FORM 10-QSB
                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


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

For the quarterly period ended            30-Jun-97

                                       OR

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

For the transition period from                       to
                                --------------------    -------------------

                         Commission File Number 0-17345

                             W-J International, Ltd.
        (Exact name of small business issuer as specified in its charter)

                Delaware                                       41-1578316
     (State of other jurisdiction of                        (I.R.S. Employer
              organization)                                Identification No.)

                               23 Washburne Avenue
                          Paynesville, Minnesota 56362
                    (Address of principal executive offices)

                                  612-243-3311
              (Registrant's telephone number, including area code)

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

At July 31, 1997  12,214,632  shares of  registrant's  common  stock (par value,
$.01) were outstanding.

Transitional Small Business Disclosure Format:  Yes   No  X


 








<PAGE>


                             W-J International, Ltd.

                         QUARTERLY REPORT ON FORM 10-QSB










                                      INDEX


                                                                               
PART 1.              FINANCIAL INFORMATION

           Item 1.   Financial Statements

           Condensed Balance Sheets as of June 30, 1997 (Unaudited)
            and September 30, 1996                                             

           Condensed Income Statements (Unaudited)
            Three and Nine-Months ended June 30, 1997 and June 30, 1996        

           Condensed Statements of Cash Flows (Unaudited)
            Three and Nine-Months ended June 30, 1997 and June 30, 1996        

           Notes to Condensed Financial Statements (Unaudited)                 


           Item 2.   Management's Discussion and Analysis or
                     Plan of Operation

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                                                                     




<PAGE>


                             W-J International, Ltd.
                                  Balance Sheet
<TABLE>
<CAPTION>

                                                                          June 30,    September 30,
                                                                            1997           1996
                                                                         (Unaudited)    (Audited)
                                                                        -----------    -----------
                                   A S S E T S
Current Assets:
<S>                                                                     <C>            <C>        
     Cash                                                               $   182,674    $   209,841
     Notes Receivable - related party                                         4,413              0
                                                                        -----------    -----------

                 Total current assets                                       187,087        209,841
                                                                        -----------    -----------

Property and equipment:
     Land                                                                    30,648         30,648
     Buildings                                                              374,266        374,266
                                                                        -----------    -----------
                                                                            404,914        404,914
     Less: accumulated depreciation                                        (109,976)       (98,582)
                                                                        -----------    -----------

                 Net property and equipment                                 294,938        306,332
                                                                        -----------    -----------

                 Total Assets                                           $   482,025    $   516,173
                                                                        ===========    ===========

                   L I A B I L I T I E S   A N D   E Q U I T Y

Current liabilities:

     Current portion of long-term debt                                  $    23,100    $    20,936
     Accrued expenses                                                            90          3,638
     Due to related parties                                                       0         26,400
     Notes payable - related parties                                              0          9,647
                                                                        -----------    -----------

                 Total current liabilities                                   23,190         60,621
                                                                        -----------    -----------

Long-term debt, net of current portion                                       64,680         78,994
                                                                        -----------    -----------

Stockholders equity:
     Common stock, $.01 par value; 20,000,000 
         shares authorized, 12,214,632
         shares issued and outstanding                                      122,146        122,146
     Additional paid-in capital                                           2,274,840      2,274,840
     Accumulated deficit                                                 (2,002,831)    (2,020,428)
                                                                        -----------    -----------

                 Total stockholders equity                                  394,155        376,558
                                                                        -----------    -----------

                 Total liabilities and stockholders equity              $   482,025    $   516,173
                                                                        ===========    ===========
</TABLE>

                        See notes to financial statements

                                        3


<PAGE>


                             W-J International, Ltd.
                            Statements of operations


<TABLE>
<CAPTION>

                                                                     Three Months Ended                 Nine Months Ended
                                                                          June 30,                          June 30,
                                                                    1997             1996             1997             1996
                                                                  (Unaudited)      (Unaudited)      (Unaudited)    (Unaudited)


<S>                                                                   <C>             <C>              <C>              <C>    
Rental Income:                                                        $3,000          $28,200          $59,400          $69,178

Gain on extinguishment of debt                                            $0          $97,473               $0          $97,473
                                                                -------------    -------------    -------------    -------------

              Total Income                                            $3,000         $125,673          $59,400         $166,651

Expenses:
     General & Administrative                                          9,692           10,483           23,362           14,607
     Interest                                                          3,018             (274)           6,469            4,624
                                                                -------------    -------------    -------------    -------------
                                                                      12,710           10,209           29,831           19,231
                                                                -------------    -------------    -------------    -------------

              Income (loss) from continuing operations
                        before discountinued operations and
                        extraordinary items                           (9,710)         115,464           29,569          147,420

Discontinued Operations:
     Discontinued Operations                                          (2,616)           4,109          (11,972)          21,660

     Income (Loss) from discontinued operations and 
        extraordinary item                                            (2,616)           4,109          (11,972)          21,660

                        Net Income (loss)                            (12,325)         119,573           17,597          169,080
                                                                =============    =============    =============    =============

Weighted average common shares outstanding                        12,214,632       12,214,632       12,214,632       12,214,632
     during period
                                                                =============    =============    =============    =============
                        Net (loss) per share                          ($0.00)           $0.01            $0.00            $0.01
                                                                =============    =============    =============    =============

</TABLE>





                        See notes to financial statements

                                        4


<PAGE>


                             W-J International, Ltd.
                             Statement of Cash Flows
                           Increase (Decrease) in Cash

<TABLE>
<CAPTION>


                                                                     Three Months Ended                     Nine Months Ended
                                                                          June 30,                               June 30,
CASH FLOWS FROM OPERATING ACTIVITIES                              1997                1996               1997               1996
                                                               (Unaudited)        (Unaudited)         (Unaudited)       (Unaudited)
                                                               ------------------------------     ---------------------------------

<S>                                                              <C>                <C>                 <C>               <C>     
     Net (Loss)                                                  ($12,325)          $111,355            $17,597           $125,760
     Adjustments to reconcile net (loss) to net 
       cash flows from operating activities:
         Depreciation                                               3,798              3,798             11,394             11,394
         Changes in:
             Accounts receivables - Trade                          (2,407)                 0             (2,407)                 0
             Notes payables - Trade                                     0                  0             25,316                  0
             Notes payables - Related parties                           0             (2,655)           (39,593)           (34,581)
             Accrued expenses                                           0           (142,472)           (27,323)          (134,155)
                                                               -----------    ---------------     --------------    ---------------

                 Net cash flows from operating activities         (10,934)           (29,974)           (15,016)           (31,582)
                                                               -----------    ---------------     --------------    ---------------

Cash flows from investing activities:

     Purchase of property and equipment                                 0                  0                  0                  0

                 Net cash flows from investing activities               0                  0                  0                  0
                                                               -----------    ---------------     --------------    ---------------

Cash flows from financing activities:

     Gain on extinguishment of debt                                                                           0                  0
     Principal payments on long-term debt                          (4,050)            (6,000)           (12,151)           (16,426)
                                                               -----------    ---------------     --------------    ---------------

                 Net cash flows from financing activities          (4,050)            (6,000)           (12,151)           (16,426)
                                                               -----------    ---------------     --------------    ---------------

                 Net decrease in cash                             (14,984)           (35,974)           (27,167)           (48,008)

Cash, beginning of period                                         197,658            326,324            209,841            338,358
                                                               -----------    ---------------     --------------    ---------------

Cash, end of period                                              $182,674           $290,350           $182,674           $290,350
                                                               ===========    ===============     ==============    ===============




</TABLE>





                        See notes to financial statements

                                        5

<PAGE>


                             W-J International, Ltd.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)


Note 1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           The  condensed  balance  sheet as of June 30,  1997  (Unaudited)  and
           September 30, 1996 (Audited) and the related  statement of operations
           and cash for the three and  nine-month  periods  ended June 30,  1997
           (Unaudited)  are  enclosed.   In  the  opinion  of  management,   all
           adjustments  necessary  for a fair  presentation  of  such  financial
           statements have been included.

           The Financial statements and notes are presented as permitted by Form
           10-QSB and contain  certain  information  included  in the  Company's
           annual financial  statements and notes of W-J International,  Ltd., a
           Delaware Corporation ("WJ" or the "Company").


Note 2.    INVENTORIES

           Inventories consist of the following:
                                              June 30,           September 30,
                                                1997                 1996
                                             ----------          -----------

           Parts and Components             $         0         $          0
           Finished Units                             0                    0
                                             ----------          -----------

           Total                            $         0         $          0
                                             ==========          ===========


Note 3.    STOCKHOLDERS' EQUITY
                                      (Audited)     Equity Changes (Unaudited)
                                      September 30,      Due to      June 30,
                                         1996           Operation      1997

        Number of Shares              12,214,632             0     12,214,632

        Common Stock                     122,146             0        122,146

        Additional Paid-In Capital     2,274,840             0      2,274,840

        Retained Earnings
        (Accumulated Deficit)         (2,020,428)       17,597     (2,002,831)


        Total                            376,558        17,597        394,155







                                        6

<PAGE>

Item 2 -  Management's Discussion and Analysis or Plan of Operation

           RESULTS OF OPERATIONS

                     Rental Income for the nine-month period ended June 30, 1997
           decreased 14% to $59,400 from $69,178 for the nine-month  period June
           30, 1996.  Rental  Income for the  three-month  period ended June 30,
           1997 decreased 89% to $3,000 from $28,200 for the three-month  period
           ended June 30,  1996.  The decrease in rent for the  three-month  and
           nine-month   periods   ending  June  30,  1997  as  compared  to  the
           three-month and nine-month periods ending June 30, 1996 was primarily
           due to the Company's tenant not renewing their lease.

                      Expenses  for the  nine-month  period  ended June 30, 1997
           increased 55% to $29,831 from $19,231 for the nine-month  period June
           30,  1996.  Expenses for the  three-month  period ended June 30, 1997
           increased  25% to $12,710  from  $10,209 for the  three-month  period
           ended June 30, 1996.  The  increase in expenses  for the  three-month
           period  ending June 30, 1997 as  compared  to the  comparable  period
           ending June 30,  1996 and for the  nine-month  period  ended June 30,
           1997 as compared to the  nine-month  period  ending June 30, 1996 was
           primarily related to increased costs related to building maintenance.

                      Discontinued  Operation expenses for the nine-month period
           ended June 30, 1997 was $11,972  while  expenses for the  three-month
           period ended June 30, 1997 was $2,616.

                      Net Income for the  nine-month  period ended June 30, 1997
           decreased 90% to $17,597 from $169,080 for the nine-month period June
           30, 1996. Net income/loss  for the three-month  period ended June 30,
           1997 decreased  110% to $(12,325)  from $119,573 for the  three-month
           period  ended  June 30,  1996.  The  decrease  in Net  Income for the
           three-month   period   ending  June  30,  1997  as  compared  to  the
           three-month  period ending June 30, 1996 is primarily  related to the
           Company's  loss of its  tenant.  The  decrease  in Net Income for the
           nine-month  period ending June 30, 1997 as compared to the nine-month
           period  ending June 30, 1996 is  primarily  related to the absence of
           any gains on  extinguishment  of debt in 1997, as well as the loss of
           its tenant.


           LIQUIDITY AND CAPITAL RESOURCES

                     The Company's working capital increased to $163,897 for the
           nine-months  ended  June 30,  1997 from  $149,220  for the year ended
           September 30, 1996.



PART II.   OTHER INFORMATION

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

           No matters were  submitted to a vote of security  holders  during the
quarter ended June 30, 1997.


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

           (a)  Exhibits

                     No exhibits  are  required to be filed for the  three-month
                     period  ended June 30,  1997.  Exhibit 27  (Financial  Data
                     Schedule) has been included in the electronic version only.

           (b)  Reports on Form 8-K.

                     No  report  on Form 8-K was filed  during  the  three-month
                     period ended June 30, 1997.



                                        7


<PAGE>

                                   SIGNATURES


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

                                          W-J International, Ltd.
                                                ("Small Business Issuer")


                                          By   \s\ Edward H. Webb
                                             Edward H. Webb
                                             President




Date:      July 31, 1997