UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                Form 10-QSB

 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITITES 
     EXCHANGE ACT OF 1934.	For the quarter ended January 31, 1999

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



                           VECTOR ENERGY CORPORATION
                 (Name of small business issuer in its charter)


                                     Texas
                        (State or other jurisdiction of
                         incorporation or organization)



                                  76-0582614
                               (I.R.S. Employer
                              Identification No.)


                           5599 San Felipe, Suite 620
                              Houston, Texas 77056
                    (Address of principal executive office)

                                (713) 850-9993
                          (Issuer's telephone number)





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

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                 PROCEEDINGS DURING THE PRECEEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be 
filed by Section 12, 13 or 15(d) of the Exchange Act after distribution of 
securities under a plan confirmed by a court 	Yes [  ] No [  ]. 

                    APPLICABLE ONLY TO CORPORATE  ISSUERS

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

At March 2, 1999 there were 5,689,863 shares of  no par value common stock 
outstanding.

Transitional Small Business Disclosure Format (Check one)	Yes [  ] No [X]. 
<PAGE>
	
PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

The unaudited financial statements of the Company appearing at page F-1 
through F-8 hereof are incorporated by reference.

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

On January 31, 1999, The Company had a working capital deficit of $2,333,500.
This is primarily due to net payables assumed in the acquisition of oil and 
gas properties, and the scheduled principal payments under the Company's 
secured debt.  The Company has begun to settle many of the assumed payables 
for a combination of cash and the Company's common stock.  Management 
believes that they will be able to continue this. On November 4, 1998, the 
Company entered into an asset acquisition transaction by which the Company 
acquired the right, title, and interest in certain oil, gas, and mineral 
leases and working interests in approximately fifteen producing oil and gas 
wells located in Oklahoma, Louisiana and Texas.  The transaction consisted 
of a purchase and sale agreement with Texas Energy and Environmental, Inc. 
and Cougar Oil and Gas, Inc. (collectively the "Sellers"). In conjunction 
with the asset acquisition transaction, the Company executed an amended and 
restated credit agreement with its lender whereby its borrowing base was 
increased by $800,000.  On November 4, 1998, the Company drew down the 
additional $800,000 and used the proceeds to repay the bank debt and certain 
of the other liabilities assumed in the asset acquisition transaction.  In 
addition, the Company borrowed $500,000 from a stockholder under a six-month 
promissory note.  Such note bears interest at 10% per annum and is 
subordinate to the Company's credit agreement.  The holder of the promissory 
note received warrants to purchase 100,000 shares of the Company's common 
stock at $.10 per share.  Such warrants expire ten years from the date 
granted.  The holder of the note is entitled to receive up to 300,000 shares 
of the Company's common stock if certain provisions extending the term of the 
note are exercised.  The note also provides that the Company will use its 
best efforts to raise additional equity capital, and any capital so raised 
shall be used to repay the promissory note.

Liquidity and Capital Resources

The secured debt assumed by the Company is a $10,000,000 revolving credit 
note which terminates on March 15, 2001.  Interest on the note is payable 
monthly at a floating rate which is currently 8.065%.  The borrowing base 
under the note is determined periodically based upon the collateral value 
assigned to the mortgaged properties, and is currently $6,880,000.  Principal 
payments were scheduled at $10,000 per month and increasing to $75,000 per 
month beginning on February 15, 1999 and $125,000 per month beginning 
May 15, 1999.  In addition, the note places certain restrictions on the use 
of the revenues from the mortgaged properties, requires the Company to 
satisfy the net accounts payable assumed by May 31, 1999 and requires the 
expenditure of $300,000 on the development of the mortgaged properties by 
April 14, 1999.  The Company does not anticipate that the borrowing base 
under the note can be increased without incurring development costs which 
are significantly greater than those required under the terms of the note.

On February 23, 1999, the Company entered into an agreement with its lender 
to amend its revolving credit note.  Such amendment modifies the principal 
payments under the note to $75,000 per month beginning April 15, 1999 and 
increasing to $125,000 on May 15, 1999.  In addition, the amendment deferred 
a portion of the interest payment due in February for a period of one month.  
In addition, certain of the deadlines relating to the settlement of 
liabilities assumed and expenditures for the development of the mortgaged 
properties were extended or modified.
<PAGE>

Currently, the Company's oil and gas revenues are sufficient to satisfy its 
oil and gas operating expenses and interest payments.  The Company's general 
and administrative expenses and development costs are being funded primarily 
from the proceeds from the sale of stock.  The Company believes that the 
asset acquisition transaction and the planned development of its properties 
will result in an increase in oil and gas revenues which will be sufficient 
to its meet operating, general and administrative, interest and debt service 
requirements.  However, there can be no assurance that this will occur.  
It is anticipated that an additional $1,500,000 in equity funding will be 
required to meet the current needs of the Company.  Any inability of the 
Company to raise additional capital will limit the development of most of its
oil and gas properties and may prevent the Company from meeting its cash 
requirements.

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

The Company is involved from time to time in various claims, lawsuits and 
administrative proceedings incidental to its business.  
In the opinion of management, the ultimate liability thereunder, if any, will
not have a materially adverse effect on the financial condition or results of 
operations of the Company

Item 2.   Changes in Securities and Use of Proceeds

The information required by this item is provided in the Notes to Financial 
Statements appearing at pages F-6 through F-8 hereof and are incorporated by 
reference.

Item 3.   Defaults Upon Senior Securities

None

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

None.
 
Item 5.   Other Information

None

Item 6.   Exhibits and Reports on Form 8-K

(a) Exhibit 27 - FINANCIAL DATA SCHEDULE

(b) Reports on Form 8-K

    Form 8-K reporting the acquisition of oil and gas properties on 
    November 4, 1998.

    Form 8-K/A furnishing the Statements of Revenue and Direct Expenses of
    the Assets Acquired from Texas Energy and Environmental, Inc. for the 
    Years Ended April 30, 1998 and 1997 and for the Four Months Ended 
    August 31, 1998 and whose report was dated January 21, 1999.

SIGNATURES

In accordance with the Exchange Act, the registrant caused this report to be 
signed on its behalf by the undersigned, thereunto duly authorized.


						VECTOR ENERGY CORPORATION
						(Registrant)


						By	/S/ Randal B. McDonald, Jr    
					    -----------------------------
          			Randal B. McDonald, Jr.
								     Chief Financial Officer
							      Principal Financial and Accounting Officer
				
						Date:	 March 11, 1999
            

						By	/S/ Stephen F. Noser    
							  -----------------------------
	            Stephen F. Noser
								     President
							      Principal Executive Officer
				
						Date: 	March 11, 1999
<PAGE>

									               VECTOR ENERGY CORPORATION
                (Formerly Sunburst Acquisitions II, Inc.)


                          FINANCIAL STATEMENTS
                              (Unaudited)

                            January 31, 1999
<PAGE>

                                CONTENTS




CONSOLIDATED BALANCE SHEET - ASSETS							                         F-2

CONSOLIDATED BALANCE SHEET - LIABILITIES AND STOCKHOLDERS' EQUITY		F-3

CONSOLIDATED STATEMENTS OF LOSS AND ACCUMULATED DEFECIT			         F-4

CONSOLIDATED STATEMENTS OF CASH FLOW						                         F-5

NOTES TO FINANCIAL STATEMENTS								                              F-6

                                   F-1
<PAGE>

                         Vector Energy Corporation										
                 (Formerly Sunburst Acquisitions II, Inc.) 							
                        CONSOLIDATED BALANCE SHEET										
										
                                  ASSETS										
										
                             January 31, 1999  										
                               (Unaudited)									
										
										
										
										
										
										
CURRENT ASSETS										
     Cash and cash equivalents							               $   	67,200     	
										
					Accounts receivable 							                        402,200  		
										
     Prepaid expenses and other current assets 							  820,200  		

                                                    ------------ 										
	         Total current assets							                 1,289,600  		
                                                    ------------										
PROPERTY, PLANT AND EQUIPMENT 									
										
     Oil and gas properties, using the full cost 										
	         method of accounting							                14,702,600   	
										
     Other property								                              63,000    		

                                                    ------------										
	         Total property, plant and equipment 							14,765,600    		


     Accumulated depreciation and depletion							     (504,200)  		

                                                    ------------										
	    Net property, plant and equipment 							       14,261,400   		
										                                          ------------
OTHER ASSETS								                                      2,200   		
										
TOTAL ASSETS						                                 	$15,553,200  		
										                                          ============
										
The accompanying notes are an integral part of these financial statements
								                          F-2
<PAGE>										

                       Vector Energy Corporation										
               (Formerly Sunburst Acquisitions II, Inc.)  										
                      CONSOLIDATED BALANCE SHEET										
										
                LIABILITIES AND STOCKHOLDERS' EQUITY								
								
                         January 31, 1999   								
                            (Unaudited)								
								
CURRENT LIABILITIES								
     Accounts payable and accrued liabilities							 $	1,673,100  
								
     Notes payable								                               600,000  
								
     Current portion of long-term debt         							 1,350,000  
								                                             ------------ 
	         Total current liabilities							             3,623,100 
                                                     ------------  
								
LONG-TERM DEBT								                                 5,530,000 
								
OTHER LIABILITIES								                                    700 
								
STOCKHOLDERS' EQUITY								
								
     Class AA 6% cumulative convertible preferred 
        stock, $100.00 par value, 30,000 shares 
        authorized; issued and outstanding								     3,000,000
								
     Class B  preferred stock, $1.00 par value, 
        500,000 shares authorized, issued and 
        outstanding                                         -
								
     Class C 5% cumulative convertible preferred 
        stock, $100.00 par value, 10,000 shares 
        authorized	1,250	shares issued and 
        outstanding                                       95,000
								
     Common stock, no par value; 100,000,000	
        shares authorized; 5,607,089 shares issued 
        and	outstanding						                          4,204,700  
								
        Additional paid in capital								                   600 
								
        Retained Deficit								                        (900,900)
								
								                                             ------------ 
          Total stockholders' equity							            6,399,400 
                                                     ------------
								
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    					  $15,553,200  
								                                             ============






  The accompanying notes are an integral part of these financial statements.	
									                         F-3										
<PAGE>										
										
                       Vector Energy Corporation										
               (Formerly Sunburst Acquisitions II, Inc.) 										
         CONSOLIDATED STATEMENTS OF LOSS AND ACCUMULATED DEFECIT										
										
                             Period Ended										
                           January 31, 1999 									
                             (Unaudited) 										
										
										
                                             						Three Months		Nine Months
                                                   ------------  ------------		

OIL AND GAS SALES					                             $ 	 344,400   $   819,700 
                                                   ------------  ------------
OPERATING COSTS AND EXPENSES								

     Production taxes and other costs					              12,100        39,500

     Lease operating expense						                     236,000       427,600

     Depletion					                                    148,500       496,100

     Depreciation						                                  2,900         8,100

     General and administrative						                  174,700       346,800
                                                   ------------  ------------

          Total operating costs and expenses				       574,200     1,318,100  
                                                   ------------  ------------

OPERATING LOSS					                                   (229,800)     (498,400)
 

     Interest and other income				                       1,300         5,100

     Interest expense					                            (143,800)     (398,300) 
                                                   ------------  ------------

NET LOSS				                                       $  (372,300)  $  (891,600)   
 
Defecit accumulated during the development stage						    -		         (9,300)
								
Retained Defecit, Beginning 				                      (528,600)        		-
                                                   ------------  ------------
RETAINED DEFECIT					                              $  (900,900) 	$ 	(900,900)
                                                   ============  ============
       								
NET LOSS PER SHARE					                                $ (0.07)	     $ (0.22)		
										                                             ========      ========
WEIGHTED AVERAGE NUMBER OF COMMON										
     STOCK AND COMMON STOCK EQUIVALENTS										
     OUTSTANDING						                                5,188,112     4,107,237		
                                                      =========     =========
										
  The accompanying notes are an integral part of these financial statements.
										                      F-4										
<PAGE>										
										
                        Vector Energy Corporation 									
                (Formerly Sunburst Acquisitions II, Inc.) 										
                  CONSOLIDATED STATEMENTS OF CASH FLOW										
										
                              Period Ended										
                            January 31, 1999	 									
                              (Unaudited) 									
										
						                                             Three Months		Nine Months		

CASH FLOWS FROM OPERATING ACTIVITIES										
     Net loss				                                  $  (372,300)  $ 	(891,600	
	    Adjustments to reconcile net loss to cash 
        (used by)	provided from operating 
        activities									
		        Depreciation and depletion				               151,400       504,200
            Change in assets and liabilities, 
            net of effect of acquisitions							
	             	Increase (decrease) in accounts 
                  payable and	accrued liabilities      663,200       510,000 
		             (Increase) decrease in accounts 
                  recievable				                      (376,700)     (271,400)
		             Other			                                (59,000)      (97,400)
                                                   ------------  ------------
		   Net cash (used by) or provided from						
		      operating activities			                    $     6,600   $  (246,200)
                                                   ------------  ------------

CASH FLOWS FROM INVESTING ACTIVITIES								
	     Development of oil and gas properties					      (467,600)     (755,600)
	     Purchase of other property				                   (17,100)      (63,000)
                                                   ------------  ------------
		   Net cash (used by) or provided from						
		      investing activities			                    $  (484,700)  $  (818,600)
                                                   ------------  ------------

CASH FLOWS FROM FINANCING ACTIVITIES								
     Borrowings under revolving credit note					       800,000       800,000 
     Repayments under revolving credit note					       (20,000)      (20,000)
     Borrowing under notes payable					                500,000       500,000 
     Repayments under notes payable					              (745,000)     (745,000)
     Issuance of preferred stock for cash					            -		         95,000 
     Issuance of common stock for cash					               -		        502,000
                                                   ------------  ------------ 
		   Net cash (used by) or provided from						
		      financing activities			                    $   535,000   $ 1,132,000 
                                                   ------------  ------------
NET INCREASE (DECREASE) IN CASH 								
     AND CASH EQUIVALENTS					                          56,900        67,200  

CASH AND CASH EQUIVALENTS							
	    BEGINNING OF PERIOD					                           10,300         		-
                                                   ------------  ------------

	    END OF PERIOD				                             $ 	  67,200   $    67,200	
                                                   ============  ============
  										
  The accompanying notes are an integral part of these financial statements.
										                         F-5
<PAGE>										
										
			                     VECTOR ENERGY CORPORATION
                 (Formerly Sunburst Acquisitions II, Inc.)
                      NOTES TO FINANCIAL STATEMENTS
                              (Unaudited)
                           January 31, 1999


Management's Representation of Interim Financial Information

The accompanying financial statements have been prepared by Vector Energy 
Corporation (The Company)without audit pursuant to the rules and regulations 
of the Securities and Exchange Commission.  Certain information and footnote 
disclosure normally included in the financial statements prepared in 
accordance with generally accepted accounting principles have been condensed 
or omitted as allowed by such rules and regulations, and management believes 
that the disclosures are adequate to make the information presented not 
misleading.  These financial statements include all of the adjustments which,
in the opinion of management, are necessary to a fair presentation of 
financial position and results of operations.  These financial statements 
should be read in conjunction with the audited financial statements included 
in the Company's Form 10-KSB, as of April 30, 1998.

Principles of Consolidation 

These consolidated financial statements include the accounts of Vector Energy
Corporation (a Texas Company) and Vector Exploration, Inc. (a Texas Company) 
after elimination of significant intercompany balances and transactions.

Reverse Stock Split

In conjunction with several acquisitions, more fully described below, the 
Company underwent a defacto reverse stock split whereby holder's of the 
Company's common stock received 1 share of common stock for every 3.3333 
shares of common stock previously held.  All share and per share amounts 
reflect this share adjustment. 

Acquisitions 

On May 8, 1998, the Company, through its wholly-owned subsidiary Vector 
Exploration, Inc., completed an asset purchase agreement, dated 
March 23, 1998, whereby the Company acquired thirteen oil and gas wells 
located in East Texas and North Louisiana.  The consideration given for the 
acquisition was as follows:

     30,000 shares of Class AA 6% Cumulative
		        Convertible Preferred Stock	              $ 3,000,000

	    Assumption of $6,100,000 in secured debt         6,100,000

	    Assumption of other liabilities, net   	           459,000
	                                                   ------------
			                                                 $ 9,559,000
                                                    ============

Also on May 8, 1998, the Company completed an asset purchase agreement, dated
March 31, 1998, whereby the Company acquired a majority working interest in a
waterflood project in West Texas.  The consideration given for the 
acquisition was as follows:

	    213,122 shares of the Company's common stock	  $   639,000

Also on May 8, 1998, the Company acquired non-operated working and royalty 
interests in approximately 80 wells located primarily in Oklahoma and Kansas.
The consideration given for the acquisition was as follows:

	    100,000 shares of the Company's common stock	  $   300,000

In conjunction with the above acquisitions, the Company has capitalized 
approximately $130,000 in transaction expenses.

                                 F-6
<PAGE>

                       VECTOR ENERGY CORPORATION
               (Formerly Sunburst Acquisitions II, Inc.)
                      NOTES TO FINANCIAL STATEMENTS
                              (Unaudited)
                            January 31, 1999

Acquisitions (continued)

On November 4, 1998, the Company entered into an asset acquisition 
transaction by which the Company acquired the right, title, and interest in 
certain oil, gas, and mineral leases and working interests in approximately 
fifteen producing oil and gas wells located in Oklahoma, Louisiana and Texas.
The transaction consisted of a purchase and sale agreement with Texas Energy 
and Environmental, Inc. and Cougar Oil and Gas, Inc. (collectively the 
"Sellers").

Pursuant to the asset acquisition transaction, the Company issued 1,226,667 
shares of its common stock to the Sellers, issued a $120,000 non-interest 
bearing note payable to the Sellers, and assumed certain of the Sellers' bank
debt and other liabilities.  In addition the Sellers are entitled to receive 
up to 500,000 additional shares of the Company's common stock based on the 
value of the proved developed producing reserves attributed to the properties
acquired, as determined by an independent engineering evaluation on 
September 30, 1999.  The purchase and sale agreement also requires the 
Company to expend a minimum of $500,000 in capital investment on the 
properties acquired, within nine months.  If such capital investment is not 
made, the Sellers are entitled to receive an additional 500,000 shares of the 
Company's common stock.  The consideration given for the acquisition was as 
follows:

     1,226,667 shares of Common Stock	              $ 1,840,000

    	Assumption of $725,000 in secured debt	            725,000

    	Issuance of note payable	                          120,000

    	Assumption of other liabilities, net               574,000
	                                                   ------------
 
	                                                 		$ 3,259,000
                                                    ============

In conjunction with the above acquisition, the Company has capitalized 
approximately $45,000 in transaction expenses.

In conjunction with the asset acquisition transaction, the Company executed 
an amended and restated credit agreement with its lender whereby its 
borrowing base was increased by $800,000.  On November 4, 1998, the Company 
drew down the additional $800,000 and used the proceeds to repay the bank 
debt and certain of the other liabilities assumed in the asset acquisition 
transaction.

In addition, the Company borrowed $500,000 from a stockholder under a 
six-month promissory note.  Such note bears interest at 10% per annum and is 
subordinate to the Company's credit agreement.  The holder of the promissory 
note received warrants to purchase 100,000 shares of the Company's common 
stock at $.10 per share.  Such warrants expire ten years from the date 
granted.  The holder of the note is entitled to receive up to 300,000 shares 
of the Company's common stock if certain provisions extending the term of the
 note are exercised.  The note also provides that the Company will use its 
best efforts to raise additional equity capital, and any capital so raised 
shall be used to repay the promissory note.

Long-term debt

The secured debt assumed by the Company is a $10,000,000 revolving credit 
note, which terminates on March 15, 2001.  Interest on the note is payable 
monthly at a floating rate, which was 8.065% on January 31, 1999.  The 
borrowing base is determined periodically based upon the collateral value 
assigned to the mortgaged properties, and is currently $6,880,000.  Principal
payments are currently scheduled at $10,000 per month and increasing to 
$75,000 per month beginning on February 15, 1999 and $125, 000 per month 
beginning on May 15, 1999.  In addition, the note places certain restrictions
on the use of revenues from the mortgaged properties.

On February 23, 1999, the Company entered into an agreement with its lender 
to amend its revolving credit note.  Such amendment modifies the principal 
payments under the note to $75,000 per month beginning April 15, 1999 and 
increasing to $125,000 on May 15, 1999.  In addition, the amendment deferred 
a portion of the interest payment due in February for a period of one month.

                                 F-7
<PAGE>

                       VECTOR ENERGY CORPORATION
                (Formerly Sunburst Acquisitions II, Inc.)
                     NOTES TO FINANCIAL STATEMENTS
                             (Unaudited)
                          January 31, 1999

Equity Transactions

In conjunction with the acquisitions, described above, the Company sold 
2,230,023 shares of the Company's common stock and 500,000 shares of the 
Company's Class B Preferred Stock for $3,000 in cash to certain of the 
officers and directors of the Company.  In addition, the Company completed a 
private placement of 250,002 shares of the Company's common stock for 
$500,000 in cash.

The Company has issued 116,014 shares of common stock to acquire additional 
interests in certain of the properties acquired on May 8, 1998.

The Company has issued 11,941 shares of common stock in settlement of certain
of the liabilities assumed on May 8, 1998. 

The Company has issued 691,000 shares of common stock to various consultants 
in return for future services.  The Company has capitalized $722,800 in 
prepaid expenses related to such shares, and will amortized the balance over 
the term of the services to be provided.

                                    F-8