FORM 10-QSB

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington D.C.  20549

             Quarterly Report Under Section 13 or 15 (d)
                Of the Securities Exchange Act of 1934


              For Quarter Ended        June 30, 1989    

             Commission File Number    2-94704-NY        


                               NTC HOLDINGS, INC.   
        (Exact name of registrant as specified in its charter)


           NEW YORK                                 11-2647209     
     (State or other jurisdiction of               (IRS Employer
   incorporation or organization)               Identification No.)


                  4505 SOUTH WASATCH BOULEVARD #330
                      SALT LAKE CITY, UTAH  84124      
               (Address of principal executive offices)


Registrant's telephone number
including area code                                         (801) 274-8600    


            265 Hempstead Turnpike, Elmont, New York 11003    
             Former Address, if changed since last report

Indicate by check mark whether the registrant (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 such shorter period
that the registrant was required to file such reports)

                            Yes X   No    

and (2) has been subject to such filing requirements for the past 90 days.    
         

                           Yes X    No    


                            22,590,800                 
                     (Number of shares of common 
                       stock the registrant had
                   outstanding as of April 1, 1998)

                                PART 1

ITEM 1 - FINANCIAL STATEMENTS

     The condensed financial statements included herein have been prepared by
the Company,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. 
Certain information and footnote disclosures normally included in financial
statements prepared in
accordance with generally accepted accounting principles have been condensed
or omitted pursuant
to such rules and regulations, although the Company believes that the
disclosures are adequate to
make the information presented not misleading.

In the opinion of the Company, all adjustments, consisting of 
only normal recurring
adjustments, necessary to present fairly 
the financial position of the Company
as of June 30, 1989 and
the results of its operations and changes in its financial position from
September 30, 1988 through
June 30, 1989 have been made.  The results of its operations for such interim
period is not necessarily
indicative of the results to be expected for the entire year.


                          NTC HOLDINGS, INC.
                    ( A Development Stage Company)
                            Balance Sheet

                              
                                ASSETS

                                                          June 30,     
September 30,
                                                    1989                  1988
      
CURRENT ASSETS                                 (unaudited)
                              $     -               $         8,468
     Loans and Exchanges                                -                     
    3,150
     Thoroughbred Horses (less Accumulated
                   Depreciation of $217,440)                                  
-                       228,935

     Total Current Assets                                    -                
      240,553

OTHER ASSETS
     
     Computer System (less accumulated
        depreciation of $240 & $0)                                  6,178     
                 -  

     TOTAL ASSETS       $           6,178         $     240,553


                 LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

     Accounts Payable                             $            -              
 $   316,722
     Taxes Payable                                            1,215           
       -    

     Total Current Liabilities                                                
  1,215                316,722

LONG TERM DEBT                                        -                  295,500

STOCKHOLDERS' EQUITY

     Common Stock 15,000,000 shares 
        authorized at $.001 par value;
        4,069,000 shares issued and outstanding                    406,761    
     406,761      
     Capital in Excess of Par Value                                      
(126,569)               (126,569)
     Deficit Accumulated During Development Stage            (275,229)        
      (498,057) 
     Excess of Liabilities over Carryover Basis of Assets Acquired            
            -                  (153,804)

     Total Stockholders' Equity                                  4,963        
       (371,669)

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY        $        6,178         
  $     240,553

                          NTC HOLDINGS, INC.
                    (A Development Stage Company)
                       Statements of Operations
                             (unaudited)
                                                 From Beginning
                                                 of Development
                                                    Stage on
                     For the Three       For the Three        For the Nine    
For the Nine      September 30,
                     Months Ended        Months Ended        Months Ended 
Months Ended    1988 through 
                        June 30,          June 30,               June 30,     
      June 30,              June 30,
                            1989                1988                       
1989                              1988                    1989       
REVENUE

     Gain on Extinguishment
         of Debt    $  -       $ 2,168  $224,283  $5,960      $224,283

EXPENSES

     Depreciation        80     13,949         240 41,847     240 
     Dues and Fees       343 -         343    -    1,029 
     Interest          -     9,254     -          27,599 
     Horse Care &
          Maintenance       -          (6,272)    -           12,534 
     Administrative &
          General                   -                (175)                    
-                              3,683 

Total Expenses  423        16,756     1,269       85,663         1,269 

NET INCOME
      (LOSS) - Before Taxes $(423)     $(14,588)  $223,014     $(79,703)
 $223,014 

 Taxes                          62                 -                    186   
                -                186

INCOME (LOSS)       $           (488)  $            (14,588)     $        
222,828             $       (79,703)   $    222,828 

Loss Per Common
    Share           $              -      $            -         $           
 .05       $            (.02)    $           .05    
                            

Average Outstanding Shares      4,069,000  4,069,000              4,069,000  
       4,069,000        4,069,000 


                            NTC HOLDINGS, INC.
                       (A Development Stage Company)
                         Statements of Cash Flows
                                (unaudited)
                                                                    For the
Period 
                                                     From beginning
                                                 For the Nine       For the
Nine   of Development Stage
                                              Months Ended    Months Ended   
on September 30,1988
                                   June 30,             June 30,           to
June 30,
                             1989                  1988            
        1989      
CASH FLOWS FROM
     OPERATING ACTIVITIES
   Net Income (Loss)          $222,828   $ (79,703)  $222,828 
   Depreciation                   240       41,847        240 
   Extinguishment from Debt   (224,283)        -     (224,283)
   Increase (Decrease) 
     in Accounts Payable        (2,050)     37,460     (2,050)
   Increase in Taxes Payable                1,215                        -    
                         1,215 
                       (2,050)                   (398)                (2,050)

CASH FLOWS FROM
  INVESTING ACTIVITIES
   Purchase of Assets                  (6,418)                    -             
      (6,418)
                       (6,418)         -           (6,418)
CASH FLOWS FROM
  FINANCING ACTIVITIES
   Issuance of Common Stock (Net)      -           -                    -    

INCREASE (DECREASE) IN CASH
  AND CASH EQUIVALENTS          (8,468)       (398)    (8,468)

CASH AND CASH EQUIVALENTS     
   AT THE BEGINNING OF PERIOD               8,468             3,816           
        8,468

CASH AND CASH EQUIVALENTS
  AT END OF PERIOD            $              -         $               3,418  
   $                      -    

CASH PAID DURING THE PERIOD FOR:
   Interest                   $   -                $  -       $         -    
   Income Taxes               $ -        $   -       $   -    
                          NTC HOLDINGS, INC.
                    (A Development Stage Company)
                  Notes to the Financial Statements
                            June 30, 1989

NOTE 1 - INTERIM FINANCIAL STATEMENTS

      Management has elected to omit all of the disclosures for the interim
financial statements
      ended June 30, 1989 but has made all the necessary adjustments to
present an accurate
      financial statements for the nine months presented.



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

  Liquidity and Capital Resources.  The Registrant had approximately $(1,215)
as operating capital at June
30, 1989, compared to $(293,526) for the same period last year. The Registrant
intends to raise additional
funds as needed through private placements 
with accredited and sophisticated investors.

     Results of Operation.  Due to the lack of operations during the quarter
ended June 30, 1989, the
registrant had net loss of $(488), compared to net loss of $(14,588) for the
same period last year. The registrant
had net income of $ 222,828, all from gain from Extinguishment of Debt for the
nine months ended June 30,
1989, compared to a loss of $(79,703) for the same period last year.

     Plan of Operations.  The Company is currently in the process of looking
for business opportunities to
acquire or merge with.  There is no guarantee that management will be
successful in finding such an
opportunity.  The Company is also in the process of bringing all of its
periodic reports current for filing with
the Securities and Exchange Commission. During this process, the Company
intends to raise operational capital
through private placements.

                                        PART II

OTHER INFORMATION

Item 1.   Legal Proceedings.                           None
Item 2.   Changes in Securities.                       None
Item 3.   Defaults Upon Senior Securities.                  None
Item 4.   Submission of Matters to a Vote of Security Holders.   None
Item 5.   Other Information.                           None
Item 6.   Exhibits and Reports on Form 8-K.                 None

                              SIGNATURES

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


Dated April 1, 1998
                                                            NTC Holdings, Inc.

                                                /s/ Dean Becker