UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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, 1997

[  ] Transition Report pursuant to 13 or 15(d) of the Securities  Exchange Act
     of 1934 For the transition period from to ----------------------

Commission File Number 33-55254-33

                            CLAIRE TECHNOLOGIES, INC.
        (Exact name of Small Business issuer as specified in its charter)

            Nevada                                 87-0467224
(State or other jurisdiction of         (IRS Employer Identification No.)
        incorporation)

                     7373 North Scottsdale Road, Suite B-169
                            Scottsdale, Arizona 85253
               (Address of principal executive offices) (Zip Code)

Issuer's telephone number, including area code:   (602) 483-8700

Indicate by a 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 September 30, 1997
--------------------------------------    --------------------------------------
 $.001 par value Class A Common Stock            3,319,168 Shares



<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

BASIS OF PRESENTATION

General

     The  accompanying  unaudited  financial  statements  have been  prepared in
accordance  with the  instructions  to Form  10-QSB  pursuant  to the  rules and
regulations of the Securities and Exchange  Commission  and,  therefore,  do not
include all information and footnotes  necessary for a complete  presentation of
the 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.

The debt  conversion  and the 4:1 reverse split which was approved at the Annual
Shareholders Meeting held on June 30, 1997 was implemented. Conversion of shares
became effective on October 1, 1997.

     Operating  results for the nine  months  ended  September  30, 1997 are not
necessarily  indicative  of the results that can be expected for the year ending
December 31, 1997.

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

LIQUIDITY AND CAPITAL RESOURCES

     As of September 30, 1997,  the Company had $993.13 cash in the bank.  There
can be no  assurance  that  the  Company  will be able  to  meet  its  financial
obligations.  During the quarter  ending  September  30,  1997 and to date,  the
Company was investigating several viable new investment possibilities.

RESULTS OF OPERATIONS

     The Company has not had  operations  that have  generated  income since its
inception.  Its only receipts have been from the sale of its common stock, which
have been used to pay expenses. Further, there has been a limited trading market
for the Company's common stock since its inception to the date of this report.

As of March 31, 1997 all  management  and  consulting  contracts  were canceled.
Neither the Company's President or Company's Secretary received any fees for the
quarter ending September 30, 1997.



<PAGE>



Net loss for the three months ended September 30, 1997 was $20,295 compared with
net loss of $329,985  for the same period in 1996.  This  decrease is due to the
cancellation of all management and consulting  contracts.  Also, the Company had
no losses on  investments as it did in 1996. The Company's main expense for this
quarter was administrative.

General and  administrative  expenses for the three months ended  September  30,
1997 were  $22,182  compared  with  $129,626  for the same  period in 1996.  The
decrease  is  mainly  due  to the  cancellation  of all  management  fees  and a
reduction in  administrative  fees and a  re-negotiation  and  reduction of such
expenses.

Depreciation and  amortization  expense for the three months ended September 30,
1997 was $1,183 compared with $23,278 for the same period in 1996.

Interest  expense for the three  months  ended  September  30, 1997 was $(3,070)
compared with $3,356 for the same period in 1996. The decrease is because of the
debt  conversion that was approved at the annual general meeting and a reduction
of interest calculated in prior quarters.

Net loss for the nine months ended September 30, 1997 was $157,326 compared with
net loss of $1,092,918 for the same period in 1996.

General and administrative expenses for the nine months ended September 30, 1997
were $108,759 compared with $497,512 for the same period in 1996.

Depreciation  and  amortization  expense for the nine months ended September 30,
1997 was $3,551 compared with $43,773 for the same period in 1996.

Interest  expense  for the nine  months  ended  September  30,  1997 was $27,516
compared with $96,908 for the same period in 1996.

For the nine months  ended  September  30, 1997 we incurred  bad debt expense of
$17,500,  which was a settlement  reached with a contractor for which Claire had
guaranteed payment to.

                           PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

     (a) Exhibits
              99.1 Financial Statements as of September 30, 1997.
              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  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                          CLAIRE TECHNOLOGIES, INC.




DATED:        November 11, 1997           /s/ Jan Wallace
                                          Jan Wallace, President and Director




<PAGE>



                            CLAIRE TECHNOLOGIES, INC.
                          (A Development Stage Company)
                                  BALANCE SHEET
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                       September 30,
                                                                           1997
                                                                  ----------------------
ASSETS
     CURRENT ASSETS
<S>                                                               <C>                   
         Cash in bank                                             $                  993
         Loan receivable                                                          70,000
                                                                  ----------------------

                                      TOTAL CURRENT ASSETS                        70,993

     EQUIPMENT                                                                    21,576
                                                                  ----------------------

                                                                  $               92,569
                                                                  ======================

LIABILITIES & EQUITY
     CURRENT LIABILITIES
         Accounts payable                                         $               13,694
         Accrued expenses - related parties                                        6,600
                                                                  ----------------------

                                 TOTAL CURRENT LIABILITIES                        20,294

     STOCKHOLDERS' EQUITY Common Stock $.001 par value:
              Authorized - 50,000,000 shares
              Issued and outstanding
              3,319,168 shares *                                                   3,319
         Additional paid-in capital                                            3,193,370
         Deficit accumulated during the
              development stage                                               (3,124,414)
                                                                  ----------------------

                                TOTAL STOCKHOLDERS' EQUITY                        72,275
                                                                  ----------------------

                                                                  $               92,569
                                                                  ======================
</TABLE>

       * Reflects 4-for-1 reverse split which was approved June 30, 1997.

                                       F-1

<PAGE>



                            CLAIRE TECHNOLOGIES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                      5/3/88
                                         Three months ended              Nine months ended           (Date of
                                            September 30,                  September 30,            inception)
                                        1997            1996           1997           1996          to 9/30/97
                                    -------------  -------------  --------------  -------------  ---------------
<S>                                 <C>            <C>            <C>             <C>            <C>            
Net Sales                           $           0  $           0  $            0  $           0  $             0
Cost of sales                                   0              0               0              0                0
                                    -------------  -------------  --------------  -------------  ---------------

                     GROSS PROFIT               0              0               0              0                0

General and Administrative
   expenses                                22,182        129,626         108,759        497,512        1,396,779
Depreciation and amortization               1,183         23,278           3,551         43,773           19,653
Interest expense                           (3,070)         3,356          27,516         96,908          134,715
Bad debts                                       0              0          17,500              0          325,300
                                    -------------  -------------  --------------  -------------  ---------------
                                           20,295        156,260         157,326        638,193        1,876,447
                                    -------------  -------------  --------------  -------------  ---------------

            NET LOSS BEFORE OTHER         (20,295)      (156,260)       (157,326)      (638,193)      (1,876,447)

OTHER EXPENSE
   Loss on investment                           0       (173,725)              0       (454,725)      (1,247,967)
                                    -------------  -------------  --------------  -------------  ---------------

                  NET LOSS BEFORE
                     INCOME TAXES         (20,295)      (329,985)       (157,326)    (1,092,918)      (3,124,414)

INCOME TAXES                                    0              0               0              0                0
                                    -------------  -------------  --------------  -------------  ---------------

                         NET LOSS   $     (20,295) $    (329,985) $     (157,326) $  (1,092,918) $    (3,124,414)
                                    =============  =============  ==============  =============  ===============

Net income (loss) per weighted
   average share - operations       $        (.01) $        (.07) $         (.06) $        (.35)
Net income (loss) per weighted
   average share - other expense              .00           (.08)            .00           (.25)
                                    -------------  -------------  --------------  -------------

Net income (loss) per weighted
   average share                    $        (.01) $        (.15) $         (.06) $        (.60)
                                    =============  =============  ==============  =============

Weighted average number of
   common shares used to
   compute net income (loss)
   per weighted average share           3,041,070      2,134,440       2,429,419      1,820,887
                                    =============  =============  ==============  =============
</TABLE>


                                       F-2

<PAGE>



                            CLAIRE TECHNOLOGIES, INC.
                          (A Development Stage Company)
             STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                                       Deficit
                                                                                                                     Accumulated
                                                         Common Stock             Additional           Stock           During
                                                        Par Value $.001             Paid-in        Subscription      Development
                                                    Shares          Amount          Capital         Receivable          Stage
                                                 -------------  -------------   ---------------  ---------------   ---------------
Balances at 5/3/88
<S>                                              <C>            <C>             <C>              <C>               <C>            
   (Date of inception)                                       0  $           0   $             0  $             0   $             0
     Issuance of common stock (restricted) at
       $.008 per share at 5/5/88                       250,000            250             1,750
     Net loss for period                                                                                                    (1,950)

Balances at 12/31/88                                   250,000            250             1,750                0            (1,950)
     Net loss for year                                                                                                         (10)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/89                                   250,000            250             1,750                0            (1,960)
     Net loss for year                                                                                                         (10)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/90                                   250,000            250             1,750                0            (1,970)
     Net loss for year                                                                                                         (10)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/91                                   250,000            250             1,750                0            (1,980)
     Net loss for year                                                                                                         (20)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/92                                   250,000            250             1,750                0            (2,000)
     Net income for year                                                                                                         0
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/93                                   250,000            250             1,750                0            (2,000)
     Net income for year                                                                                                         0
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/94                                   250,000            250             1,750                0            (2,000)
     Issuance of common stock (restricted) at
       4/3/95  for subsidiary                        2,625,000          2,625             1,875
     Cancellation of stock at 5/31/95               (2,600,000)        (2,600)           (1,800)
     Sale of common stock (Regulation "S") at
        $.20 per share at 5/16/95                      500,000            500            99,500
     Issuance of common stock (restricted) at
       $.004 per share for services at 6/30/95         475,000            475             1,425
     Sale of common stock (restricted) at $4.00
       per share at 6/30/95                            130,000            130           519,870
     Sale of common stock (restricted) at $4.00
       per share at 7/24/95                            113,750            114           454,886
     Costs associated with stock sales                                                 (100,000)
     Issuance of common stock (restricted) at
       $.001 per share for services at 11/30/95          6,250              6                (6)
     Options exercised                                  39,000             39           155,961          (81,000)
     Net loss for year                                                                                                    (991,943)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/95                                 1,539,000          1,539         1,133,461          (81,000)         (993,943)
</TABLE>


                                       F-3

<PAGE>



                            CLAIRE TECHNOLOGIES, INC.
                          (A Development Stage Company)
             STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                                   (continued)


<TABLE>
<CAPTION>
                                                                                                                       Deficit
                                                                                                                     Accumulated
                                                         Common Stock             Additional           Stock           During
                                                        Par Value $.001             Paid-in        Subscription      Development
                                                    Shares          Amount          Capital         Receivable          Stage
                                                 -------------  -------------   ---------------  ---------------   ---------------
<S>                                              <C>            <C>             <C>              <C>               <C>             
Balances at 12/31/95                                 1,539,000  $       1,539   $     1,133,461  $       (81,000)  $      (993,943)
   Collection of stock subscription                                                                       81,000
   Issuance of common stock (restricted) at
     $2.00 per share for interest expense
     at 5/14/96                                         32,500             33            64,967
   Issuance of common stock (Regulation S)
     to pay interest expense and reduce debt
     at $2.00 per share at 5/14/96                     327,125            327           653,923
   Sale of common stock (S-8) at $4.00 per
     share at 5/20/96                                    6,250              6            24,994
   Sale of common stock (Regulation S) at $2.00
     per share at 5/31/96                              200,000            200           399,800
   Sale of common stock (S-8) at $3.00 per share
     at 6/24/96                                          6,250              6            18,744
   Sale of common stock (S-8) at $3.00 per share
     at 6/25/96                                         11,250             11            33,739
   Sale of common stock (S-8) at $3.00 per share
     at 6/27/96                                          7,500              8            22,492
   Deferred offering costs                                                             (100,000)
   Sale of common stock (S-8) at $3.00 per share
     at 7/8/96                                           5,000              5            14,995
   Net loss for year                                                                                                    (1,973,145)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 12/31/96                                 2,134,875          2,135         2,267,115                0        (2,967,088)
   Issuance of common stock (restricted) at
     $.80 per share for interest expense at
     2/28/97                                            25,000             25            19,975
   Sale of common stock (restricted) at $.80
     per share at 6/25/97                               93,750             94            74,906
   Sale of common stock (restricted) at $.80
     per share at 6/30/97                               31,250             31            24,969
   Issuance of common stock (S-8) at
     $.78 per share to cancel liabilities at
     7/28/97                                         1,034,293          1,034           806,405
   Net loss for period                                                                                                    (157,326)
                                                 -------------  -------------   ---------------  ---------------   ---------------

Balances at 9/30/97                                  3,319,168  $       3,319   $     3,193,370  $             0   $    (3,124,414)
                                                 =============  =============   ===============  ===============   ===============
</TABLE>

*Common stock shares,  amounts and per share figures  reflect a 4-for-1  reverse
split of the Company's stock which was approved June 30, 1997.





                                       F-4

<PAGE>



                            CLAIRE TECHNOLOGIES, INC.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)



<TABLE>
<CAPTION>
                                                                                                               5/3/88
                                                                                 Nine months ended            (Date of
                                                                                   September 30,             inception)
                                                                                1997           1996          to 9/30/97
                                                                           -------------  --------------  ---------------

OPERATING ACTIVITIES
<S>                                                                        <C>            <C>             <C>             
   Net (loss)                                                              $    (157,326) $   (1,092,918) $    (3,124,414)
   Adjustments to reconcile net (loss) to
     cash used by operating activities:
       Depreciation & amortization                                                 3,552          43,773           19,654
       Stock issued for expenses                                                  20,000          65,000          106,044
       Loss on investment                                                              0         454,725          757,967
   Changes in assets and liabilities:
     Prepaid expenses                                                              5,000               0                0
     Accounts payable                                                              5,573          45,924           13,694
     Accrued expenses                                                             93,486               0          400,290
     Accrued interest payable                                                          0          12,609                0
                                                                           -------------  --------------  ---------------
                                                         NET CASH USED BY
                                                     OPERATING ACTIVITIES        (29,715)       (470,887)      (1,826,765)

INVESTING ACTIVITIES
   Purchase of equipment                                                               0          (2,023)         (30,147)
   Purchase of investment                                                              0        (370,185)        (438,000)
   Loans                                                                         (70,000)              0          (70,000)
   Goodwill                                                                            0        (199,815)        (331,000)
   Organization costs                                                                  0               0              (50)
                                                                           -------------  --------------  ---------------
                                                         NET CASH USED BY
                                                     INVESTING ACTIVITIES        (70,000)       (610,023)        (869,197)

FINANCING ACTIVITIES
   Proceeds from sale of common stock                                            100,000         784,045        1,648,000
   Loan proceeds                                                                       0         474,986        1,372,193
   Loan repayments                                                                     0        (255,001)        (323,238)
                                                                           -------------  --------------  ---------------
                                                     NET CASH PROVIDED BY
                                                     FINANCING ACTIVITIES        100,000       1,004,030        2,696,955
                                                                           -------------  --------------  ---------------

                                              INCREASE (DECREASE) IN CASH
                                                     AND CASH EQUIVALENTS            285         (76,880)             993

Cash and cash equivalents at beginning
   of period                                                                         708          81,326                0
                                                                           -------------  --------------  ---------------

                                                CASH AND CASH EQUIVALENTS
                                                         AT END OF PERIOD  $         993  $        4,446  $           993
                                                                           =============  ==============  ===============

SUPPLEMENTAL INFORMATION 
Cash paid for:
     Interest                                                              $          65  $          256  $           484
                                                                           =============  ==============  ===============
</TABLE>

During the quarter ended September 30, 1997, the Company issued 1,034,293 shares
of restricted common stock to pay $807,439 of debt and liabilities.


                                       F-5