UNITED  STATES  SECURITIES  AND  EXCHANGE  COMMISSION
                        WASHINGTON,  D.  C.  20549
                             FORM  10-KSB

(x )    ANNUAL  REPORT  PURSUANT  TO  SECTION  13  OR 15 (d) OF THE SECURITIES
EXCHANGE  ACT  OF  1934  (NO  FEE  REQUIRED)
For the  fiscal year ended                                  March 31, 1998
                                                -------------------------------

(  )    TRANSITION  REPORT  PURSUANT  TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE  ACT  OF  1934  (NO  FEE  REQUIRED)
     For  the  transition  period  from  to

     Commission  File  number                          0-0751
                                           -------------------------------

VIABLE   RESOURCES,  INC
------------------------
(Exact  name  of  registrant  as  specified  in  charter)

         Nevada                                                 83-0242652
------------------------------                         -------------------
State  or  other jurisdiction of incorporation    (I.R.S.  Employer  I.D.  No.)
 or  organization

   4700  South  900  East,   41B  , Salt  Lake City,  Utah                84117
----------------------------------------------------------     ----------------
(Address  of  principal  executive  offices)     (Zip  Code)

Issuer's  telephone  number,  including area  code               801-  265-2170
                                                   ----------------------------

Securities  registered  pursuant  to  section  12  (b)  of  the  Act:

Title  of  each  class                Name of each exchange on which  registered
       None                                               None
   -----------                              -----------------------------

Securities  registered  pursuant  to  section  12  (g  )  of  the  Act:
 $0.01  par  value  common  stock
---------------------------------------
         (Title  of  Class)

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.

  (1) Yes [   ]   No [ x  ]                         (2)  Yes [ x ]    No [  ]

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  is  not  contained  in  this  form,  and  no disclosure will be
contained,  to  the  best  of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or  any  amendment  to  this  Form  10-KSB.  [  ]

State  issuer's  revenues  for  its  most  recent  fiscal  year:  $   -0-
                                                                   ----------

State  the  aggregate  market value of the voting stock held by nonaffiliates of
the registrant. The aggregate market value shall be computed by reference to the
price  at  which the stock was sold, or the average bid and asked prices of such
stock,  as  of  a  specified  date  within  the  past  60  days.


<PAGE>
At  March  31,  1998,  the  aggregate market value of the voting stock  held  by
nonaffiliates  is  undeterminable  and  is  considered  to  be  0.

     (ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS DURING THE PAST FIVE YEARS)

     Not  applicable

     (APPLICABLE  ONLY  TO  CORPORATE  REGISTRANTS)

As  of  March  31, 1998, the registrant had   13,013,300  shares of common stock
issued  and  outstanding.

     DOCUMENTS  INCORPORATED  BY  REFERENCE

List hereunder the following documents if incorporated by reference and the part
of  the  form  10-  KSB (e.g., part I, part II, etc.) into which the document is
incorporated:  (1) Any annual report to security holders; (2) any proxy or other
information  statement; and (3) Any prospectus filed pursuant to rule 424 (b) or
(c)  under  the  Securities  Act  of  1933:  NONE

<PAGE>
     TABLE  OF  CONTENTS



PART  I               Page
-------               ----

ITEM  1.     DESCRIPTION  OF  BUSINESS                                      4

ITEM  2.     DESCRIPTION  OF  PROPERTIES                                    4

ITEM  3.     LEGAL  PROCEEDINGS                                             4

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

PART  II
--------

ITEM  5.     MARKET  FOR  COMMON  EQUITY  AND  RELATED STOCKHOLDER MATTERS  4

ITEM  6.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR PLAN OF OPERATION  5

ITEM  7.     FINANCIAL  STATEMENTS                                          6

ITEM  8.     CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON
             ACCOUNTING  AND  FINANCIAL  DISCLOSURE                         6

PART  III
---------

ITEM  9.     DIRECTORS,  EXECUTIVE  OFFICERS,  PROMOTERS,  AND
             CONTROL PERSONS; COMPLIANCE  WITH  SECTION  16  (a)
             OF  THE  EXCHANGE  ACT                                         6

ITEM  10.     EXECUTIVE  COMPENSATION                                       9

ITEM  11.     SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL OWNERS
              AND MANAGEMENT                                                9

ITEM  12.     CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS           10

PART  IV
--------

ITEM  13.     EXHIBITS                                                     11

<PAGE>


     ITEM  1.  DESCRIPTION  OF  BUSINESS



HISTORY  AND  ORGANIZATION

The Company was incorporated under the laws of the state of Nevada on August 24,
1978  with authorized common stock of 25,000,000 shares at a  par value of $.01.
Since  inception  the  Company and its wholly owned subsidiary has been  engaged
in  the  business  of  the  exploration,  development  and production of mineral
properties.   During  1992 the Company ceased operations  and has since remained
inactive.



     ITEM  2.  DESCRIPTION  OF  PROPERTIES



The  Company  does  not  maintain  any  office  nor  does  it  own  any property



     ITEM  3.  LEGAL  PROCEEDINGS


None


     ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITIES  HOLDERS


No  matters  were  submitted to a vote of shareholders of the Company during the
fiscal  year  ended  March  31,  1998.



     ITEM  5.  MARKET  FOR  COMMON  EQUITY  AND  RELATED  STOCKHOLDER  MATTERS


During the past three years there has not been an established trading market for
the  company's  common  capital stock.  Since its inception, the Company has not
paid  any  dividends  on its common or preferred stock, and  does not anticipate
that  it  will  pay dividends in the foreseeable future.  At March 31, 1998, the
Company  had  1,750  shareholders.


<PAGE>
     ITEM  6.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION

OVERVIEW

The Company was incorporated under the laws of the state of Nevada on August 24,
1978  with authorized common stock of 25,000,000 shares at a  par value of $.01.
Since  inception  the  Company and its wholly owned subsidiary has been  engaged
in  the  business  of  the  exploration,  development  and production of mineral
properties.   During  1992  the  Company  ceased  operations by the loss of  its
remaining  assets  and  its  wholly  owned  subsidiary  and  has  since remained
inactive.


 On  February  29, 1984, the Registrant filed a voluntary petition under chapter
XI  of the United States Bankruptcy Code, in the United States Bankruptcy Court,
District  of  Wyoming.  Previous  Annual Reports on Forms 10-K have detailed the
background  of  the  filing  and progress in the reorganization proceedings.  On
February  18,  1987,  the  Bankruptcy  Court  confirmed the Registrant's plan of
Reorganization  which  had been submitted to and approved by creditors.  On July
13,  1988,  the  Bankruptcy  Court  issued  the final decree closing the case of
Viable  Resources,  Inc.  No 84-00138-B, pursuant to Rule 3022 of the bankruptcy
rules.

The ability of the Registrant to meet its obligations under the plan depended on
the  operational  success  under  the  agreement.  The registrant's share of the
revenues  under  the  agreement  was  not  sufficient  to  meet  the payments to
creditors  under  the plan and during 1990  became delinquent on the payments to
creditors.
 .
At the date of this report all remaining debt of the registrant after completion
of  the  bankruptcy  has  been  extinguished  by  the  statute  of  limitations.

The  company  is considered to have been in the development stage since April 1,
1993.

The  Company  intends  to  take  advantage  of  any reasonable business proposal
presented  which  management  believes  will  provide  the  Company  and  its
stockholders  with  a  viable  business opportunity. The board of directors will
make  the final approval in determining whether to complete any acquisition, and
unless required by applicable law, the articles of incorporation or bylaws or by
contract,  stockholders'  approval  will  not  be  sought.

The  investigation  of  specific  business  opportunities  and  the negotiation,
drafting,  and execution of relevant agreements, disclosure documents, and other
instruments  will  require  substantial  management  time and attention and will
require  the  Company  to  incur  substantial  costs for payment of accountants,
attorneys,  and  others. If a decision is made not to participate in or complete
the  acquisition  of  a  specific  business opportunity, the costs incurred in a
related  investigation will not be recoverable. Further, even if an agreement is
reached  for  the  participation  in  a  specific business opportunity by way of
investment  or  otherwise,  the failure to consummate the particular transaction
may result in the loss to the Company of all related costs incurred. In the past
the  board  of  directors  has  approved a resolution authorizing the Company to
issue  shares  of  its  common  stock  as  consideration  for monies advanced or
services  rendered  on  behalf  of  the  Company.


<PAGE>
Currently,  management  is not able to determine the time or resources that will
be  necessary  to  complete  the  participation  in or acquisition of any future
business  prospect.

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

As  of  March  31,  1998  the  Company  had  no  assets  and  no  liabilities.

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

Since  the Company ceased operations in 1992, its only activity has involved the
investigation  of  potential  business  opportunities.


     ITEM  7.  FINANCIAL  STATEMENTS


The  financial  statements  of the Company are  included following the signature
page  to  this  form  10-KSB.


     ITEM  8.  CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON
     ACCOUNTING  AND  FINANCIAL  DISCLOSURE


None


     ITEM  9.  DIRECTORS  AND  EXECUTIVE  OFFICERS,  PROMOTERS,  AND  CONTROL
     PERSONS;  COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT


Each  director  of  the  Company  serves  for  a  term of one year and until his
successor  is  elected  at  the  Company's  annual  shareholders' meeting and is
qualified,  subject  to  removal  by  the  Company's  shareholders. Each officer
serves,  at  the  pleasure of the board of directors, for a term of one year and
until  his  successor is elected at the annual meeting of the board of directors
and  is  qualified.

The following table sets forth as of March 31, 1998, the name, age, and position
of  each  executive officer and director and the term of office of each director
of  the  Company.

Name              Age     Position     Director  and/or  Officer  Since
----              ---     --------     --------------------------------

Z.  S.  Merritt   70    President       January  1983  to  July  1999
Lynn  Noerring    28    President       After  July  1,  1999

<PAGE>
Set  forth  below  is  certain  biographical  information  regarding each of the
Company's  executive  officers  and  directors.

Lynn Noerring - Ms.  Noerring was a health technician from May 1988 to July 1998
-------------
for  the  headquarters Group Military entrance Process Station at  Fort Douglas,
Utah  and worked with all branches of the Service ensuring successful in and out
processing  for  the  Navy,  Air Force, Army, Coast Guard, Marine Corp, and Army
National  Guard.  As  a  GS5-7  she served as Secretary to the Commander Lt. Col
Fitspatrick  and  gained  extensive  experience  compiling civilian and military
evaluation  reports  working  directly  with the Main Headquarters in Chicago in
addition  to  the  Western  Sector  in  Denver.

Z.  S.  Merritt - Mr. Merritt has been a Director and a Corporate Officer of the
-----------------
Registrant  since its inception in August, 1978.  He had been self-employed as a
consulting  geologist and landman in Casper, Wyoming since August, 1974 and  was
employed  by  Western  Standard  Corporation  of  Riverton,  Wyoming  as  a Vice
President  and  a  Director  in charge of prospect acquisitions, exploration and
development.  During  1968  and  1969,  Mr.  Merritt  was manager of the uranium
exploration  program  for  International  Nuclear  Corporation  (now  INEXCO) of
Colorado.  Mr. Merritt was the Secretary, Treasurer and a Director of Extractive
Fuels,  Inc.  Of  Casper, Wyoming  from September 1975, until his resignation in
May,  1980.  He  has  also  been  the  President  of  Prairie  Energy  Minerals.

Except  as indicated below, to the knowledge of management, during the past five
years,  no  present or former director, executive officer or person nominated to
become  a  director  or  an  executive  officer  of  the  Company:

(1)  filed  a petition under the federal bankruptcy laws or any state insolvency
law,  nor  had  a receiver, fiscal agent or similar officer appointed by a court
for  the business or property of such person, or any partnership in which he was
a  general  partner  at  or  within  two  years  before the time of such filing;

(2)  was  convicted  in  a  criminal  proceeding  or  named subject of a pending
criminal  proceeding  (excluding  traffic  violations and other minor offenses);

(3)  was  the  subject  of  any  order,  judgment  or  decree,  not subsequently
reversed,  suspended  or  vacated,  of  any  court  of  competent  jurisdiction,
permanently  or  temporarily  enjoining  him  from  or  otherwise  limiting, the
following  activities:

(i)  acting  as  a  futures  commission  merchant, introducing broker, commodity
trading  advisor,  commodity  pool  operator, floor broker, leverage transaction
merchant,  associated  person  of  any  of  the  foregoing,  or as an investment
advisor, underwriter, broker or dealer in securities, or as an affiliate person,
director or employee of any investment company, or engaging in or continuing any
conduct  or  practice  in  connection  with  such  activity;

(ii)  engaging  in  any  type  of  business  practice;  or


<PAGE>
(iii)  engaging  in  any activity in connection with the purchase or sale of any
security  or  commodity  or in connection with any violation of federal or state
securities  laws  or  federal  commodities  laws;

(4)  was  the  subject  of  any  order,  judgment,  or  decree, not subsequently
reversed,  suspended,  or  vacated,  of  any federal or state authority barring,
suspending  or otherwise limiting for more than 60 days the right of such person
to  engage  in any activity described above under this Item, or to be associated
with  persons  engaged  in  any  such  activity;

(5)  was  found by a court of competent jurisdiction in a civil action or by the
Securities  and  Exchange  Commission  to  have  violated  any  federal or state
securities  law,  and  the  judgment  in  such  civil  action  or finding by the
Securities  and  Exchange  Commission  has  not  been  subsequently  reversed,
suspended,  or  vacated.

(6)  was  found by a court of competent jurisdiction in a civil action or by the
Commodity  Futures  Trading  Commission to have violated any federal commodities
law,  and the judgement in such civil action or finding by the Commodity Futures
Trading  Commission  has  not  been subsequently reversed, suspended or vacated.

     COMPLIANCE  WITH  SECTION  16(A)  OF  THE  EXCHANGE  ACT

Since  the Company ceased operations, the Company knows of no person, who at any
time  during  the  subsequent  fiscal years, was a director, officer, beneficial
owner  of  more  than  ten  percent  of  any  class  of equity securities of the
registrant  registered  pursuant to Section 12 ("Reporting Person"), that failed
to  file  on  a  timely  basis  any reports required to be furnished pursuant to
Section 16 (a). Based upon a review of Forms 3 and 4 furnished to the registrant
under  Rule  16a-3(d)  during  its most recent fiscal year, other than disclosed
below,  the  registrant  knows  of  no  Reporting Person that failed to file the
required  reports  during  the  most  recent  fiscal  year  or  prior  years.

The  following  table  sets forth as of March 31, 1998, the name and position of
each Reporting Person that failed to file on a timely basis any reports required
pursuant  to  Section  16(a)  during the most recent fiscal year or prior years.

Name                Position                     Report  to  be  Filed
----                --------                     ---------------------

Z.  S.  Merritt     President  and  Director     Form  3
Lynn  Noerring      President  and  Director     Form  3




     ITEM  10.  EXECUTIVE  COMPENSATION



CASH  COMPENSATION

There  was no cash compensation paid to any director or executive officer of the
Company  during  the  fiscal  years  ended  March  31,  1998,  1997,  and  1996.

<PAGE>
BONUSES  AND  DEFERRED  COMPENSATION
None.

COMPENSATION  PURSUANT  TO  PLANS
None.

PENSION  TABLE
None.

OTHER  COMPENSATION
None

COMPENSATION  OF  DIRECTORS
None.

TERMINATION  OF  EMPLOYMENT  AND  CHANGE  OF  CONTROL  ARRANGEMENT

There  are  no  compensatory  plans  or  arrangements,  including payments to be
received from the Company, with respect to any person named in Cash Compensation
set  out  above  which  would  in  any way result in payments to any such person
because  of  his  resignation, retirement, or other termination of such person's
employment with the Company or its subsidiaries, or any change in control of the
Company,  or  a  change in the person's responsibilities following a changing in
control  of  the  Company.


ITEM  11.  SECURITY  OWNERSHIP  OF  CERTAIN  BENEFICIAL  OWNERS  AND  MANAGEMENT

The  following  table  sets forth as of March 31, 1998, the name and address and
the  number  of  shares  of  the  Company's  Common  Stock  held  of  record  or
beneficially  by  each person who held of record, or was known by the Company to
own  beneficially,  more  than  5%  of the issued and outstanding shares  of the
Company's  Common  Stock, and the name and shareholdings of each director and of
all  officers  and  directors  as  a  group.


     NATURE  OF     NUMBER  OF
NAME  OF  PERSON  OR  GROUP     OWNERSHIP     SHARES  OWNED     PERCENT
---------------------------     ---------     -------------     -------

Officers  and  Directors  and
  Principal  Shareholders:

Z.  S.  Merritt                   -                  -               -
Lynn  Noerring                    -                  -               -

All  Officers  and  Directors
  as  a  Group                    -                  -               -



     ITEM  12.  CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS



TRANSACTIONS  WITH  MANAGEMENT  AND  OTHERS

There  were  no  material transactions, or series of similar transactions, since
the  beginning  of  the  Company's  last  fiscal year, or any currently proposed
transactions,  or series of similar transactions, to which the Company was or is
to  be  party,  in  which  the amount involved exceeds $60,000, and in which any
director  or  executive  officer,  or  any  security  holder who is known by the
Company  to  own  of  record  or  beneficially  more than 5% of any class of the
Company's  common  stock,  or  any  member of the immediate family of any of the
foregoing  persons,  has  an  interest.

INDEBTEDNESS  OF  MANAGEMENT

There  were  not material transactions, or series of similar transactions, since
the  beginning  of  the  Company's  last  fiscal year, or any currently proposed
transactions,  or series of similar transactions, to which the Company was or is
to  be  a  party,  in which the amount involved exceeds $60,000 and in which any
director  or  executive  officer,  or  any  security  holder who is known to the
Company  to  own  of  record  or  beneficially  more than 5% of any class of the
Company's  common  stock,  or  any  member of the immediate family of any of the
foregoing  persons,  has  an  interest.

TRANSACTIONS  WITH  PROMOTERS

The  Company  was  organized  more  than  five  years ago therefore transactions
between  the  Company  and  its  promoters  or founders are not considered to be
material.


     ITEM  13.  EXHIBITS  AND  REPORTS  ON  FORM  8-K


(a)  (1)  FINANCIAL  STATEMENTS. The following financial statements are included
in  this  report:

Title  of  Document                                                Page
-------------------                                                ----

Report  of  Andersen  Andersen  and  Strong                        12

Balance  Sheet  as  of  March  31,  1998                           13



<PAGE>
Statements  of  Operations  for  years  ended March 31, 1998,     14
    and 1997 and  the  period  from  April  1,  1993
     to  March  31,  1998

Statements  of Changes in Stockholders' Equity for the
    period from April 1, 1993  to  March  31,  1998               15

Statements  of  Cash  Flows  for the years ended 7                16
    March 31, 1998 and 199 and  the  period  from
    April  1,  1993  to  March  31,  1998

Notes  to  Financial  Statements                                  17

(a)(2)  FINANCIAL  STATEMENT  SCHEDULES.  The  following  financial  statement
schedules  are  included  as  part  of  this  report:

None.

(a)(3)  EXHIBITS.  The following exhibits are included as part of this report by
reference:

None.



     SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
this  report  has  been  signed  below  by  following  persons  on behalf of the
Registrant  and  in  the  capacities  and  on  the  dates  indicated:

  VIABLE  RESOURCES,  INC.

                                 /s/  Lynn  Noerring
Date:October 25, 1999        By----------------------------------
                             Lynn  Noerring,  President  and  Director


<PAGE>



Board  of  Directors
Viable  Resources,  Inc.
Salt  Lake  City,  Utah

     REPORT  OF  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANTS

We  have  compiled the accompanying balance sheet of  Viable  Resources, Inc. (a
development stage Company) at March 31, 1998 and  the  statements of operations,
stockholders'  equity,  and  cash  flows for the years  ended March 31, 1998 and
1997  the  period from April 1, 1993 (date of inception of development stage) to
March  31, 1998  in accordance with standards for Accounting and Review Services
issued  by  the  American  Institute  of  Certified  Public  Accountants.

A  compilation  is  limited  to  presenting  in the form of financial statements
information  that  is  the  representation of management. We have not audited or
reviewed  the accompanying financial statements and, accordingly, do not express
an  opinion  or  any  other  form  of  assurance  on  them.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company will continue as a going concern.  The Company does not have the working
capital necessary for its planned activity, which raises substantial doubt about
its  ability  to  continue  as  a going concern. Management's plans in regard to
these matters are described in Note 3. These financial statements do not include
any  adjustments  that  might  result  from  the  outcome  of  this uncertainty.


/s/  Andersen  Andersen  &  Strong

October  21,  1999
Salt  Lake  City,  Utah

<PAGE>
                       VIABLE   RESOURCES,  INC.
                   (  DEVELOPMENT  STAGE  COMPANY  )
                           BALANCE  SHEET
                          MARCH  31,  1998


<TABLE>
<CAPTION>


ASSETS

CURRENT ASSETS
<S>                                                     <C>
Cash . . . . . . . . . . . . . . . . . . . . . . . . .  $          462
                                                        ---------------

  Total Current Assets . . . . . . . . . . . . . . . .  $          462
                                                        ===============

LIABILITIES AND STOCKHOLDERS'
EQUITY

CURRENT LIABILITIES

Accounts payable . . . . . . . . . . . . . . . . . . .  $            -
                                                        ---------------

Total Current Liabilities. . . . . . . . . . . . . . .               -
                                                        ---------------

STOCKHOLDERS' EQUITY

Common stock
       25,000,000 shares authorized, at $0.01 par
       value; 13,013,300 shares issued and outstanding         130,133
    Capital in excess of par value . . . . . . . . . .       6,464,654

Accumulated deficit. . . . . . . . . . . . . . . . . .      (6,594,325)
                                                        ---------------

Total Stockholders' Equity . . . . . . . . . . . . . .             462
                                                        ---------------

                                                        $          462
                                                        ===============

</TABLE>


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

                            VIABLE  RESOURCES,  INC.
                       (  DEVELOPMENT  STAGE  COMPANY  )
                          STATEMENTS  OF  OPERATIONS
               FOR  THE  YEARS  ENDED  MARCH  31,  1998  AND  1997
                       AND  THE  PERIOD  APRIL  1,  1993
     (DATE  OF  INCEPTION  OF  DEVELOPMENT  STAGE)  TO  MARCH  31,  1998


<TABLE>
<CAPTION>

                                                  APR 1, 1993
                        MAR 31,       MAR 31,     (NOTE 1) TO
                         1998          1997       MAR 31, 1998
                     -------------  -----------  --------------
<S>                  <C>            <C>          <C>
REVENUES. . . . . .  $      8,692   $    26,667  $      40,439

EXPENSES. . . . . .       604,542        13,896        449,025
                     -------------  -----------  --------------

NET LOSS. . . . . .  $   (595,850)  $    12,771  $    (408,586)
                     =============  ===========  ==============



NET LOSS PER COMMON
SHARE

  Basic . . . . . .  $     (0.046)  $         -
                     -------------  -----------


AVERAGE OUTSTANDING
   SHARES

     Basic. . . . .    13,013,300    13,013,300
                     -------------  -----------


</TABLE>


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

<PAGE>

                         VIABLE   RESOURCES,  INC.
                    (  DEVELOPMENT  STAGE  COMPANY)
            STATEMENT  OF  CHANGES  IN  STOCKHOLDERS'  EQUITY
    PERIOD  APRIL  1,  1993  (DATE  OF  INCEPTION  OF  DEVELOPMENT  STAGE)
                         TO  MARCH  31,  1998


<TABLE>
<CAPTION>


                                                  COMMON STOCK         CAPITAL In
                                                  ------------         EXCESS OF   ACCUMULATED
                                               SHARES       AMOUNT     PAR VALUE      DEFICIT
                                            ------------  ----------  ------------  ------------
<S>                                         <C>           <C>         <C>           <C>
BALANCE APRIL 1,  1993 (date of inception.    13,013,300  $  130,133  $  6,464,654  $(6,185,739)
      of development stage)

Net operating loss for the year ended
    March 31, 1994 . . . . . . . . . . . .             -           -             -      (34,339)

Net operating profit for the year ended
    March 31, 1995 . . . . . . . . . . . .             -           -             -           99

Net operating profit for the year ended
     March 31, 1996. . . . . . . . . . . .             -           -             -      208,733

Net operating profit for the year ended
     March 31, 1997. . . . . . . . . . . .             -           -             -       12,771

Net operating loss for the year ended
    March 31, 1998 . . . . . . . . . . . .             -           -             -     (595,850)


BALANCE MARCH 31, 1998 . . . . . . . . . .    13,013,300  $  130,133  $  6,464,654  $(6,594,325)
                                            ============  ==========  ============  ============

</TABLE>


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

<PAGE>

                      VIABLE   RESOURCES,   INC.
                  (  DEVELOPMENT  STAGE  COMPANY  )
                     STATEMENT  OF  CASH  FLOWS
       FOR  THE  YEARS  ENDED  MARCH  31,  1998  AND  1997
AND  THE  PERIOD  APRIL  1,  1993 (DATE OF INCEPTION OF DEVELOPMENT STAGE)
                       TO  MARCH  31,  1998

<TABLE>
<CAPTION>

                                                                APR  1,1993
                                      MAR  31,    MAR  31,      (  NOTE  1)
                                       1998        1997     TO  MAR  31,  1998
                                       ----        ----     ------------------

<S>                                      <C>         <C>        <C>
CASH FLOWS FROM
OPERATING ACTIVITIES

Net loss. . . . . . . . . . . . . . . .  $(595,850)  $ 12,771   $(408,586)

Adjustments to reconcile net loss to
net cash provided by operating
activities
         Loss of assets . . . . . . . .    598,900          -     409,048
         Changes in accounts receivable     12,500    (12,500)          -
         Changes in accounts payable. .    (15,666)         -           -


      Net Cash Changes from Operations.       (116)       271         462
                                         ----------  ---------  ----------


CASH FLOWS FROM INVESTING
ACTIVITIES. . . . . . . . . . . . . . .          -          -           -
                                         ----------  ---------  ----------

CASH FLOWS FROM FINANCING
ACTIVITIES
                                                 -          -           -
                                         ----------  ---------  ----------

Net Increase (Decrease) in Cash . . . .       (116)       271         462

Cash at Beginning of Period . . . . . .        578        307           -
                                         ----------  ---------  ----------

Cash at End of Period . . . . . . . . .  $     462   $    578   $     462
                                         ==========  =========  ==========


</TABLE>

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

                           VIABLE   RESOURCES,   INC.
                       (  DEVELOPMENT  STAGE  COMPANY  )
                       NOTES  TO  FINANCIAL  STATEMENTS



1.     ORGANIZATION

The Company was incorporated under the laws of the state of Nevada on August 24,
1978  with authorized common stock of 25,000,000 shares at a  par value of $.01.
Since  inception  the  Company and its wholly owned subsidiary has been  engaged
in  the  business  of  the  exploration,  development  and production of mineral
properties.   During  1992  the  Company  ceased  operations    and  has  since
remained  inactive.

On February 29, 1984, the Registrant filed a voluntary petition under chapter XI
of  the  United  States  Bankruptcy Code, in the United States Bankruptcy Court,
District  of  Wyoming.  Previous  Annual  Reports on Form 10-K have detailed the
background  of  the  filing  and progress in the reorganization proceedings.  On
February  18,  1987,  the  Bankruptcy  Court  confirmed the Registrant's plan of
Reorganization  which  had been submitted to and approved by creditors.  On July
13,  1988,  the  Bankruptcy  Court  issued  the final decree closing the case of
Viable  Resources,  Inc.  No 84-00138-B, pursuant to Rule 3022 of the bankruptcy
rules.

The ability of the Registrant to meet its obligations under the plan depended on
the  operational  success  under  the  agreement.  The registrant's share of the
revenues  under  the  agreement  was  not  sufficient  to  meet  the payments to
creditors  under  the plan and during 1990  became delinquent on the payments to
creditors.

At the date of this report all remaining debt of the registrant after completion
of  the  bankruptcy  has  been  extinguished  by  the  statute  of  limitations.

The  company  is considered to have been in the development stage since April 1,
1993.

2.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Accounting  Methods
-------------------

The  Company  recognizes  income  and  expenses  based  on the accrual method of
accounting.

Dividend  Policy
----------------

The  Company  has  not  yet  adopted  a  policy  regarding payment of dividends.

Income  Taxes
-------------

On  March  31,  1998,  the  Company  had  a net operating loss  carry forward of
$6,594,325.  The  tax benefit from the loss carry forward  has been fully offset
by  a  valuation  reserve  because the use of the future tax benefit is doubtful
since  the  Company  has  no  operations  and an estimated 6,000,000 of the loss
carry forward has  expired  and the balance will expire starting in 1999 through
2018.


<PAGE>
                         VIABLE   RESOURCES,   INC.
                     (  DEVELOPMENT  STAGE  COMPANY  )
             NOTES  TO  FINANCIAL  STATEMENTS  -  CONTINUED



2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  (continued)

Estimates  and  Assumptions
---------------------------

Management  uses  estimates and assumptions in preparing financial statements in
accordance  with  generally accepted accounting principles.  Those estimates and
assumptions  affect  the  reported  amounts  of  the assets and liabilities, the
disclosure  of  contingent assets and liabilities, and the reported revenues and
expenses.  Actual  results  could  vary  from the estimates that were assumed in
preparing  these  financial  statements.

Financial  instruments
----------------------

The carrying amounts of financial instruments are considered by management to be
their estimated fair values.  These values are not necessarily indicative of the
amounts  that  the  Company  could  realize  in  a  current  market  exchange.

Earnings  (Loss)  Per  Share
----------------------------

Earnings  (loss)  per  share  amounts are computed based on the weighted average
number  of  shares  actually  outstanding  in  accordance  with  FASB  No.  128.


3.  GOING  CONCERN

The  Company's  management  intends  to  acquire  interests  in various business
opportunities  which, in the opinion of management, will provide a profit to the
Company  but  it  does  not  have  the  working capital to be successful in this
effort.

Continuation  of  the Company as a going concern is dependent upon obtaining the
working capital   for its planned activity and the management of the Company has
developed  a  strategy, which they believe can obtain the needed working capital
through  additional  equity  funding  and  long  term debt which will enable the
Company  to  pursue  its  objective.