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

                                   FORM 10-QSB
(Mark One)

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

For the quarterly period ended    March 31, 1998

[ ]  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.     33-55254-38

                             ULTRONICS, CORPORATION
        (Exact name of Small Business Issuer as specified in its charter)

         NEVADA                                    87-0485313
(State or other jurisdiction of                 (I.R.S. Employer 
incorporation or organization)               Identification Number)


  4348 Butternut Road, Salt Lake City, Utah                    84124
(Address of principal executive offices)                     (Zip Code)


Issuer's telephone number, including area code     (801)  272-2432

         Indicate  by check mark  whether  the Issuer (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 Issuer
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days. [X] Yes [ ] No

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

             Class                            Outstanding as of March 31, 1998
-------------------------------------       ------------------------------------
$.001 PAR VALUE CLASS A COMMON STOCK                  6,000,000 SHARES


<PAGE>



                         PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements.

BASIS OF REPRESENTATION

General

         The accompanying  unaudited financial  statements have been prepared in
accordance with the instructions to Form 10-QSB and,  therefore,  do not include
all information and footnotes necessary for a complete presentation of financial
position,  results  of  operations,  cash  flows  and  stockholders'  equity  in
conformity  with generally  accepted  accounting  principles.  In the opinion of
management,  all adjustments considered necessary for a fair presentation of the
results of  operations  and  financial  position have been included and all such
adjustments are of a normal recurring nature.  Operating results for the quarter
ended March 31, 1998, are not necessarily  indicative of the results that can be
expected for the year ending December 31, 1998.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

         The  Company  has had no  operational  history and has yet to engage in
business of any kind. Expenses of $2,012 during the quarter ended March 31, 1998
are related to the costs of regulatory  filings to maintain the Company's status
as a SEC  reporting  entity.  These costs were borne by another  entity prior to
December,  1997. All risks  inherent in new and  inexperienced  enterprises  are
inherent in the Company's  business.  The Company has not made a formal study of
the economic  potential  of any  business.  At the present,  the Company has not
identified any assets or business opportunities for acquisition.

         The Company has limited liquidity and available capital resources, such
as credit  lines,  guarantees,  etc.  and should a merger or  acquisition  prove
unsuccessful,  it is possible  that the Company may be dissolved by the State of
Nevada for  failing to file  reports.  Should  management  decide not to further
pursue its acquisition activities, management may abandon its activities and the
shares of the Company would become worthless.

         Based  on  current  economic  and  regulatory  conditions,   Management
believes that it is possible,  if not probable,  for a company like the Company,
without  assets or  liabilities,  to  negotiate a merger or  acquisition  with a
viable private company.  The opportunity arises principally  because of the high
legal  and  accounting   fees  and  the  length  of  time  associated  with  the
registration process of "going public".  However, should any of these conditions
change,  it is very possible that there would be little or no economic value for
anyone taking over control of the Company.

                           PART II - OTHER INFORMATION

Item 6.           Exhibits and Reports on Form 8-K

         (a)      Exhibits
                  99.1 Financial Statements as of March 31, 1998
                  27 Financial Data Schedule

         (b)      Reports on Form 8-K
                  None.



<PAGE>



                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the Issuer has duly  caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                        ULTRONICS CORPORATION



Dated:   May 14, 1998                   /s/  W. Reed Jensen
                                        W. Reed Jensen, President and Director



<PAGE>


                                 SMITH & COMPANY
                          A PROFESSIONAL CORPORATION OF
                          CERTIFIED PUBLIC ACCOUNTANTS

MEMBERS OF:                                   10 WEST 100 SOUTH, SUITE 700
AMERICAN INSTITUTE OF                         SALT LAKE CITY, UTAH 84101
     CERTIFIED PUBLIC ACCOUNTANTS             TELEPHONE:       (801) 575-8297
UTAH ASSOCIATION OF                           FACSIMILE:       (801) 575-8306
     CERTIFIED PUBLIC ACCOUNTANTS             E-MAIL: smith&co@smithandcocpa.com
--------------------------------------------------------------------------------



                          INDEPENDENT AUDITOR'S REPORT

The Board of Directors and Shareholders
Ultronics Corporation

The  accompanying  balance sheet of Ultronics  Corporation as of March 31, 1998,
and the related  statements of  operations,  and cash flows for the three months
ended March 31,1 998 and 1997 were not audited by us and, accordingly, we do not
express an opinion on them.


                                                       /s/ Smith & Company
                                                   CERTIFIED PUBLIC ACCOUNTANTS

Salt Lake City, Utah
May 11, 1998


                                       F-1

<PAGE>



                              ULTRONICS CORPORATION
                          (A Development Stage Company)
                                  BALANCE SHEET
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                  March 31,
                                                                                    1998
                                                                           ----------------------
ASSETS
              CURRENT ASSETS
<S>                                                                        <C>                   
                  Cash in bank                                             $               21,365
                                                                           ----------------------

                                              TOTAL CURRENT ASSETS         $               21,365
                                                                           ======================

LIABILITIES & EQUITY
              CURRENT LIABILITIES
                  Accounts payable                                         $                1,000
                                                                           ----------------------

                                         TOTAL CURRENT LIABILITIES                          1,000

              STOCKHOLDERS' EQUITY 
                  Common Stock $.001 par value:
                      Authorized - 100,000,000 shares
                      Issued and outstanding
                       6,000,000 shares                                                     6,000
                  Additional paid-in capital                                               20,000
                  Deficit accumulated during the
                      development stage                                                    (5,632)
                                                                           ----------------------

                                        TOTAL STOCKHOLDERS' EQUITY                         20,365
                                                                           ----------------------

                                                                           $               21,365
                                                                           ======================
</TABLE>


                                       F-2

<PAGE>



                              ULTRONICS CORPORATION
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                           3/14/90
                                                                     Three Months Ended                   (Date of
                                                                          March 31,                     inception) to
                                                                   1998               1997                 3/31/98
                                                            -----------------   -----------------  -----------------------
<S>                                                         <C>                 <C>                <C>                    
Net sales                                                   $               0   $               0  $                     0
Cost of sales                                                               0                   0                        0
                                                            -----------------   -----------------  -----------------------

                                              GROSS PROFIT                  0                   0                        0

General and administrative expenses                                     2,012                   0                    5,635
                                                            -----------------   -----------------  -----------------------

                                                  NET LOSS  $          (2,012)  $               0  $                (5,635)
                                                            =================   =================  =======================

Net income (loss) per weighted
           average share                                    $             .00   $             .00
                                                            =================   =================

Weighted average number of common
           shares used to compute net income
           (loss) per weighted average share                        6,000,000           1,000,000
                                                            =================   =================
</TABLE>


                                       F-3

<PAGE>



                              ULTRONICS CORPORATION
                          (A Development Stage Company)
                  STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                     Deficit
                                                                                                   Accumulated
                                                   Common Stock                 Additional           During
                                                 Par Value $0.001                 Paid-in          Development
                                            Shares            Amount              Capital             Stage
                                        --------------    --------------    -----------------    --------------
Balances at 5/14/90
<S>                                     <C>               <C>               <C>                  <C>           
     (Date of inception)                             0    $            0    $               0    $            0
     Issuance of common
         stock (restricted)
         at $.001 per share
         at 3/14/90                          1,000,000             1,000
     Net loss for period                                                                                 (1,000)
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/90                         1,000,000             1,000                                 (1,000)
     Net loss for year                                                                                        0
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/91                         1,000,000             1,000                                 (1,000)
     Net loss for year                                                                                        0
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/92                         1,000,000             1,000                                 (1,000)
     Net loss for year                                                                                        0
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/93                         1,000,000             1,000                                 (1,000)
     Net loss for year                                                                                        0
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/94                         1,000,000             1,000                                 (1,000)
     Net loss for year                                                                                        0
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/95                         1,000,000             1,000                                 (1,000)
     Net income for year                                                                                      0
                                        --------------    --------------    -----------------    --------------
Balances at 12/31/96                         1,000,000             1,000                                 (1,000)
     Issuance of common stock
         at $.005 per share at
         12/12/97                            5,000,000             5,000               20,000
     Net income for year                                                                                 (2,623)
                                        --------------    --------------    -----------------    ---------------
Balances at 12/31/97                         6,000,000             6,000               20,000            (3,623)
     Net income for period                                                                               (2,012)
                                        --------------    --------------    -----------------    ---------------

Balances at 3/31/98                          6,000,000    $        6,000    $          20,000    $       (5,635)
                                        ==============    ==============    =================    ==============
</TABLE>


                                       F-4

<PAGE>



                              ULTRONICS CORPORATION
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)


<TABLE>
<CAPTION>
                                                                                                        3/14/90
                                                                                                       (Date of
                                                                  Three Months Ended March 31,       Inception) to
                                                                     1998              1997             3/31/98
                                                               ---------------    ---------------  ----------------
OPERATING ACTIVITIES
<S>                                                            <C>                <C>              <C>              
  Net (loss)                                                   $        (2,012)   $             0  $         (5,635)
  Adjustments to reconcile net (loss) to cash used
     by operating activities:
       Increase (decrease) in accounts payable                          (1,623)                 0             1,000
                                                               ---------------    ---------------  ----------------
                                               NET CASH USED
                                     BY OPERATING ACTIVITIES            (3,635)                 0            (1,950)

INVESTING ACTIVITIES                                                         0                  0                 0
                                                               ---------------    ---------------  ----------------

                                    NET CASH PROVIDED (USED)
                                     BY INVESTING ACTIVITIES                 0                  0                 0

FINANCING ACTIVITIES
  Proceeds from sale of common stock                                         0                  0            26,000
                                                               ---------------    ---------------  ----------------

                                        NET CASH PROVIDED BY
                                        FINANCING ACTIVITIES                 0                  0            26,000
                                                               ---------------    ---------------  ----------------

                                            INCREASE IN CASH
                                        AND CASH EQUIVALENTS            (3,635)                 0            21,365

Cash and cash equivalents at beginning of year                          25,000                  0                 0
                                                               ---------------    ---------------  ----------------

                                   CASH AND CASH EQUIVALENTS
                                            AT END OF PERIOD   $        21,365    $             0  $         21,365
                                                               ===============    ===============  ================
</TABLE>






                                       F-5