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

                                 Form 10-QSB

 [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITITES 
     EXCHANGE ACT OF 1934.	
     For the quarter ended October 31, 1998

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

Commission file number 0-22661

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


                 Texas                                     76-0582614
       (State or other jurisdiction of                 (I.R.S. Employer
        incorporation or organization)                Identification No.)



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

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

                      Sunburst Acquisition s II,  Inc.
                            4807 South Zang Way
                         Morrison, Colorado 80465
                     (Former name and former address)



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 November 17, 1998 there were 3,641,485 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-7 hereof are incorporated by reference.

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

On October 31, 1998, The Company had a working capital deficit of $1,376,900.
This is primarily 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 began 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 approxiamately 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. (colectively 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 other 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 $0.10 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 8.4101%.  The borrowing base 
under the note is determined periodically based upon the collateral value 
assigned to the mortgaged properties, and is currently $6,100.000.  Principal 
payments are currently scheduled at $75,000 per month beginning 
September 15, 1998 and increasing to $125,000 per month beginning 
Februar 15, 1999.  In addition the, 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 September 15, 1998 and 
requires the expenditure of $325,000 on the development of the mortgaged 
properties by November 4, 1998.  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.

In conjunction with the asset acquisition transaction, the principal payments
under the note were restructured to $10,000 per month beginning December 15,
1998, increasing to $75,000 per month beginning February 15, 1998 and
increasing to $125,000 per month beginning May 15, 1998.  In addition, certain
of the deadlines relating to the settlement of liabilities assumed and 
expenditures for the development of the mortgaged properties were extended.

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 theplanned 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.
<PAGE>

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 a pages F-6 and F-7 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)     None

<PAGE>

                                 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 Fiancial Officer
                                             Principal Financial and 
                                                  Accounting Officer
                                                     
                                       Date: December 18, 1998
               
                                 By    /S/   Stephen F. Noser
                                       -----------------------------
                                             Stephen F. Noser
                                             President
                                             Principal Executive Officer
                                       
                                       Date: December 18, 1998

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


                            FINANCIAL STATEMENTS
                                (Unaudited)

                              October 31, 1998

<PAGE>

                                  CONTENTS



CONSOLIDATED BALANCE SHEET - ASSETS							                         F-2

CONSOLIDATED BALANCE SHEET - LIABILITIES AND STOCKHOLDER'S 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>
<TABLE>
<CAPTION>
                         Vector Energy Corporation										
                 (Formerly Sunburst Acquisitions II, Inc.)					
                         CONSOLIDATED BALANCE SHEET										
										
                                   ASSETS										
										
                              October 31, 1998 								
                                 (Unaudited)										

<S>                                                        <C>										
CURRENT ASSETS										
     Cash and cash equivalents          							               	 10,300 
										
     Accounts receivable          								                     453,300
										
     Other current assets          								                     63,900
										                                                  ----------
   Total current assets							                                 527,500 
         				 					                                         ----------

PROPERTY, PLANT AND EQUIPMENT							
										
     Oil and gas properties, using the full cost							
	       method of accounting	          					 	              10,954,900 		
										
     Other property	          							                           52,400 
          										                                        ----------

   Total property, plant and equipment	          		         11,007,300      
										
     Accumulated depreciation and depletion						             (352,800)
										                                                  ----------
     Net property, plant and equipment           						     10,654,500  	
          										                                        ----------

OTHER ASSETS          								                                   2,200 
                          										                                      
                                                            ----------         
TOTAL ASSETS						          	                               11,184,200 
								          		                                        ----------
<F01>
										
The accompanying notes are an integral part of these financial statements.						
                                  F-2										
</TABLE>
<PAGE>
<TABLE>
<CAPTION>						
				
										
                        Vector Energy Corporation										
                (Formerly Sunburst Acquisitions II, Inc.) 									
                        CONSOLIDATED BALANCE SHEET										
										
                   LIABILITIES AND STOCKHOLDERS' EQUITY										
								
                            October 31, 1998 							
                               (Unaudited)								


<S>                                                        <C>							
CURRENT LIABILITIES								
     Accounts payable and accrued liabilities	          			$  	864,400        
								
     Current portion of long-term debt								               1,040,000 
								                                                    ----------
   Total current liabilities							                          1,904,400 
                                                            ----------
								
LONG-TERM DEBT	          							                             5,060,000 
								
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; 3,561,443 shares issued 
        and outstanding							                               1,652,100  
								
     Additional paid in capital 			                             			600 		
										
     Retained Deficit								                                 (528,600) 	
										                                                  ----------
   Total stockholders' equity							                         4,319,100  	
										                                                  ----------  
	
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY						          $	11,184,200         	


<F01>
										
The accompanying notes are an integral part of these financial statements.
                                  F-3 						
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
										
                       Vector Energy Corporation										
               (Formerly Sunburst Acquisitions II, Inc.) 								
          CONSOLIDATED STATEMENTS OF LOSS AND ACCUMULATED DEFECIT										
										
                             Period Ended 									
                           October  31, 1998 									
                              (Unaudited)										


<S>                                            <C>           <C> 
                                               Three Months   Six Months
                                               -----------   -----------
OIL AND GAS SALES							                       $   207,200  	$  268,100  	

OPERATING COSTS AND EXPENSES										

     Production taxes and other costs								       11,100       27,400 

     Lease operating expense								               105,000      191,600 

     Depletion								                             177,100      347,600  

     Depreciation								                            2,900        5,200 

     General and administrative 							             73,600      172,100 
                                                -----------  -----------
	 Total operating costs and expenses							        369,700      743,900
                                                -----------  ----------- 
OPERATING LOSS								                            (162,500)    (268,600)

     Interest and other income								               1,500        3,800 

     Interest expense								                     (135,900)    (254,500)
                                                -----------  -----------
NET LOSS							                                 $ (296,900)$   (519,300)
                                                            

Defecit accumulated during the
  development stage								                           -          (9,300)

Retained defecit, Beginning                       (231,700)       -
                                                -----------  -----------
RETAINED DEFECIT							                         $ (528,600)$ 	 (528,600)
								                                        -----------  -----------

NET LOSS PER SHARE							                       $ (0.08)   $ (0.15)
								                                        --------   --------
WEIGHTED AVERAGE NUMBER OF COMMON STOCK								
    AND COMMON STOCK EQUIVALENTS OUTSTANDING			 3,777,779  3,566,799 
										                                      ---------  ---------
<F01>
The accompanying notes are an integral part of these financial statements.						
                                  F-4										
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
										
										
                      Vector Energy Corporation										
              (Formerly Sunburst Acquisitions II, Inc.)  	 									
                 CONSOLIDATED STATEMENTS OF CASH FLOW								
								
                           Period Ended						
                         October 31, 1998 							
                           (Unaudited) 							


<S>                                              <C>           <C>  
CASH FLOWS FROM OPERATING ACTIVITIES								
   Net loss 					       		                       $ (296,900)   $ (519,300)
	    Adjustments to reconcile net loss to cash 
     (used by)	provided from operating activities 					
		      Depreciation and depletion 	 			            180,000  		   352,800
	    Change in assets and liabilities, net of
       effect of acquisitions							
		       Increase (decrease) in accounts payable					
		         and accrued liabilities				              (55,700) 	   (153,200) 
		       (Increase) decrease in accounts recievable 	30,000  	    105,300 
		       Other 			                                  (33,500)      (38,400
                                                  ----------  	----------
								 Net cash (used by) or provided from 						
		         operating activities 						           $ (176,100)   $ (252,800)
                                                 -----------   ----------
CASH FLOWS FROM INVESTING ACTIVITIES								
     Development of oil and gas properties							   (79,500)     (288,000) 
	    Purchase of other property							                 (400)      (45,900)
                                                 -----------   ---------- 
		      Net cash (used by) or provided from						
   		      investing activities						            $  (79,900)   $ (333,900)
                                                 -----------   ----------
CASH FLOWS FROM FINANCING ACTIVITIES								
     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						            $     -       $  597,000 
                                                 -----------   ----------
NET INCREASE (DECREASE) IN CASH AND 
  CASH EQUIVALENTS 						                          (256,000)       10,300

CASH AND CASH EQUIVALENTS							
	    BEGINNING OF PERIOD                            266,300       			-
                                                 -----------   ----------
    	END OF PERIOD						                         $   10,300    $   10,300
					                                            -----------   ----------
								

<F01>
								
The accompanying notes are an integral part of these financial statements.					
                                  F-5										
</TABLE>
<PAGE>
										
										
                      VECTOR ENERGY CORPORATION
               (Formerly Sunburst Acquisitions II, Inc.)
                     NOTES TO FINANCIAL STATEMENTS
                            (Unaudited)
                         October 31, 1998


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:
<TABLE>
<S>                                                     <C>
	    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
                                                          ---------
</TABLE>

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:
<TABLE>
<S>                                                       <C>                 
     213,122 shares of the Company's common stock	        $ 639,000
                                                           ========
</TABLE>
  
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:
<TABLE>
<S>                                                       <C>               
    	100,000 shares of the Company's common stock	        $ 300,000
                                                           ========
</TABLE>
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)
                            October 31, 1998


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 8.6875% on July 31, 1998. The borrowing
base is determined periodically based upon the collateral value assigned to 
the mortgaged properties, and is currently $6,100,000.  Principal payments 
are currently scheduled at $75,000 per month beginning in September and 
increasing to $125, 000 in February.  In addition, the note places certain 
restrictions on the use of revenues from the mortgaged 
properties.

In conjunction with an asset acquisition transaction consumated on November 4,
1998, the principal payments due under this note have been restructured and
the borrowing base was increased to $6,900,000.

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 11,497 shares of common stock in settlement of certain
liabilities assumed on May 8, 1998.

Subsequent Event

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, and assumed approximately $750,000
of the Seller's bank debt and approximately $750,000 of other liabilities of
the Sellers.  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 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.

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 $0.10 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.