SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   FORM 10-QSB

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

        For the quarterly period ended September 30, 1996

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

        For the transition period from ___________ to ___________.

        Commission file number: 33-55254-34. 

                                  MAUI USA, INC.
        (Exact name of small business issuer as specified in its charter)

                         NEVADA                         87-0485322
              (State or other jurisdiction           (I.R.S. Employer
           of incorporation or organization)       Identification No.)

            505 FRONT STREET, SUITE 233, LAHAINA, MAUI, HAWAII  96761
            (Address of principal executive offices)       (Zip Code)

                                  (808) 667-0647
                           (Issuer's telephone number)

                     (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 Exchange Act during the past 12 months (or for
   such shorter period that the registrant was required to file such reports),
   and (2) has been subject to such filing requirements for the past 90 days.
        Yes   X    No     

        As of November 12, 1996, 8,000,000 shares of Class A Common Stock and
   2,000,000 shares of Class B Common Stock of the issuer were outstanding.
<PAGE>

   <TABLE>

                                                              MAUI USA, INC.

                                                                  INDEX
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                                                                                                                Page
                                                                                                              Number
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     PART I - FINANCIAL INFORMATION

             Item 1. Financial Statements

                      Balance Sheets - September 30, 1996 
                       and December 31, 1995 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

                      Statement of Operations - For the
                       nine months ended September 30, 1996 and 1995 . . . . . . . . . . . . . . . . . . . . . . .

                      Statement of Operations - For the 
                       three months ended September 30, 1996 and 1995  . . . . . . . . . . . . . . . . . . . . . .

                      Statement of Cash Flows - For the 
                       nine months ended September 30, 1996 and 1995 . . . . . . . . . . . . . . . . . . . . . . .

                      Notes to Financial Statements  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

     PART II - OTHER INFORMATION

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

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

     SIGNATURES  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .


     </TABLE>
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                          PART I - FINANCIAL INFORMATION

   ITEM 1. FINANCIAL STATEMENTS


           BALANCE SHEETS - SEPTEMBER 30, 1996 AND DECEMBER 31, 1995

   Maui USA Inc.
   Consolidated Balance Sheet



                                   September 30, 1996   December 31, 1995
   ASSETS                                (unaudited) 

   Cash (including restricted
    cash of $3,632,400
    and $1,142,872)                $       3,716,541     $     1,202,656 
   Receivable from County of
    Maui                                     790,719               --    
   Land under development                 18,673,327          15,278,255 
   Furniture and equipment,                   13,357              16,626 
    net
   Other                                      66,643              74,393 

      Total Assets                 $      23,260,587     $    16,571,930 


   LIABILITIES AND
   STOCKHOLDERS' EQUITY

   Accounts payable                $       1,587,729     $       615,926 
   Note payable                           11,750,000           7,500,000 
   Interest payable                          440,548                -    
   Payable to affiliates                   4,116,412           2,990,845 

      Total liabilities                   17,894,689          11,106,771 


   Stockholders' equity
    Common Stock
      Class A, $.001 par value;                8,000               8,000 
       authorized - 25,000,000
       shares, outstanding -
       8,000,000 shares
      Class B, $.001 par value;                2,000               2,000 
       authorized - 5,000,000
       shares, outstanding -
       2,000,000 shares
      Additional paid-in capital           5,556,149           5,556,149 
      Accumulated deficit                   (200,251)           (100,990)

      Total stockholders' equity           5,365,898           5,465,159 

      Total liabilities and
       stockholders' equity        $      23,260,587     $    16,571,930 
   See accompanying notes to consolidated financial statements.
<PAGE>


           STATEMENT OF OPERATIONS - FOR THE NINE MONTHS ENDED
           SEPTEMBER 30, 1996 AND 1995


   Maui USA Inc.
   Consolidated Statement of Operations
   (unaudited)



                                                   
                                         Nine Months Ended September 30, 
                                            1996                 1995


   Interest income                   $       34,252        $      23,060 

   General and administrative
    expenses                               (133,513)             (81,550)

   Net loss                          $      (99,261)       $     (58,490)


   Loss per common share
     Primary                         $       (0.010)       $      (0.006)


        See accompanying notes to consolidated financial statements.
<PAGE>



           STATEMENT OF OPERATIONS - FOR THE THREE MONTHS ENDED
           SEPTEMBER 30, 1996 AND 1995


   Maui USA Inc.
   Consolidated Statement of Operations
   (unaudited)


                                                   
                                        Three Months Ended September 30, 
                                            1996                 1995

   Interest income                   $       12,184        $         744 

   General and administrative
    expenses                                (37,258)             (25,130)

   Net loss                          $      (25,074)       $     (24,386)


   Loss per common share
     Primary                         $       (0.003)       $      (0.002)



   See accompanying notes to consolidated financial statements.
<PAGE>




           STATEMENT OF CASH FLOWS - FOR THE NINE MONTHS ENDED
           SEPTEMBER 30, 1996 AND 1995

   Maui USA Inc.
   Consolidated Statement of Cash Flows
   (unaudited)


                                                    
                                          Nine Months Ended September 30, 
                                              1996                1995

   Cash flows from operating
    activities                        $      (99,261)      $      (58,490)
     Net loss
     Adjustments to reconcile
      net loss to net cash
      provided by operating
      activities
      Depreciation and
       amortization                           12,656                 -   
      Changes in assets and
       liabilities
       Increase in receivable
        from County of Maui                 (790,719)                -   
       Decrease in 
        other assets                         (1,637)              (25,658)
       Increase in accounts
        payable                              971,803              104,628
       Increase in interest payable          440,548                 -   
       Net increase in payable
        to affiliates                      1,125,567            1,762,249


       Net cash provided by
        operating activities               1,658,957            1,782,729



   Cash flows used in
    investing activities
     Costs of land under
      development                         (3,395,072)          (2,190,376)
     Net purchases of
      furniture and
      equipment                                -                   (2,359)

      Net cash used in
       investing activities               (3,395,072)          (2,192,735)

   Cash flows provided by
    financing activities
   Note payable repayments               (3,750,000)                 -   
   Note payable borrowings                8,000,000                  -   

     Net cash provided by
      financing activities                4,250,000                  -   


   Net increase (decrease) in cash        (2,513,885)            (410,006)
<PAGE>

   Cash at beginning of
    period
     (including restricted
      cash of $1,142,872 and
      $1,209,368)                          1,202,656            1,569,797


   Cash at end of period
     (including restricted
      cash of $3,632,400 and
      $1,137,568)                     $    3,716,541       $    1,159,791


           See accompanying notes to consolidated financial statements.
<PAGE>


           NOTES TO FINANCIAL STATEMENTS 


   MAUI USA INC.
   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
   SEPTEMBER 30, 1996



   1.  BASIS OF PRESENTATION
       In the opinion of management, the unaudited financial information
       included in this report contains all adjustments, consisting of normal
       recurring adjustments only, necessary for a fair presentation of the
       results of operations and cash flows for the interim periods covered
       and the financial condition of the Company at the dates of the balance
       sheets.  The operating results for the interim periods are not
       necessarily indicative of the results to be expected for the full
       fiscal year.  The accounting policies followed by the Company are set
       forth in Note 2 to the financial statements included in the Company's
       Annual Report on Form 10-KSB for the year ended December 31, 1995.

       Effective January 1, 1996, the Company adopted Statement of Financial
       Accounting Standards No. 121 (FAS 121), "Accounting for the Impairment
       of Long-Lived Assets and for Assets to be Disposed Of."  FAS 121
       requires that long-lived assets and certain identifiable intangibles
       held and used by an entity be reviewed for impairment whenever events
       or changes in circumstances indicate that the carrying amount of an
       asset may not be recoverable.  Additionally, FAS 121 generally requires
       that the long-lived assets and certain identifiable intangibles to be
       disposed of be reported at the lower of the carrying amount or fair
       value less cost to sell.  The adoption of FAS 121 by the Company did
       not have a material effect on the unaudited financial information
       included in this report.

       Effective January 1, 1996, the Company adopted Statement of Financial
       Accounting Standards No. 123 (FAS 123), "Accounting for Stock-Based
       Compensation," which establishes financial accounting and reporting
       standards for stock-based employee compensation plans.  The adoption of
       FAS 123 by the Company did not have a material effect on the unaudited
       financial information included in this report.

   2.  NOTES PAYABLE
       On July 25, 1996, the Company entered into an agreement with an
       investor whereby the Company received $8 million in financing in the
       form of a mortgage loan.  In connection with this agreement the Company
       repaid half of the $7.5 million loan from the Bank of Bermuda, and the
       Bank approved the transfer of the remaining $3.75 million note payable
       from 3521 Corp. (an affiliate) to the Company.  The remaining Bank of
       Bermuda loan is subordinate to the $8 million mortgage loan and fixed
       price contract with a construction company.  The Company also used $4
       million of the proceeds to fund the general contractor's escrow account
       for construction of the Kahana Ridge Project.  The remaining proceeds
       were used to pay professional and administrative fees in connection
       with the financing and to provide additional working capital to the
       Company.

       Pursuant to the terms of the financing agreement, as and when the
       individual lots are sold, $100,000 from the sale of each lot is to be
       paid directly to the investor until the $8 million advance is paid in
       full together with the specified internal rate of return on the
       advance.
<PAGE>

   3.  MATERIAL COMMITMENTS
       Maui USA, Inc. (the "Company") is continuing with its development of
       three adjoining parcels of land, totaling approximately sixty acres,
       located on the Kahana Ridge in West Maui (the "Project").  The expected
       completion date for development of the Project is June 1997.  The
       Company has approximately $8.6 million in outstanding commitments
       related to a $11,456,000 fixed-price contract with a construction
       company for mass grading and infrastructure construction for the Kahana
       Ridge Project.  In connection with this contract, the Company placed
       into escrow $4 million on July 26, 1996 of which approximately $3.6
       million remained in escrow as of September 30, 1996.  As and when the
       individual lots are sold, $50,000 from the sale of each lot is to be
       repaid directly to the general contractor of the Project.
    
<PAGE>


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

             MATERIAL CHANGES IN FINANCIAL CONDITION

             Maui USA, Inc. (the "Company") is continuing with its development
   of three adjoining parcels of land, totalling approximately sixty acres,
   located on the Kahana Ridge in West Maui (the "Project").  The expected
   completion date for development of the Project is June 1997.  Costs
   incurred during the nine month period ended September 30, 1996 relate to
   development of the infrastructure of the Project and resulted in a
   significant increase (approximately $3.4 million) in Land Under Development
   (as set forth on the Company's unaudited consolidated balance sheet).  The
   increase in cash and notes payable represents the net financing proceeds
   received from an investor during the third quarter (see discussion at Notes
   Payable).  The increase in accounts payable and payable to affiliates from
   December 31, 1995 is due principally to the land development costs incurred
   in connection with the Project.

             MATERIAL CHANGES IN RESULTS OF OPERATIONS

             Increased general and administrative expenses for the nine month
   period ended September 30, 1996 compared to the respective corresponding
   1995 period relate primarily to non-capitalizable media advertising
   expenses for the Project.
<PAGE>


                           PART II - OTHER INFORMATION

   ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.

             A Deferred Annual Meeting of shareholders of the Company was held
   on October 1, 1996 at the offices of the Company, at which the following
   matters were submitted to shareholder vote:

             1.   A resolution to elect the following persons as Directors of
   the Company:

             Maurice M. Joyal
             Jacob Elkin
             Myron O. Kirkeby
             David Williams
             Harvey Elman

             2.   A resolution to ratify and approve all actions taken by the
   Company's Board of Directors and Officers since the reorganization of the
   Company on August 1, 1994, changing its name from Ethical Corporation to
   Maui USA Inc.

             3.   The approval of the Company's 1995 Audited Financial
   Statements prepared by Price Waterhouse LLP.

             4.   A resolution to amend the by-laws of the Company, changing
   the date of the Annual General Meeting of shareholders of the Company from
   February 15 of each year to a date in April of each year, with the day to
   be determined by the Board of Directors.

             5.   A resolution to ratify and approve the engagement of Price
   Waterhouse LLP as the Company's auditors for 1996, and to appoint Price
   Waterhouse LLP as the auditors of the Company until the next Annual General
   Meeting of the Company's shareholders at a remuneration fee to be
   determined by the Board of Directors.

   No proxies were solicited in connection with the Deferred Annual Meeting. 
   Each of the matters set forth above was approved by unanimous vote of all
   shareholders present at the meeting, which shareholders represented in the
   aggregate 7,000,000 Class A Shares (of a total of 8,000,000 of such shares
   outstanding) and 2,000,000 Class B Shares (of a total of 2,000,000 of such
   shares outstanding).


   ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

        Exhibit 27    Financial Data Schedule
<PAGE>


                                    SIGNATURES


        In accordance with the requirements of the Exchange Act, the
   registrant caused this report to be signed on its behalf by the
   undersigned, thereunto duly authorized.


   Dated: November 14, 1996      MAUI USA, INC.



                                 By:  /s/  Myron O. Kirkeby
                                      Myron O. Kirkeby
                                      President and Chief 
                                      Executive Officer 
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   Exhibit Number        Description                  Sequentially
                                                      Numbered Pages

   Exhibit 27            Financial Data Schedule