         (Principal Financial and
                         Accounting Officer)


                         Stephen A. Ollendorff
                         ----------------------------------      
                         Stephen A. Ollendorff,
                         Chairman, Chief Executive Officer, 
                           and Secretary













                                     -12-