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 December 31, 1998

Commission File Number: 33-6738-D

                    Eldorado Artesian Springs, Inc.
   (Exact name of registrant as specified in its charter as amended)

              Colorado                            84-0907853
  (State or other jurisdiction of      (IRS Employer Identification No.)
           incorporation                       Or organization)

PO Box 445, Eldorado Springs, Colorado              80025
  (Address of principal executive                 (Zip Code)
              offices)

                            (303) 499-1316
          (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 _____


Number  shares of common  stock  outstanding  at the  latest  practicable  date,
December 31, 1998 : 2,995,495.




<PAGE>




                    ELDORADO ARTESIAN SPRINGS, INC.




                                 INDEX

                                                                            Page
Part I - Financial Information

Item 1 - Financial Statements

      Balance Sheets December 31, 1998 (Unaudited) and 
       March 31, 1998......................................................F - 1

      Unaudited Statements of Operations For the Three 
       and Nine Months Ended December 31, 1998 and 
       December 31, 1997...................................................F - 2

      Unaudited Statements of Cash Flows For the Nine Months Ended
       December 31, 1998 and December 31, 1997 ............................F - 3

      Notes to Unaudited Financial Statements .............................F - 4

Item 2 - Management's Discussion and Analysis of Financial Condition
 and Results of Operations ................................................F - 6

Part II - Other Information ..............................................F - 10

Signature Page ...........................................................F - 11




<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.

                            Balance Sheets
<TABLE>
<CAPTION>

                                                              December 31,     March 31,
                                                                 1998           1998
                                                              -----------    ----------
                                                              (Unaudited)
                                     Assets
<S>                                                           <C>            <C>
Current assets
  Cash ..................................................     $  208,861     $   70,166
  Accounts receivable
    Trade, net ..........................................        570,669        498,320
    Other ...............................................          9,193          5,506
  Inventories ...........................................        246,704        122,701
  Prepaid expenses and other ............................         19,183         48,313
  Deferred income taxes .................................          4,633         16,829
                                                              ----------     ----------
         Total current assets ...........................      1,059,243        761,835
                                                              ----------     ----------

Property, plant & equipment - net .......................      1,763,230      1,525,370
                                                              ----------     ----------

Other assets
  Water rights - net ....................................        111,252        114,618
  Restricted cash .......................................        125,000           --
  Deferred offering costs ...............................         41,493           --
  Other, net ............................................         63,946         54,898
                                                              ----------     ----------
         Total other assets .............................        341,691        169,516
                                                              ----------     ----------

                                                              $3,164,164     $2,456,721
                                                              ==========     ==========

                     Liabilities and Stockholders' Equity
Current liabilities
  Accounts payable ......................................     $   92,871     $  129,747
  Accrued expenses ......................................         45,428         79,130
  Line-of-credit ........................................           --           40,000
  Deposits ..............................................         44,136         49,178
  Current maturities of long-term debt ..................        177,770        123,005
                                                              ----------     ----------
         Total current liabilities ......................        360,205        421,060

Long-term liabilities
  Long-term debt ........................................      1,396,801      1,431,820
  Deferred income taxes .................................         54,795         52,921
                                                              ----------     ----------
         Total long-term liabilities
                                                               1,451,596      1,484,741
         Total liabilities ..............................      1,811,801      1,905,801
                                                              ----------     ----------

Stockholders' equity
  Common stock, par value $.001 per share;
   50,000,000 shares authorized; 2,995,495
   (December 31, 1998) and 2,695,495
   (March 31, 1998) issued and outstanding ..............          2,995          2,695
  Additional paid-in capital ............................        984,656        294,875
  Retained earnings .....................................        364,712        253,350
                                                              ----------     ----------
                                                               1,352,363        550,920

                                                              $3,164,164     $2,456,721
                                                              ==========     ==========
</TABLE>

                  See notes to financial statements.

                                 F - 1


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.

                       Statements of Operations

<TABLE>
<CAPTION>

                                        Three Months Ended                  Nine Months Ended
                                            December 31,                       December 31,
                                    ----------------------------      ----------------------------
                                       1998             1997             1998               1997
                                    -----------      -----------      -----------       ----------
                                            (Unaudited)                         (Unaudited)
<S>                                 <C>              <C>             <C>                <C>
Revenue
  Water and related ...........     $   948,520      $   763,217       $2,861,942       $2,351,148
  Pool ........................               0                0           83,030           68,350
  Rentals .....................          12,900           11,708           36,250           42,598
                                    -----------      -----------      -----------      -----------
   Net revenue ................         961,420          774,925        2,981,222        2,462,096

Cost of goods sold ............          96,540          103,431          381,584          362,822
                                    -----------      -----------      -----------      -----------

Gross profit ..................         864,880          671,494        2,599,638        2,099,274
                                    -----------      -----------      -----------      -----------

Operating expenses
  Salaries and related ........         374,207          323,973        1,162,449          982,628
  Administrative and general ..         215,264          107,766          580,970          341,988
  Selling and delivery ........          96,776           74,779          373,819          271,408
  Depreciation and amortization          85,994           85,058          246,371          199,014
                                    -----------      -----------      -----------      -----------
                                        772,241          591,576        2,363,609        1,795,038
                                    -----------      -----------      -----------      -----------

Operating Income ..............          92,639           79,918          236,029          304,236
                                    -----------      -----------      -----------      -----------

Other Income (expense)
  Interest income .............           4,084              744           14,078            3,711
  Interest expense ............         (33,340)         (37,285)        (107,335)        (108,066)
                                    -----------      -----------      -----------      -----------
                                        (29,256)         (36,541)         (93,257)        (104,355)
                                    -----------      -----------      -----------      -----------

Net income before income taxes           63,383           43,377          142,772          199,881

Provision for income taxes ....          13,564           13,008           31,410           41,140
                                    -----------      -----------      -----------      -----------

Net income and comprehensive
 income .......................     $    49,819      $    30,369      $   111,362      $   158,741
                                    ===========      ===========      ===========      ===========

Basic earnings per common
 share ........................     $      0.02      $      0.01      $      0.04      $      0.06
                                    ===========      ===========      ===========      ===========

Weighted average number of
 shares outstanding ...........       2,995,495        2,695,495        2,972,586        2,695,495
                                    ===========      ===========      ===========      ===========
</TABLE>

                  See notes to financial statements.

                                 F - 2


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.

                       Statements of Cash Flows


                                                      Nine Months Ended
                                                         December 31,
                                                 ----------------------------
                                                     1998             1997
                                                 -----------      -----------

                                                 (Unaudited)      (Unaudited)
Cash flows from activities
  Net income ...............................     $   111,362      $   158,741
                                                 -----------      -----------
  Adjustments  to  reconcile  net  income
   to net cash provided by
   operating activities
   Depreciation and amortization ...........         246,371          199,014
   Deferred income taxes ...................          14,070             --
   Changes in certain assets and liabilities
    Accounts receivable ....................         (76,036)        (197,642)
    Inventories ............................        (124,003)         (42,471)
    Prepaid expenses and other .............          19,130            1,126
    Accounts payable .......................         (36,876)          52,213
    Accrued expenses .......................         (33,702)          (3,912)
    Deposits ...............................          (5,042)          (2,564)
                                                 -----------      -----------
                                                       3,912            5,764
                                                 -----------      -----------
      Net cash provided by operating
       activities ..........................         115,274          164,505
                                                 -----------      -----------

Cash flows from investing activities
  Purchase of property and equipment .......        (365,091)        (563,963)
                                                 -----------      -----------
      Net cash flows used in investing
       activities ..........................        (365,091)        (563,963)
                                                 -----------      -----------

Cash flows from financing activities
  Proceeds from additions to long-term debt             --          1,500,000
  Payments on long-term debt ...............         (95,076)      (1,261,320)
  Payments on line-of-credit ...............         (40,000)            --
  Proceeds from sale of common stock .......         825,000             --
  Loan fees and origination cost ...........            --            (17,534)
  Costs related to issuance of common stock         (134,919)            --
  Restricted cash ..........................        (125,000)            --
  Deferred offering costs ..................         (41,493)            --
                                                 -----------      -----------
      Net cash flows provided by financing
       activities ..........................         388,512          221,146
                                                 -----------      -----------

Net increase in cash .......................         138,695         (178,312)

Cash-- beginning of period .................          70,166          244,765
                                                 -----------      -----------

Cash-- ending of period ....................     $   208,861      $    66,453
                                                 ===========      ===========

Supplemental  disclosures of cash flow  information:  
     Cash paid for interest for the nine months ended December 31, 1998 and 1997
     was $107,335 and $108,066, respectively. Cash paid for income taxes for the
     nine months  ended  December  31,  1998 and 1997 was  $17,339 and  $20,132,
     respectively.

Supplemental  disclosure of noncash investing and financing  activities:  
     During the nine months  ended  December 31,  1998,  equipment  was acquired
     through capital leases for $114,822.

                                 F - 3


<PAGE>



                    ELDORADO ARTESIAN SPRINGS, INC.

                     Notes to Financial Statements


Note 1 - Summary of Significant Accounting Policies

Interim Unaudited Financial Statements

The interim  financial  statements  are  unaudited  and reflect all  adjustments
(consisting only of normal recurring  adjustments)  which are, in the opinion of
management,  necessary for a fair  presentation  of the  financial  position and
operating  results for the interim  periods.  The results of operations  for the
nine months ended December 31, 1998 and 1997 are not  necessarily  indicative of
the results of the entire year.  The financial  statements  included  herein are
presented in accordance with the requirements of Form 10-QSB and consequently do
not include all of the disclosures normally made in the registrant's annual Form
10-KSB filing. These financial statements should be read in conjunction with the
financial  statements  and notes thereto  contained in the Company's Form 10-KSB
for the year ended March 31, 1998.

Certain  amounts for the year ended March 31,  1997 and  December  31, 1997 have
been reclassified to conform with the 1998 presentation.


Note 2 - Recently Issued Accounting Pronouncements

During the year ended March 31,  1998,  the Company  adopted the  provisions  of
Statement of Financial  Accounting  Standards No. 128,  Earnings Per Share (SFAS
No. 128).  SFAS 128  established  new definitions for calculating and disclosing
basic and diluted earnings per share. Basic earnings per share is based upon the
weighted average number of shares outstanding as defined in SFAS 128. No diluted
earnings  per share is  presented  as there  are no  potential  dilutive  common
shares.  

In June 1997, the FASB issued  Statement of Financial  Accounting  Standards No.
130, "Reporting  Comprehensive  Income" (SFAS 130), which establishes  standards
for  reporting  and  display  of  comprehensive   income,   its  components  and
accumulated balances.  Comprehensive income is defined to include all changes in
equity except those resulting from  investments by owners and  distributions  to
owners.  Among  other  disclosures,  SFAS 130  requires  that all items that are
required to be recognized  under current  accounting  standards as components of
comprehensive  income,  be reported in a financial  statement  that is displayed
with the same prominence as other financial statements.  Currently the Company's
only component,  which would comprise  comprehensive  income,  is its results of
operations. SFAS 130 is effective for financial statements for periods beginning
after  December  15,  1997,  and requires  comparative  information  for earlier
periods to be restated. SFAS No. 130 is required to be adopted for the Company's
1999 fiscal year end financial statements and, as a reporting standard, SFAS No.
130 will  have no impact on the  Company's  financial  position  or  results  of
operations.

                                 F - 4


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.

                     Notes to Financial Statements


Note 2 - Recently Issued Accounting Pronouncements (continued)

In June 1997, FASB issued Statement of Financial Accounting Standards,  No. 131,
"Disclosures About Segments of an Enterprise and Related  Information" (SFAS No.
131),  effective for years beginning after December 15, 1997.  Statement No. 131
establishes standards for reporting information about operating segments and the
methods by which such segments were determined.  Currently, the Company only has
one  significant  operating  segment.  Therefore,  this  pronouncement  poses no
significant changes in the Company's reporting methods.


Note 3 - Stockholders' Equity

Stock Option Plan

On May 19, 1998,  the Company  registered  875,000 shares of common stock of the
Company pursuant to the 1997 stock option plan (the Plan). The Plan provides for
the grant of stock  options  to  employees,  directors  and  consultants  of the
Company.  From time to time, the board may grant options to advance  interest of
the Company.

As of December 31, 1998,  343,500 options were  outstanding  that were issued to
employees,  of which 111,500 are fully vested. All of the options were issued on
May 26, 1998 with an option  price of $2.75 per share,  fair market value at the
date of grant. Of the remaining 232,000 options,  31,200 vest in 1999, 34,400 in
2000,  37,600 in 2001, 41,800 in 2002, 45,000 in 2003, 13,000 in 2004, 14,000 in
2005 and 15,000 in 2006.  Options will terminate no later than the expiration of
ten  years  from  the date of  grant,  subject  to  earlier  termination  due to
termination of service.



                                 F - 5


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.


Item 2:  MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF FINANCIAL  CONDITION
AND RESULTS OF OPERATIONS

This filing contains certain  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange  Act  of  1934  and  the  Company  intends  that  such  forward-looking
statements be subject to the safe harbors created thereby. These forward-looking
statements include the plans and objectives of management for future operations,
including  plans and  objectives  relating  to  services  offered  by and future
economic performance of the Company.

The forward-looking statements included herein are based on current expectations
that involve a number of risks and uncertainties that might adversely affect the
Company's  operating  results in the future in a  material  way.  Such risks and
uncertainties include but are not limited to the following: availability of debt
and equity financing,  interest rate fluctuations,  effects of regional economic
and market  conditions,  ability to obtain  additional  water rights,  labor and
marketing  costs,  operating costs,  packaging costs,  intensity of competition,
legal claims and the contingencies associated with year 2000 compliance.

Overview

Eldorado Artesian  Springs,  Inc. (the Company) is a Colorado based company that
is primarily involved in the bottling and marketing of "natural" artesian spring
water.  The spring is located in the foothills of the Colorado  Rocky  Mountains
and is surrounded by thousands of acres of state and city park land,  assuring a
well protected source.  The artesian springs located on the Company's  property,
emanate from one of the most unique geologic  sources in the world. The water is
naturally purified as it rises up through many layers of sandstone under its own
artesian  pressure.  Eldorado  Artesian Spring water is bottled at the source in
its  natural  state  and is  not  chemically  treated  in  any  way.  Currently,
Eldorado's operations consist of its home/commercial delivery business (5 gallon
bottles)  and  the PET  (polyethylene  terephtalate,  a  premium  clear  plastic
container) consumer business.

Beverage  industry  analysts  reveal that bottled  water is the fastest  growing
major category in the entire industry.  The bottled water industry as whole is a
$3.9 billion business and is currently  growing at a rate of 9% to 10% per year.
The PET  segment of the bottled  water  industry  is  currently  a $930  million
business  and is growing at a much faster rate (at an  estimated  20% to 30% per
year) than the industry as a whole.  Analysts expect just the PET segment of the
industry to reach $3 billion in wholesale  sales over the next ten years,  which
is an indicated rate of growth of 17% annually.




                                 F - 6


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.


Results of Operations

The Company's net revenues for the nine months ended December 31, 1998 increased
21.1%  compared to the same period in 1997.  Revenues for the three months ended
December 31, 1998 increased  24.1%  compared to the same period ending  December
31, 1997.  This increase  resulted from increased sales volumes to the Company's
existing customer base as well as from sales to new customers.  In addition,  on
October 1, 1998 the  Company  increased  the  selling  price of the five  gallon
products. This increase contributed to the increase in revenues by 1.3% and 4.2%
for the nine months and three months ended  December 31, 1998. In November 1998,
the Company introduced a new 3 gallon product for delivery.  Five gallon product
sales generated the majority of the increase in overall revenues compared to the
smaller size products.  Revenues for the five gallon products increased $364,816
to  $2,327,863  for the nine  month  period  ending  December  31,  1998  versus
$1,963,047 for the same period ending December 31, 1997. Sales of the one gallon
products  increased  30.3% and  sales of the  smaller  (1.5  liter and less) PET
packages increased by 46.2% for the nine months ended December 31, 1998 compared
to the same period ending December 31, 1997.

For the fist  nine  months  of  fiscal  1998,  cost of goods  sold was  $381,584
compared to $362,822 for the same period of fiscal 1997.  Gross profit increased
23.9% from  $2,099,274 for the nine months ended December 31, 1997 to $2,599,638
for the same period in 1998.  This  represents an increase in gross profits from
85.3% of sales for the nine  months  ended  December  1997 to 87.2% for the nine
months ended December 31, 1998.  This increase in gross profits is  attributable
to the  decrease  in  production  cost and  cost of  goods as well as the  price
increase for the 5 gallon products.

Operating  expenses for the nine months ended December 31, 1998 increased  31.7%
to $2,363,609 from  $1,795,038 for the same period of fiscal 1997.  Salaries and
related expenses increased 18.3% to $1,162,449 for the period ended December 31,
1998 versus  $982,628 for the same period of fiscal  1997.  Salaries and related
expenses are 39% and 40% for the nine months  ended  December 31, 1998 and 1997,
respectively.

General and administrative  expenses increased to $580,970 or 19.5% of sales for
the nine months ended  December 31, 1998  compared to $341,988 or 13.9% of sales
for the same period ending December 31, 1997.  Officer  liability  insurance and
general insurance  expenses increased 31% for the nine months ended December 31,
1998 versus  December  31,  1997.  The Company  added  coverage  for  additional
officers and directors.  In addition,  the Company added additional coverage for
new vehicles and  employees.  In September  1998, the Company leased a temporary
off-site  warehouse  in order to  facilitate  the delivery and shipment of goods
which also added to the increase in general and administrative expenses.

Selling and  delivery  expenses  increased to $373,819 for the nine months ended
December  31, 1998 versus  $271,408  for the same  period of fiscal  1997.  As a
percent of sales,  this  represents  12.6% and 11.1% for the nine  months  ended
December 31, 1998 and 1997, respectively.  This increase is largely attributable
to the increase in promotions and advertising  expenses  through the nine months
ended December 31, 1998.  Promotional and advertising  expenses  increased 58.2%
for nine months ended  December  31, 1998 versus the same period ended  December
31, 1997.

                                 F - 7


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.


Depreciation  and  amortization  was $246,371 for the nine months ended December
31, 1998 compared to $199,014 for the same period ended  December 31, 1997.  The
company added additional  bottling  equipment and improvements to the plant that
increased the amount of depreciation.

Interest income increased to $14,078 for the nine months ended December 31, 1998
from $3,711 for the same period ended December 31, 1997. This increase is due to
earnings on deposits of proceeds from the private  placement  that was completed
in April 1998.

The Company's net and  comprehensive  income for the first nine months of fiscal
1998 was $111,362  compared to $158,741  for the nine months ended  December 31,
1997. Net and comprehensive  income for the three months ended December 31, 1998
was $49,819 compared to $30,369 for the three months ended December 31, 1997.

Liquidity and Capital Resources

The Company's  primary  sources of capital have been cash flows from  operations
and financing operations with debt. Primary uses of cash have been the financing
of the operations.  In June 1997, the Company was able to restructure  debt that
enabled the company to improve the  bottling/warehouse  facilities  by expanding
floor space and adding high speed bottling equipment.

On April 22, 1998, the Company  completed a private  placement of 300,000 shares
of  common  stock at $2.75 per  share.  The  Company  received  proceeds  net of
offering  costs of $688,750  from the private  placement  of which  $150,000 was
placed in a joint account with Mills  Financial  Services,  Inc. for a potential
secondary  public stock  offering.  With the  proceeds  from the  offering,  the
Company was able to replace a five  gallon  bottling  line to increase  capacity
from 160 bottles to 600 bottles per hour. By the end of September  1998, 100% of
the bottling  equipment  was  installed  and being  utilized.  Proceeds from the
private placement are also being utilized to expand the Company's internal sales
and distribution  capabilities.  In addition, the Company is actively looking to
lease or  construct a  warehouse/distribution  facility in the Denver,  Colorado
area in order to add additional warehouse space.

Accounts receivable increased 19.9% for the first nine months ended December 31,
1998 compared to the same period ending  December 31, 1997.  This  represents 52
days sales in receivables  for the nine months ended December 31, 1998 versus 53
days sales in receivable  for the same period of 1997.  The increase in accounts
receivable  continues to be a concern for  management as the targeted  level for
days sales in  receivables is 38 days.  The Company has  implemented  new credit
policies  as well as  increasing  efforts to collect  from  customers  in a more
timely manner.

On May 19, 1998,  the company  registered  875,000 shares of common stock of the
Company  pursuant to the 1997 Stock Option Plan (the "Plan").  The Plan provides
for the grant of stock options to employees,  directors and  consultants  of the
Company.  As of December 31, 1998,  343,500  options are  outstanding  that were
issued to employees.


                                 F - 8


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.


Year 2000 Issues

The year 2000  issue is the  result  of  computer-controlled  systems  using two
digits rather than four to define the  applicable  year.  For example,  computer
programs that have  time-sensitive  software may recognize a date ending in "00"
as the year 1900 rather than the year 2000.  This could result in system failure
of  miscalculations  causing  disruptions of operations  including,  among other
things, a temporary inability to process transactions,  send invoices, or engage
in similar normal  business  activities.  In anticipation of potential year 2000
problems,   the  Company  has  begun  to  replace  and  upgrade  its  management
information  systems to be year 2000 compliant.  The Company expects to complete
this  process  by the  quarter  ending  June  1999.  The  Company  has  retained
consultants to coordinate successful system implementation, including testing of
year 2000 related problems.  Testing for year 2000 compliance will commence upon
system  implementation and will continue  throughout 1999. The Company presently
believes that with successful system  conversions,  the year 2000 issue will not
pose significant  operational  problems for its systems.  However,  although the
Company's  new software is designed to be year 2000  compliant,  there can be no
assurance that it contains all necessary data code changes.  If the Company does
not complete its planned conversions in a timely fashion, year 2000 could have a
material impact on the operations of the Company.

The Company  expects  that  assessment,  remediation  and  contingency  planning
activities  for its internal  systems will be ongoing  through 1999. The Company
currently  expects  the total  cost for  these  activities  to be  approximately
$15,000.  This total cost  estimate  does not  include  replacement  of internal
software and hardware in the normal course of business. The costs of the project
and the date established for completion of year 2000  modifications are based on
managements  best  estimates,  which were derived using numerous  assumptions of
future events, including the continued availability of certain resources,  third
party modification plans and other factors.  However,  there can be no guarantee
that  these  estimates  will  be  achieved,  and  actual  results  could  differ
materially  from those  anticipated.  Specific  factors  that  might  cause such
material  differences include, but are not limited to, the availability and cost
of  personnel  trained in this area and the  ability to locate and  correct  all
relevant computer codes.

The Company intends to obtain information from its suppliers and major customers
regarding their products' year 2000  compliance.  The Company does not currently
have any  information  that  would  lead it to  believe  that year  2000  issues
relating to its  internal  systems  will have a material  adverse  impact on the
Company's financial condition or overall trends in results of operations.  Since
third party year 2000 compliance is not within the Company's control,  and since
the Company has not yet  obtained  compliance  information  from its  suppliers,
there can be no  assurance  that the failure by a supplier to achieve  year 2000
compliance would not adversely affect the Company.  Furthermore,  the purchasing
patterns of the Company's clients may be affected by year 2000 issues.  Although
the Company has  formulated a contingency  plan to date, it plans to continue to
assess year 2000 risks to determine whether it needs to alter that plan.


                                 F - 9


<PAGE>


                    ELDORADO ARTESIAN SPRINGS, INC.



PART II -- OTHER INFORMATION


Item 1.  Legal Proceedings

No legal  proceedings  have been filed on behalf of or against the Company,  nor
have any claims been made.

Item 2.  Changes in Securities

None

Item 3.   Defaults Upon Senior Securities

There have been no defaults on any  securities.  The Company has no  obligations
with regard to dividends and no preferred stock.

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

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

None




                                F - 10


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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.



ELDORADO ARTESIAN SPRINGS, INC.

By: /s/         Douglas Larson
Douglas A. Larson, President

By: /s/         Kevin  M. Sipple      
Kevin M. Sipple, Secretary

By: /s/    Cathleen Collins       
Cathleen Collins, Chief Financial Officer



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