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U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-QSB

[x]   QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE
      SECURITY EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 1998

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

Commission File No. 0-9249

UNITED TRANS-WESTERN, INC.
(Exact name of registrant as specified in its charter)

Delaware                                         75-1519286
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                   Identification No.)

3795 Carey Road,
Suite 600,
Victoria, British Columbia, Canada                 V8Z 6T8
(Address of principal executive offices)         (Zip Code)

Registrant's telephone number, including area code:  (250) 475-6000

Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 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 [ ]

State the number of shares outstanding of each of the issuer's class of common
equity, as of the latest practicable date:

Class:  Common Stock, $.01 par value
Outstanding at September 30, 1998:  8,859,155 shares


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UNITED TRANS-WESTERN, INC.


INDEX


PART I.                FINANCIAL INFORMATION                              PAGE
                                                                            
           Item 1.     Financial Statements                                 
                                                                            
                       Consolidated Balance Sheet at September 30, 1998     1
                                                                            
                       Consolidated Statement of Operations for the         
                       Nine Months Ended September 30, 1998 and 1997        2
                                                                            
                       Consolidated Statement of Cash Flows for the         
                       Nine Months Ended September 30, 1998 and 1997        3
                                                                            
                       Notes to Consolidated Financial Statements           4
                                                                            
           Item 2.     Management's Discussion and Analysis of              
                       Financial Condition and Results of Operations        5
                                                                            
PART II.               OTHER INFORMATION                                     
                                                                            
           Items 1 through 6                                                6
                                                                            
SIGNATURES                                                                  7


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                           UNITED TRANS-WESTERN, INC.
                           CONSOLIDATED BALANCE SHEET
                            AS AT SEPTEMBER 30, 1998
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                         1998
                                                                                     -----------
<S>                                                                                  <C>        

                                     ASSETS

CURRENT ASSETS

             Cash                                                                    $       110
             Prepaid expenses                                                             75,000
                                                                                     -----------

                                                                                     $    75,110
                                                                                     ===========




                       LIABILITIES AND SHAREHOLDERS EQUITY

CURRENT LIABILITIES

             Accounts payable and accrued expenses                                   $   221,946
             Accruals to related parties                                                  93,000
             Due to Kentucky Financial Inc. - Note 2                                     162,816
                                                                                     -----------
                                                                                         477,762
                                                                                     -----------

SHAREHOLDERS' EQUITY

             Authorized:  50,000,000 common shares with a par value of $.01

             Issued:  8,859,155 shares                                                    88,588

             Additional paid-in capital                                                1,918,366

             Deficit                                                                  (2,409,606)
                                                                                     -----------
                                                                                        (402,652)
                                                                                     -----------
                                                                                     $    75,110
                                                                                     ===========
</TABLE>


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                           UNITED TRANS-WESTERNS, INC.
                CONSOLIDATED STATEMENT OF OPERATIONS AND DEFICIT
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                  9 MONTHS              9 MONTHS              3 MONTHS              3 MONTHS
                                                    1998                  1997                  1998                  1997
                                                 -----------           -----------           -----------           -----------
<S>                                              <C>                   <C>                   <C>                   <C>      


REVENUE                                          $      --             $      --             $      --             $      --
                                                 ---------------------------------           ---------------------------------

OPERATING COSTS AND EXPENSES

             General and administrative               90,464               204,434                48,823                17,417
                                                 ---------------------------------           ---------------------------------

INCOME (LOSS) FROM OPERATIONS                        (90,464)             (204,434)              (48,823)              (17,417)

NON-OPERATING INCOME AND EXPENSE

             Interest                                   --                    --                    --                    --
                                                 ---------------------------------           ---------------------------------

NET INCOME (LOSS)                                $   (90,464)          $  (204,434)          $   (48,823)          $   (17,417)
                                                 =================================           =================================

NET INCOME (LOSS) PER COMMON
SHARE                                            $      --             $      --             $      --             $      --
                                                 =================================           =================================


WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING                          8,859,155             8,859,155             8,859,155             8,859,155
                                                 =================================           =================================
</TABLE>


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                           UNITED TRANS-WESTERN, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                      9 MONTHS            9 MONTHS
                                                         1998                1997
                                                      ---------           ---------
<S>                                                   <C>                 <C>       

OPERATING ACTIVITIES

             Net Loss for the Period                  $ (90,464)          $(204,434)
             Increase (Decrease) in non-cash
                working capital items                    75,949              38,611

                                                      ---------           ---------
                                                        (14,515)           (165,823)
                                                      ---------           ---------



INVESTING ACTIVITIES

                                                            --                  --
                                                      ---------           ---------


FINANCING ACTIVITIES

             Proceeds from Shareholders                  14,380             160,000
                                                      ---------           ---------

NET INCREASE (DECREASE) IN CASH                            (135)             (5,823)

CASH, beginning of period                                   245               6,400
                                                      ---------           ---------

CASH, end of period                                   $     110           $     577
                                                      =========           =========
</TABLE>


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                           UNITED TRANS-WESTERN, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            AS AT SEPTEMBER 30, 1998


NOTE 1.  INVESTMENTS

               Rebound Rubber Corporation was a wholly-owned subsidiary of the
               Company during 1997. The sole shareholder of Rebound before the
               acquisition became an officer and director of the Company.
               Rebound acquired technology from the Guangzhou Research Institute
               for Utilization of Reclaimed Resources for the recycling and
               reactivation of used rubber. The Institute is located in the
               Peoples Republic of China and is registered there as a
               development unit for developing waste material recycling methods.
               In March, 1998, the Company returned its ownership interest in
               Rebound to the party from which it had been acquired and retained
               the right to use the reactivation process jointly with Rebound in
               the United States.


NOTE 2.  DUE TO RELATED COMPANY

               Kentucky Financial Inc. is related to an officer and director of
               the Company. Kentucky advances funds and makes payments on behalf
               of the Company from time to time. The balance owing to Kentucky
               as at June 30, 1998 was $162,816. The balance is due on demand
               without interest.


                                       4
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                           UNITED TRANS-WESTERN, INC.
                              MANAGEMENT DISCUSSION
                            AS AT SEPTEMBER 30, 1998


               The registrant and its joint venture partner in Ohio continued
               their efforts to establish a reactivation plant for crumb rubber
               in Ohio. Equipment has been located and premises suitable for the
               reactivation operation and office facilities have been
               identified. Several options for debt financing as well as equity
               financing are being pursued and it is expected that, ultimately,
               the plant will be funded with a combination of both debt and
               equity. The first plant could be operational as early as November
               subject to required funding being available.

               The registrant has also entered into negotiations with a
               shredding and grinding facility in Texas. These combined
               operations have access or ownership to more than 150,000 tons of
               rubber shred which would be suitable for an expanded crumbing and
               reactivation plant.

               It is intended that a reactivation plant be added to the above
               operations which would be capable of reactivating the current
               production of the grinding facility. This production would be
               increased later with additional capital investment.

               The registrant had no gross revenue during the quarter. Gross
               revenues are anticipated in the fourth quarter, day to day
               operations are being funded by related parties.


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UNITED TRANS-WESTERN, INC.

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 of Form 8-K
                         none


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UNITED TRANS-WESTERN, INC.

SIGNATURE

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 thereto duly authorized.



on October 18, 1998


UNITED TRANS-WESTERN, INC.


BY:          "D E Fimrite"
             ------------------------------------

             D. Elroy Firmrite
             President


BY:          "Michael C. Pinch"
             ------------------------------------

             Michael C. Pinch
             Secretary and Chief Financial Officer


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