<PAGE>
<PAGE>1

                                 UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                             ----------------------

                                   FORM 10-Q

(Mark One)

/X/  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities 
     Exchange Act of 1934

     For the quarterly period ended July 31, 1997
                                    -------------
     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: 33-65814


                    EQUIPMENT LEASING CORPORATION OF AMERICA
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)

DELAWARE                                              23-2408914
-------------------------------                       ----------------------
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                        Identification Number)


           Suite  76, 501 Silverside Road, Wilmington, Delaware 19809
           ----------------------------------------------------------
           (Address of principal executive offices)        (Zip Code)

                                 (302)-798-2335
                                 --------------
                          (Toll Free:  1-800-523-5644)
              (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  /   /

Indicate the number of shares outstanding of each of the issuer's classes of 
common stock, as of August 31, 1997: $1.00 par value common stock - 1,000 
shares.

<PAGE>
<PAGE>2

<TABLE>

                    EQUIPMENT LEASING CORPORATION OF AMERICA
                             (DEBTOR-IN-POSSESSION)
                                     INDEX
<CAPTION>


PART I. FINANCIAL INFORMATION                                     PAGE NUMBER
-----------------------------                                     -----------
<S>                                                                    <C>
    Item 1. Financial Statements

         Balance Sheets as of July 31, 1997
         (unaudited) and April 30, 1997                                1-2

         Statements of Operations; For the
         Three Months ended July 31, 1997 and 1996
         (unaudited)                                                   3

         Statement of Changes in Shareholder's Deficit;
         For the Three Months ended July 31, 1997                      4
         (unaudited)

         Statements of Cash Flows For the
         Three Months ended July 31, 1997 and 1996
         (unaudited)                                                   5-6

         Notes to Financial Statements                                 7

    Item 2. Management's Discussion and Analysis of 
         Financial Condition and Results of Operations                 10

PART II. OTHER INFORMATION
--------------------------

    Item 1.  Legal Proceedings                                         13

    Item 3.  Defaults Upon Senior Securities                           13

    Item 5.  Other Information                                         13

    Item 6.  Exhibits and Reports on Form 8-K                          13

</TABLE>
<PAGE>
<PAGE>3
<TABLE>

                         EQUIPMENT LEASING CORPORATION OF AMERICA
                                  (DEBTOR-IN-POSSESSION)
                                      BALANCE SHEETS
                                      --------------
<CAPTION>

                                    July 31, 1997           April 30, 1997
                                    -------------           --------------
<S>                               <C>                          <C>
ASSETS

Direct finance leases:
    Aggregate future amounts
     receivable under lease
     contracts                        $18,615,322              $18,409,854
    Estimated residual value
     of equipment                       1,335,069                1,369,844
    Initial direct costs, net             440,188                  434,603
Less:
    Unearned income under
     lease contracts                   (3,940,976)              (3,851,248)
                                       ----------               ----------
                                       16,449,603               16,363,053
    Advance payments                     (575,855)                (562,777)
                                       ----------               ----------

                                       15,873,748               15,800,276
    Allowance for doubtful 
     lease receivables                 (1,759,324)              (1,808,926)
                                       ----------               ----------

                                       14,114,424               13,991,350
Cash and cash equivalents                  87,270                  532,710
Other assets                                  299                  436,208
                                       ----------               ----------

    TOTAL ASSETS                      $14,201,993              $14,960,268
                                      ===========              ===========
</TABLE>
















                                  SEE ACCOMPANYING NOTES
                                            1
<PAGE>
<PAGE>4
<TABLE>

                         EQUIPMENT LEASING CORPORATION OF AMERICA
                                  (DEBTOR-IN-POSSESSION)
                               BALANCE SHEETS - (Continued)
<CAPTION>


                                    July 31, 1997           April 30, 1997
                                    -------------           --------------
<S>                               <C>                          <C>
LIABILITIES

Amounts payable to
   equipment suppliers                $     8,749              $     8,749
Accrued expenses and
    security deposits                      81,250                   76,317
Demand, Fixed Rate and
   Money Market Thrift
   Certificates                        23,608,078               24,128,483
Accrued interest                        3,301,244                2,994,427
                                       ----------               ----------

                                       26,999,321               27,207,976
                                       ----------               ----------
SHAREHOLDER'S DEFICIT

Common stock $1 par value,
   1,000 shares authorized,
   issued and outstanding                   1,000                    1,000
Variable Rate Cumulative
   Preferred Stock, Series A, $1
   par value, 50,000 shares
   authorized, none issued                    ---                      ---
Additional paid - in capital              999,000                  999,000
Due from parent                        (8,546,056)              (8,777,220)
Accumulated deficit                    (5,251,272)              (4,470,488)
                                      -----------              -----------

                                      (12,797,328)             (12,247,708)
                                      -----------              -----------

TOTAL LIABILITIES AND
SHAREHOLDER'S DEFICIT                 $14,201,993              $14,960,268
                                      ===========              ===========
</TABLE>










                                  SEE ACCOMPANYING NOTES
                                            2
<PAGE>
<PAGE>5
<TABLE>
                       EQUIPMENT LEASING CORPORATION OF AMERICA
                                (DEBTOR-IN-POSSESSION)
                               STATEMENTS OF OPERATIONS
<CAPTION>

                                               For the Three Months Ended July 31,
                                                    1997              1996
                                                 -----------       -----------
                                                 (unaudited)       (unaudited)
<S>                                              <C>               <C>
Revenue:                                                           
                                                                   
Income earned under                                                
  direct finance lease contracts                 $  688,584        $  612,570
                                                 ----------        ----------
Total revenue                                       688,584           612,570
                                                 ----------        ----------
Costs and expenses:                                                
Interest expense, net                               576,318           521,406
                                                                   
General and administrative expenses                 209,601           227,215
                                                                   
Provision for doubtful lease receivables            278,523           284,366
                                                                   
Nonrecurring Item:                                                 
Charge-off of deferred solicitation and                            
  registration expenses related to the sale                        
  of Demand and Fixed Rate Certificates             404,926               ---
                                                 ----------        ----------
    Total costs and expenses                      1,469,368         1,032,987
                                                 ----------        ----------
                                                                   
Loss from operations before provision                              
  for income tax expense                           (780,784)         (420,417)
                                                                    
Provision for state income tax expense                  ---               ---
                                                 ----------        ----------
Net Loss                                         $ (780,784)       $ (420,417)
                                                 ==========        ==========
                                                                   

</TABLE>                                                           
                                                                   












                                SEE ACCOMPANYING NOTES
                                          3
<PAGE>
<PAGE>6
<TABLE>
                              EQUIPMENT LEASING CORPORATION OF AMERICA
                                       (DEBTOR-IN-POSSESSION)
                           STATEMENT OF CHANGES IN SHAREHOLDER'S DEFICIT
                     

<CAPTION>
                           Common Stock  
                         -----------------
                         ($1.00 Par Value)
                           1,000 shares
                           Authorized     Additional                              Total
                          No. of shares   Paid-In     Due From     Accumulated    Shareholder's
                          Issued  Amount  Capital     Parent       Deficit        Deficit
                          ------  ------  ----------  -----------  -----------    -------------
<S>                       <C>     <C>     <C>         <C>          <C>            <C>
Balance, April 30, 1997,  1,000   $1,000  $999,000    $(8,777,220) $(4,470,488)   $(12,247,708)

Net Loss for the
three month period
ended July 31, 1997
(unaudited)                  --       --        --             --      (780,784)      (780,784)

Net repayment of 
advances from parent                                      231,164            --        231,164
                          -----   ------  --------    -----------   ------------  ------------
Balance, July 31, 1997    1,000   $1,000  $999,000    $(8,546,056)  $(5,251,272)  $(12,797,328)
(unaudited)               =====   ======  ========    ===========   ============  ============



























                                  SEE ACCOMPANYING NOTES          
                                            4          
</TABLE>
<PAGE>
<PAGE>7
<TABLE>

                     EQUIPMENT LEASING CORPORATION OF AMERICA
                              (DEBTOR-IN-POSSESSION)
                             STATEMENTS OF CASH FLOWS
<CAPTION>

                                         For the Three Months Ended July 31,
                                                1997             1996   
                                             -----------      -----------
                                             (unaudited)      (unaudited)
<S>                                          <C>              <C>
OPERATING ACTIVITIES
--------------------
Net Loss                                     $  (780,784)     $  (420,417)
Adjustment to Reconcile Net Loss 
to Net Cash Provided by (Used in)
Operating Activities:
  Nonrecurring Item                              404,926              ---
  Amortization of Deferred Debt Expenses          57,594           67,856
  Provision for doubtful lease receivables       278,523          284,366
Effects of Changes
  in other Operating Items:
  Accrued Expenses                                 4,932           (7,345)
  Accrued Interest                               306,817          154,468
  Other (net)                                    (26,610)         (95,533)
                                             -----------      -----------
Net Cash Provided by (Used in) Operating
  Activities                                     245,398          (16,605)
                                             -----------      -----------
INVESTMENT ACTIVITIES
---------------------
Excess of Cash Received
  Over Lease Income Recorded                   1,618,515        1,438,674
Receipt of Advance Payments                       63,065           60,069
Purchase of Equipment
  for Direct Finance Leases                   (2,083,177)      (1,913,455)
                                             -----------      -----------
Net Cash Used in
  Investing Activities                       $  (401,597)     $  (414,712)
                                             -----------      -----------

</TABLE>












                              SEE ACCOMPANYING NOTES
                                        5
<PAGE>
<PAGE>8
<TABLE>

                     EQUIPMENT LEASING CORPORATION OF AMERICA
                              (DEBTOR-IN-POSSESSION)
                             STATEMENTS OF CASH FLOWS
<CAPTION>
                                         For the Three Months Ended July 31,
                                                1997             1996   
                                             -----------      -----------
                                             (unaudited)      (unaudited)
<S>                                          <C>              <C>
FINANCING ACTIVITIES
--------------------
Proceeds from Issuance
  of Demand and Fixed Rate Certificates      $         0      $ 2,363,448
Net Repayment From (Advances to) Parent          231,164         (414,911)
Redemption of Demand, Fixed
  Rate, and Money Market Thrift 
  Certificates                                  (520,405)      (2,211,313)
                                             -----------      -----------
Net Cash Used in
  Financing Activities                          (289,241)        (262,776)
                                             -----------      -----------
Decrease in Cash 
  and cash equivalents                          (445,440)        (694,093)
Cash and cash equivalents, 
  Beginning of Year                              532,710        9,260,482
                                             -----------      -----------
Cash and cash equivalents, 
  End of Period                              $    87,270      $ 8,566,389
                                             ===========      ===========
</TABLE>






















                              SEE ACCOMPANYING NOTES
                                        6
<PAGE>
<PAGE>9
                   EQUIPMENT LEASING CORPORATION OF AMERICA
                            (DEBTOR-IN-POSSESSION)
                    Notes to Interim Financial Statements
                  Three Months Ended July 31, 1997 and 1996

1.  FINANCIAL STATEMENT PRESENTATION

The unaudited financial statements presented herein have been prepared in 
accordance with the instructions to Form 10-Q and do not include all of the 
information and note disclosures required by generally accepted accounting 
principles.  These statements should be read in conjunction with the audited 
financial statements and notes thereto as of April 30, 1997.  The 
accompanying financial statements have not been audited by independent 
accountants, but in the opinion of management, such financial statements 
include all adjustments, consisting only of normal recurring adjustments, 
necessary to summarize fairly the results of operations and are not 
necessarily indicative of the results to be expected for the full year.

The preparation of financial statements in conformity with generally accepted 
accounting principles requires management to make estimates and assumptions 
that affect the amounts reported in the financial statements and accompanying 
notes.  Although these estimates are based on management's knowledge of 
current events and actions it may undertake in the future, they may 
ultimately differ from actual results.

2.  ACCOUNTING POLICIES

ACCOUNTING FOR LEASES

Equipment Leasing Corporation of America's ("ELCOA") lease contracts provide 
for total noncancellable rentals which exceed the cost of leased equipment 
and, accordingly, are accounted for as direct finance leases.  At inception, 
ELCOA records the gross lease receivable, the estimated residual value of the 
leased equipment, and the unearned lease income.  The unearned lease income 
represents the excess of the gross lease receivable at inception of the 
contract plus the estimated residual value over the cost of the equipment 
being leased.  ELCOA utilizes the "effective" or interest method in 
recognizing the remainder of unearned income.  For leases originated after 
April 30, 1988, the Company has changed its method of accounting to conform 
with the requirements of FAS No. 91 "Accounting for Non Refundable Fees and 
Costs Associated with Originating or Acquiring Loans and Initial Direct Cost 
of Leases".  Under this method a portion of the initial direct costs as 
defined by FAS No. 91 ($80,122 and $73,594 for the three months ended July 
31, 1997 and 1996, respectively), were accounted for as part of the 
Investment in Direct Financing Leases.  Unearned income is earned and initial 
direct costs are amortized to income using the effective method over the term 
of the lease.
  
ELCOA provides a provision for doubtful accounts based upon a periodic review 
(not less than quarterly) of its outstanding lease portfolio, and provides a 
direct charge against operations to increase the amount of stated reserves 
for uncollectable accounts.  Any write-offs of uncollectable leases reduce 
the stated amount of ELCOA's reserves.  Write-offs of delinquent leases 
totaled $328,125 and $290,101 during the three month periods ended July 31, 
1997 and 1996, respectively, while ELCOA increased these reserves by charges 
of $278,523 and $284,366 during the three month periods ended July 31, 1997 
and 1996, respectively.

                                      7
<PAGE>
<PAGE>10

INCOME TAXES

Effective May 1, 1993, the Company adopted Statement of Financial Accounting 
Standard No. 109, "Accounting for Income Taxes" (SFAS 109), which requires an 
asset and liability approach to financial accounting and reporting for income 
taxes.  Deferred income tax assets and liabilities are computed annually for 
differences between the financial statement and tax basis of assets and 
liabilities that will result in taxable or deductible amounts in the future 
based on enacted tax laws and rates applicable to the periods in which the 
differences are expected to affect taxable income.  Valuation allowances are 
established when necessary to reduce deferred tax assets to the amount 
expected to be realized.  Income tax expense is the tax payable or refundable 
for the period plus or minus the change during the period in deferred tax 
assets and liabilities.

The net deferred tax asset as of April 30, 1997 includes deferred tax assets 
(liabilities) attributable to the following temporary deductible (taxable) 
differences:

    Operating lease method vs. direct financing method         $1,295,000
    Provision for doubtful lease receivables                      705,000
    Other                                                         (42,000)
                                                               ----------
    Net deferred tax asset                                      1,958,000
    Valuation allowance                                        (1,958,000)
                                                               ----------
    Net deferred tax asset after valuation allowance           $     ----
                                                               ==========
A valuation allowance was considered necessary since it is more likely than 
not that the Company will not realize the tax benefits of the deductible 
differences.

The Company will be included in the consolidated federal income tax return of 
its parent, Walnut Equipment Leasing Co., Inc.  Based on a tax allocation 
agreement, current federal taxes otherwise refundable (payable) under a 
separate company computation will be received from (paid to) its parent.

For the three months ended July 31, 1997 and 1996, the provision for federal 
and state income taxes consists of:

                          Three Months Ended July 31,
                              1997             1996
                          --------         --------
         Current          $ 29,461         $212,685
         Deferred         ( 29,461)        (212,685)
                          --------         --------
                          $    ---         $    ---
                          ========         ========

The deferred tax benefit is  the change in the net deferred tax asset arising 
from the available carry-back claim from its parent.



                                      8
<PAGE>
<PAGE>11

OTHER ASSETS AND LIABILITIES

Amounts payable to equipment suppliers in the amount of $8,749 as of July 31, 
1997 represents holdbacks from suppliers of equipment as additional security 
for performance by the underlying lessee on the related lease contract, and 
are payable at the termination of the contracts based upon the lessee's 
compliance with terms of the lease contract. 

3.  BANKRUPTCY PROCEEDINGS

On August 8, 1997, ELCOA and Walnut filed separate voluntary petitions for 
reorganization under Chapter 11 of the U.S. Bankruptcy Code.  ELCOA and 
Walnut are managing their businesses as debtors-in-possession subject to the 
supervision and control of the Federal Bankruptcy Court for the Eastern 
District of Pennsylvania.  For further information in this regard, see Item 3 
to Form 10-K as filed August 14, 1997 for the fiscal year ended April 30, 
1997.

4.  NONRECURRING ITEM

As a result of requests by certificate holders for redemptions which exceeded 
ELCOA'S cash and cash equivalents, ELCOA was unable to meet requests for 
redemption of its Demand, Fixed Rate and Money Market Thrift Certificates 
beginning July 7, 1997 and thereafter.  Management reviewed the Trust 
Indentures covering the registered offering of these debt securities and 
concluded that a default may have occurred in the redemption provision.  
Prior to July 31, 1997, sales of ELCOA's debt securities had been suspended, 
and were not expected to recommence in the future.   Accordingly, during the 
three month period ended July 31, 1997, ELCOA recognized as a nonrecurring 
charge to operations the amount of $404,926, representing $258,482 of 
capitalized commissions previously paid and $146,444 of capitalized 
registration expenses as of July 31, 1997 related to the prior registration 
and sales of Demand and Fixed Rate Thrift Certificates.





















                                      9
<PAGE>
<PAGE>12

                   EQUIPMENT LEASING CORPORATION OF AMERICA
                            (DEBTOR-IN-POSSESSION)

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

RECENT DEVELOPMENTS, CHAPTER 11 PROCEEDING

As described in ELCOA's annual report on Form 10-K for the year ended April 
30, 1997 (the "1997 10-K"), on August 8, 1997 ELCOA and Walnut filed 
voluntary petitions for reorganization (the  "Chapter 11 Petition") under 
Chapter 11 of the Federal Bankruptcy Code (the "Chapter 11 Proceeding").  
Both ELCOA and Walnut are managing their businesses as debtors-in-possession 
subject to the supervision and control of the Federal Bankruptcy Court for 
the Eastern District of Pennsylvania (the "Bankruptcy Court").  As a result 
of these limitations ELCOA and Walnut have implemented a number of 
cost-saving measures.  Among other things, since the filing of the Chapter 11 
Petitions, Walnut has (i) tightened the criteria under which it is willing to 
originate new lease receivables (ii) received fewer new lease applications 
for consideration and (iii) reduced its workforce.  See Forms 10-K for the 
fiscal years ended April 30, 1997 as filed by ELCOA and Walnut.

On September 26, 1997 the Bankruptcy Court, upon the motion of the United 
States Trustee, entered an order authorizing the appointment of examiner to 
(i) investigate the acts, conduct, assets, liabilities, and current financial 
condition of the Company and ELCOA, and the operation of their businesses, 
among other things, (ii) determine the appropriateness of substantive 
consolidation, and (iii) the desirability of the Company and ELCOA continuing 
with their ongoing businesses under current management.  The examiner is 
expected to file its statement of this investigation on or before December 4, 
1997.  Management intends to continue operations in the ordinary course of 
business at least until that date.

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JULY 31, 1997 AND 1996.

Revenues of $688,584 and $612,570 were recognized during the three months 
ended July 31, 1997 and 1996 respectively.  Revenues increased $76,014 or 
12.4% as a result of the increase in average outstanding aggregate future 
receivables during these periods.  The Company utilizes the "effective" 
method in recognizing income from deferred income on its direct finance lease 
portfolio.  For a more detailed discussion of the manner in which income is 
computed and recognized, see Footnote 2 to the Financial Statements.  During 
the three month periods ended July 31, 1997 and 1996, $2,799,123 and 
$2,540,777, respectively, in new gross finance lease receivables were added 
to the portfolio of outstanding leases, corresponding to equipment purchases 
of $2,083,177 and $1,913,455, respectively.  Unearned income under direct 
finance leases reflected a net increase of $89,728 during the three months 
ended July 31, 1997 which resulted from an increase in new leases generated 
during the current period ended July 31, 1997.  During a period in which the 
rate of growth of new lease volume increases, the growth rate of net lease 
revenue in that period will be less than the rate of growth in new lease 
volume, as income earned from new lease volume is recognized over the term of 
each lease contract and not necessarily in the year the contract is entered.  

                                      10
<PAGE>
<PAGE>13

Amounts paid under the service contract for lease origination in the amounts 
of $80,122 and $73,594 respectively, were capitalized in accordance with FAS 
No. 91 during the three months ended July 31, 1997, and 1996.  See Footnote 2 
to the Financial Statements.

General and administrative expenses for the three month periods ended July 
31, 1997 and 1996 were $209,601 and $227,215, respectively.  Included in 
these expenses were $113,217 and $124,417, respectively, in monthly servicing 
fees which are to reimburse Walnut for the servicing and administration of 
ELCOA's outstanding leases which are charged at $6.50 per account per month.  
As of July 31, 1997 and 1996, there were 5,837 and 6,181 direct finance 
leases outstanding, respectively.  Also included in general and 
administrative expenses for the three months ended July 31, 1997 and 1996 are 
$57,594 and $67,856, respectively, which represents the amortization of the 
deferred registration and solicitation expenses which are included in "Other 
Assets" on the Balance Sheet as of April 30, 1997.  See Footnote 3 to the 
Financial Statements for a discussion of the write-off of capitalized 
registration and solicitation expenses during the three months ended July 31, 
1997.  ELCOA paid Walnut $6,500 for the three month periods ended July 31, 
1997 and 1996 for bookkeeping fees.  These fees are to reimburse Walnut for 
the routine bookkeeping functions performed for ELCOA and are charged at $500 
per week.  Also included in general and administrative expenses were $21,258 
and $26,201, respectively, in transfer service fees paid to Financial Data, 
Inc., an affiliate.

For the three months ended July 31, 1997 and 1996, ELCOA recognized expenses 
of $278,523 and $284,366, respectively, for its doubtful lease receivable 
provision.  See Footnote 2 to the Financial Statements.  This provision was 
recognized in order to maintain an adequate allowance, based upon 
management's belief and historical experience, for anticipated delinquencies 
and impairments from doubtful direct finance lease receivables outstanding as 
of July 31, 1997 and 1996.  During the three months ended July 31, 1997, 
ELCOA continued to conduct an extensive review of the collectibility of all 
past due accounts, and wrote-off those situations where further costs in 
pursuing legal remedies in collection were considered to be unwarranted.

As a result, past due accounts four or more monthly payments past due (on a 
strict contractual basis) as of July 31, 1997 were $5,422,545 or 29.1% of the 
$18,615,322 in aggregate future lease receivables outstanding at that date.  
These delinquencies decreased $162,261 or 2.9% from the amount of $5,584,806 
(30.3% of aggregate receivables) as of April 30, 1997.  Management is 
continuing its efforts in pursuit of collections of all past due lease 
receivables.

During the three months ended July 31, 1997 and 1996, ELCOA incurred $576,318 
and $521,406, respectively in interest expense (net) on the Demand, Fixed 
Rate and Money Market Thrift Certificates.  Accrued interest thereon of 
$3,301,244 and $2,921,626, respectively, were outstanding at July 31, 1997 
and 1996.  These expenses were reduced by interest income of $3,832 and 
$97,606, respectively during the three months ended July 31, 1997 and 1996.  
During the three months ended July 31, 1996, ELCOA's excess cash was invested 
in short-term U.S. Government Treasury Bills, having maturities of three 
months.  During the three months ended July 31, 1997, no cash was invested in 
U.S. Treasury Bills.  The average rates of interest paid on the Certificates 
(including accrued interest thereon) were approximately 8.6% and 8.4%, 
respectively, during the three month periods ended July 31, 1997 and 1996.  
                                      11
<PAGE>
<PAGE>14

During the three month period ended July 31, 1997, the Company recognized an 
nonrecurring charge of $404,926 representing the charge-off of $258,482 of 
capitalized commissions paid and $146,444 of capitalized registration 
expenses related to the sale of Demand and Fixed Rate Thrift Certificates, as 
a result of the Company's indefinite cease of sales of certificates.  See 
Note 3 to the Financial Statements for a more detailed discussion.

During the three month periods ended July 31, 1997 and 1996, no provisions 
for either state or federal income taxes were necessary.  See Footnote 2 to 
the Financial Statements.

CAPITAL RESOURCES AND LIQUIDITY

ELCOA had financed its growth prior to April 30, 1997 primarily from the 
proceeds of sale of its debt securities, as well as from rental receipts from 
its outstanding lease portfolio.  Prior to April 30, 1997, ELCOA had not 
defaulted on any contractual payment of interest or principal on any Demand, 
Fixed Rate and Money Market Thrift Certificates issued to the public, and 
requests for early repayment of interest or principal had never been later 
than five business days after demand for redemption was received.  During the 
month of June, 1997, as a result of reductions in the company's available 
cash, requests for early redemption of Demand and Fixed Rate Certificates 
prior to maturity were deferred to July 5, 1997.  As a result of the requests 
by certificate holders for redemptions which exceeded ELCOA's cash and cash 
equivalents, ELCOA was unable to meet the requests for redemption of its 
Demand, Fixed Rate and Money market Thrift Certificates beginning July 7, 
1997 and thereafter.  Management had reviewed the Trust Indentures covering 
the registered offerings of these debt securities and has concluded that a 
default may have occurred in the redemption provisions.  On August 8, 1997, 
ELCOA and Walnut filed voluntary petitions for reorganization under Chapter 
11 of the U.S. Bankruptcy Code.  ELCOA and Walnut are managing their 
businesses as debtors-in-possession subject to the supervision and control of 
the Federal Bankruptcy Court for the Eastern District of Pennsylvania.  
Pending the resolution of this proceeding, no further redemptions of debt 
securities or payments of interest will occur.  In order to continue its 
operation, ELCOA must generate additional sources of liquidity to fund new 
business, of which there can be no assurance.  See the Statement of Cash 
Flows on page 5 of this report for an analysis of the sources and uses of 
cash by ELCOA during the three month periods ended July 31, 1997 and 1996.   

STATEMENT REGARDING FORWARD LOOKING STATEMENTS

    Except for the historical information contained herein, the matters 
discussed in Item 2.  Management's Discussion and Analysis of Financial 
Condition and Results of Operations or elsewhere in this quarterly report on 
Form 10-Q, are forward looking statements that are dependent upon a number of 
risks and uncertainties that could cause actual results to differ materially 
from those in the forward looking statements.  These risks and uncertainties 
are more fully discussed in Note 1 to the Financial statements for the fiscal 
year ended April 30, 1997 as contained in Form 10-K as filed , and elsewhere 
in this Form 10-Q.  ELCOA does not intend to provide updated information 
about the matters referred to in these forward looking statements, other than 
in the context of management's discussion and analysis in ELCOA's quarterly 
and annual reports on Form 10-Q and 10-K.

                                      12
<PAGE>
<PAGE>15

                                   PART II

                              OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Pursuant to an Order to Show Cause dated August 4, 1997 (the "Order"), the 
Pennsylvania Securities Commission (the "PSC") instituted an Administrative 
Proceeding regarding the Company, Walnut, WELCO Securities, Inc., a 
registered broker-dealer, William Shapiro (President of the Company), Kenneth 
S. Shapiro (Vice-President of the Company), and John J. McGarry, a registered 
agent for First Allied Securities of Warren, Pennsylvania.

The Order alleges that the named parties (other than Walnut) violated 
provisions of the Pennsylvania Securities Act of 1972 in connection with 
certain offers and sales of the Company's Demand Certificates and Fixed Term 
Certificates.  The Order also alleges violations by the named parties (other 
than the Company) of the Pennsylvania Securities Act of 1972 in conjunction 
with certain offers and sales of Walnut Demand Senior Thrift Certificates and 
Fixed Rate Certificates.  The Company, ELCOA, William Shapiro and Kenneth S. 
Shapiro have answered the Order by denying the PSC's allegations.

On August 8, 1997, ELCOA and Walnut filed separate voluntary petitions for 
reorganization under Chapter 11 of the U.S. Bankruptcy Code.  ELCOA and 
Walnut are managing their businesses as debtors-in-possession subject to the 
supervision and control of the Federal Bankruptcy Court for the Eastern 
District of Pennsylvania.  For further information in this regard, see Item 3 
to Form 10-K as filed August 14, 1997 for the fiscal year ended April 30, 
1997, as well as information contained elsewhere in this Form 10-Q.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Reference is made to "CAPITAL RESOURCES AND LIQUIDITY", appearing above, as 
respects ELCOA's default in the terms and conditions of certain Trust 
Indentures covering the issuance of its Demand, Fixed Rate, and Money Market 
Thrift Certificates.

ITEM 5. OTHER INFORMATION

On August 8, 1997, ELCOA and Walnut filed voluntary petitions for 
reorganization under Chapter 11 of the U.S. Bankruptcy Code.  ELCOA and 
Walnut are managing their businesses as debtors-in-possession subject to the 
supervision and control of the Federal Bankruptcy Court for the Eastern 
District of Pennsylvania.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(b) REPORTS ON FORM 8-K

ELCOA filed a Current Report on Form 8-K dated July 30, 1997 with respect to 
the Company's inability to meet the requests for redemption of its Demand, 
Fixed Rate and Money Market Thrift Certificates beginning July 7, 1997 and 
thereafter and concluded that a default may have occurred in the redemption 
provisions.
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                                   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 thereunto duly authorized.



                                  EQUIPMENT LEASING CORPORATION OF AMERICA
                                  ----------------------------------------
                                  (Registrant)


                                  /s/  William Shapiro                    
                                  ----------------------------------------
                                  William Shapiro,  President and
                                  Chief Financial Officer



October 24, 1997
----------------
      Date
 


























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