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 SECURITIES EXCHANGE
ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997
or
(  )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

                      Commission file number         333-24739                

                       STONEVILLE INSURANCE COMPANY
        -----------------------------------------------------------------
                (exact name of Registrant as specified in its charter)

                  MISSISSIPPI                                  72-1341156
-----------------------------------------------         --------------------
(State or other jurisdiction                     (I.R.S. Identification Number)
 of incorporation of organization)

633 North State Street, Suite 200, Jackson, Mississippi         39202-7817
--------------------------------------------------------     -----------------
(Address of principal executive offices)                      (Zip Code)

Registrants telephone number, including area code: (601-352-7817)
                                             ----------------------
Securities registered pursuant to section 12(g) of the Act:            None
                                                                  ------------


         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 if 1934 during the preceding 12 months (or for such shorted 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 Registrant's
classes of common stock, as of the latest practicable date.

                  Class                          Outstanding at August 12, 1998
         Common stock, $1.00 par value                   503,384  Shares


 




<PAGE>

                             PART I: FINANCIAL INFORMATION

              Item 1 - Stoneville Insurance Company Financial Statements



Balance Sheets
 June 30, 1998 and December 31, 1997


Statements of Income and Comprehensive Income
  Three Months and Six Months Ended June 30, 1998 and 1997
 

Statements of Changes in Stockholders' Equity
   Period Ended December 31, 1997
   Six Months Ended June 30, 1998


Statements of Cash Flows
   Six Months Ended June 30, 1998 and 1997


Notes to Financial Statements


<PAGE>
<TABLE>
<CAPTION>

STONEVILLE INSURANCE COMPANY
Balance Sheets
June 30, 1998 and December 31, 1997
   
                                                                   June 30,        December 31,
                                                                    1998               1997
                                                               --------------    ---------------
Assets
Investments:
Trading securities (at fair value)
<S>                                                            <C>                <C>       
   Equity securities                                                   $0               $247
Securities available-for-sale (at fair value)
 Fixed maturities (amortized cost - $1,246,289 and $1,295,572)  1,269,444          1,320,855
                                                               --------------    ---------------

Total Investments                                               1,269,444          1,321,102

Cash and Cash Equivalents                                         333,564            425,493
Funds held by ceding companies                                    130,654                  0
Accrued interest receivable                                        19,977             29,819
Capital equipment leases at cost less
  accumulated depreciation of $16,561 and $12,087                  82,867              7,292
Prepaid expenses                                                   50,700             25,300
Deferred tax assets                                               216,323            322,438
Other assets                                                        1,325                575
                                                               --------------    ---------------

Total Assets                                                   $2,104,854         $2,132,019
                                                               ==============    ===============

Liabilities
Reserve for losses and loss adjustment expenses                   $56,506                 $0
Unearned Premium                                                   52,480                  0
Accounts payable and accrued liabilities                           70,448            117,226
Capital lease obligations                                           9,153              1,256
                                                               --------------    ---------------

Total Liabilities                                                 188,587            118,482
                                                               --------------    ---------------

Shareholders' Equity
Common stock ($1 par value; 650,000 shares authorized;
  503,384 shares issued)                                          503,384            503,384
Retained earnings                                               1,389,728          1,484,870
Accumulated other comprehensive income
  Unrealized gains (losses) from investments in securities         23,155             25,283
                                                               --------------    ---------------
Total Shareholders' Equity                                      1,916,267          2,013,537
                                                               --------------    ---------------
Total Liabilities and Shareholders' Equity                     $2,104,854         $2,132,019
                                                               ==============    ===============



<FN>

See accompanying notes to financial statements.
</FN>
</TABLE>




<PAGE>
<TABLE>
<CAPTION>



STONEVILLE INSURANCE COMPANY
Statements of Income and Comprehensive Income
Six Months and Three Months Ended June 30, 1998 and 1997



                                                            Three Months Ended                                Six Months Ended
                                                                June 30,                                            June 30,
                                                       ---------------------------                      ---------------------------
                                                            1998             1997**                       1998               1997**
                                                       ---------------------------                      ---------------------------
<S>                                                      <C>             <C>                           <C>             <C>      
Revenue
Premium assumed                                            $27,576             $0                       $139,872              $0
Premiums ceded                                                   0              0                              0               0
                                                       ---------------------------                     ----------------------------
Net premiums earned                                         27,576              0                        139,872               0
Investment income                                           21,282         39,178                         38,845          90,856
Net realized gains and losses on
  securities available-for-sale                                                 0                              0               0
Other                                                       28,820            844                         72,213         (9,115)
                                                       ---------------------------                     ----------------------------
Total Revenue                                               77,678         40,022                        250,930          81,741
                                                       ---------------------------                     ----------------------------
Expenses
Loss and loss adjustment expenses                           14,290              0                         79,040               0
Policy acquisition fees                                      1,930              0                          9,791               0
Program administration fees                                  4,137                                        20,981               0
Regulatory fees                                             14,070          2,502                         19,685          11,502
General expenses                                           168,732         98,890                        277,403         183,760
                                                       ---------------------------                     ----------------------------
Total Expenses                                             203,159        101,392                        406,900         195,262
                                                       ---------------------------                     ----------------------------
Net Income
  Before Income Tax Provision                            (125,481)       (61,370)                      (155,970)       (113,521)

Provision (benefit) for income taxes                      (50,462)       (31,938)                       (60,828)        (40,489)
                                                       ---------------------------                     ----------------------------
Net Income                                               ($75,019)      ($29,432)                       (95,142)       ($73,032)

Other Comprehensive Income
  Unrealized gain (loss) on investments in securities
    net of income tax affect                                 1,754         10,253                        (2,128)           2,539
                                                       ---------------------------                     ----------------------------
Comprehensive Income                                     ($73,265)      ($19,179)                      ($97,270)       ($70,493)
                                                       ===========================                     ============================


Per Share Data
Net Income                                                 ($0.14)                                       ($0.18)
                                                       ============                                     ==========
<FN>

** 1997 represents the combined information of two previously separate entities.

See accompanying notes to financial statements.
</FN>
</TABLE>




<PAGE>
<TABLE>
<CAPTION>

STONEVILLE INSURANCE COMPANY
Statements of Changes in Shareholders' Equity
For Periods Indicated



                                                                                       
                                                                                         Accumulated                      
                                                             Common Stock                  Other                          Total
                                                         -----------------------       Comprehensive    Retained      Shareholders'
                                                            Shares       Amount           Income        Earnings        Equity
                                                         -------------------------------------------------------------------------
<S>                                                        <C>            <C>                          <C>                     <C>
Balance at December 31, 1996                                     0             $0          ($9,236)   $2,462,693      $2,453,457
1997**
  Net income (loss)                                                                                    (474,439)       (474,439)

  Issuance of stock upon conversion from a Trust           503,384        503,384                      (503,384)               0
   to a stock company

  Net increase in unrealized appreciation of
    securities available for sale net of tax                                                 34,519                       34,519
                                                         -------------------------------------------------------------------------
Balance at December 31, 1997                               503,384       $503,384           $25,283   $1,484,870      $2,013,537

  1998
  Net income (loss)                                                                                     (95,142)        (95,142)

  Net increase (decrease) in unrealized appreciation of
    securities available for sale net of tax                                                (2,128)                      (2,128)
                                                         -------------------------------------------------------------------------

Balance at June 30, 1998                                   503,384       $503,384           $23,155   $1,389,728      $1,916,267
                                                           =======       ========           =======   ==========      ==========





<FN>

** 1997 represents the combined information of two previously separate entities.

See accompanying notes to financial statements.
</FN>
</TABLE>



<PAGE>


STONEVILLE INSURANCE COMPANY
Statements of Cash Flows
Six Months Ended June 30, 1998 and 1997


                                                               1998     1997**
                                                          ----------  ---------
Cash Flows From Operating Activities
Premiums collected                                               $0          $0
Losses and loss adjustment expenses paid                          0   (879,879)
Refunds and premium adjustments paid                              0    (60,241)
Administrative expenses paid                              (346,586)   (208,011)
Income taxes (paid) refund received                         166,943    (37,417)
Investment income received                                   54,571     105,953
Other income received                                        61,713           0
Net (increase) decrease in trading securities                     0   1,680,339
Interest paid                                                 (250)           0
                                                          ----------  ---------
Net Cash Provided by Operating Activities                  (63,609)     600,744
                                                          ----------  ---------
Cash Flows From Investing Activities
Proceeds from sales of available-for-sale securities         43,832           0
Purchase of held-to-maturity securities                               (589,285)
Transfer of held-to-maturity security to cash equivalent          0     507,686
Capital expenditures                                       (80,049)           0
                                                          ----------  ---------
Net Cash Provided by Investing Activities                  (36,217)    (81,599)
                                                          ----------  ---------
Cash Flows From Financing Activities
Proceeds from capital leases                                  9,574           0
Principal payments under capital lease obligations          (1,677)       (170)
                                                          ----------  ---------
Net Cash Used in Financing Activities                         7,897       (170)
                                                          ----------  ---------
Net Increase (Decrease) in Cash and
  Cash Equivalents                                         (91,929)     518,975

Cash and Cash Equivalents at Beginning of Period            425,493   1,379,935
                                                          ---------- ----------
Cash and Cash Equivalents at End of Period                 $333,564  $1,898,910
                                                          ========== ==========











** 1997 represents the combined information of two previously separate 
entities.

See accompanying notes to financial statements.

<PAGE>

STONEVILLE INSURANCE COMPANY
Statements of Cash Flows (Continued)
Six Months Ended June 30, 1998 and 1997



Reconciliation of net income to net cash provided              1998     1997**
                                                          ----------  ---------
  by Operating Activities

Net Income                                                ($95,142)   ($73,032)
Adjustments to reconcile net income to net cash
  provided by operating activities:
   Depreciation                                               4,474       3,919
   Decrease in trading securities                                 0   1,696,697
   Decrease in premiums receivable                                0           0
   Increase in Funds held by ceding companies             (130,654)           0
   Decrease (increase) in prepaid expenses                 (25,400)     (2,867)
   Decrease (increase) in accrued interest receivable         9,842      11,054
   (Increase) decrease in notes and other receivables             0     (9,958)
   (Increase) decrease in other assets                        (750)
   Amortization of bond premium (discount)                    5,698       2,201
   Increase (decrease) in unpaid loss and loss adjustment    56,506   (879,879)
    expenses
   (Decrease) increase in accounts payable and accrued     (46,778)     (9,294)
     liabilities
    Increase in unearned premiums                            52,480           0

   Increase (decrease) in premium adjustment reserve              0    (60,191)
   (Decrease) increase in income tax liability              106,115    (77,906)
                                                          ----------  ---------
Net cash provided by operating activities                 ($63,609)    $600,744
                                                          ==========  =========

















 ** 1997 represents the combined information of two previously separate
 entities.

See accompanying notes to financial statements.




<PAGE>

Stoneville Insurance Company
Notes to Financial Statements
Quarters Ended June 30, 1998 and 1997


1.        Basis of Presentation 

          These interim financial  statements have
          been prepared on the basis of accounting principles used in the annual
          financial  statements  ended  December 31,  1997,  and must be read in
          conjunction  with the 1997  statements.  In the opinion of management,
          the accompanying  interim unaudited  financial  statements contain all
          adjustments  necessary for a fair statement of financial  position and
          results of operations of the Trust for the interim periods.

2.        Plan of Reorganization and Conversion

          A Plan and Agreement of Reorganization and Conversion was entered
          into on September 11, 1997 by and between Delta Agricultural and
          Industrial Trust and Stoneville Insurance Company whereby the Trust
          transferred all of its existing assets and liabilities to Stoneville
          on December 31, 1997 in exchange for stock in Stoneville.  The Trust
          was then liquidated and dissolved with the stock of Stoneville
          distributed to its former members in accordance with the terms
          outlined in the Plan.

3.        Operations of the Company

          The Company was formed to become the successor to the Delta
          Agricultural and Industrial Trust, a Mississippi self-funded workers
          compensation trust.  The Company entered the workers compensation
          market in the first quarter of 1998 as a reinsurer.  The Company
          currently does not write workers compensation insurance on a direct
          basis.

4.        Assets Pledged

          Of the $1,269,444 in securities available-for-sale, $234,921 is
          pledged as collateral for a letter of credit issued to an insurer that
          the Company reinsures on a quota share basis.  A claim can be made
          against the letter of credit if the ceding insurer is unable to pay
          claims from premiums collected by it. It is unlikely that there will
          be such a claim against the letter of credit.

5.        Reserve for Losses and Loss Adjustment Expenses

          The reserve for losses and loss adjustment expenses ("LAE") is
          based upon case reserve reports received from ceding insurance
          companies and the company's own estimates.  Loss and LAE reserves also
          include estimates of incurred but not reported losses based on past
          experience modified for current trends and estimates of expenses for
          investigating and settling claims.  It is the company's policy to
          discount workers' compensation claims on reported and unreported
          losses to present value using an interest rate of 4.5%.  Such discount
          resulted in a reduction in gross loss reserves of $9,078 as of June
          30, 1998.  The reserve for losses and LAE is  attributable  to a quota
          share reinsurance arrangement in which the Company  participates only
          as a reinsurer.  Management believes that the reserve for loss and LAE
          as of June 30, 1998 is adequate to cover ultimate gross cost of losses
          and LAE  incurred through  June 30, 1998.  The  reserve is based on
          estimates of losses and LAE incurred and, therefore, the amount
          ultimately paid may be more or less than such estimates.


<PAGE>

6.        Operations of Previously Separate Companies

          As  indicated  in  the  financial  statements, the  information
          presented for the six months and three months ended June 30, 1997  
          represents the combined information from two previously separate  
          companies.  Presented below are the operating results of each entity
          and the intercompany adjustments made as a result of the combination
          combination for the six months ended June 30, 1997.  

                                                       Delta
                                  Stoneville      Agricultural
                                  Insurance       & Industrial
                                  Company              Trust         Combined
                                 -----------      ------------    -----------
 Total Revenues                  $     0          $  81,741         $  81,741

 Net Income                         (588)           (72,444)          (73,032)

 Intercompany Interest Expense
   Eliminated                        588

 Intercompany Interest Income
   Eliminated                                           588



7.        Other Income

          Other Income for the six months ended June 30, 1998 includes
          $57,044 in fees paid to the Company for management of certain
          insurance programs for a ceding carrier. For the six months ended June
          30, 1997, other income represented a loss on the sale of trading
          securities.

8.        Earnings (Loss) Per Share

          Earnings (loss) per common share is based on net income or (loss)
          and the weighted average number of shares outstanding during each
          interim period.  The number of shares used in computing  earnings per
          share is 503,384 for the quarter ended June 30, 1998.  No shares were
          issued until December 31, 1997, therefore no earnings per share
          amounts are presented for the period ended June 30, 1997.

<PAGE>

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


Financial Condition - June 30, 1998 Compared to December 31, 1997

     Total  shareholders' equity  decreased by $97,270 or 4% from $2,013,537 at
December 31, 1997 to $1,916,267 at June 30, 1998.  This decrease was caused by a
net loss from  operations  of  $95,142  for the  first six  months of 1998 and a
decrease in unrealized gain on securities available-for-sale of $2,128.

     Total  assets  decreased  by $27,165 or 1.3% at June 30,  1998  compared to
December 31, 1997. Cash and investments decreased a total of $143,587 during the
six months  ended June 30,  1998 due  primarily  to  limited  revenue  producing
activities  in the first six months of 1998  coupled with the payment of certain
costs  associated with the development of the Company's  claims and risk control
services.  In July of 1998, the Company entered into two agreements with another
insurance carrier.  Under one agreement the Company will service certain workers
compensation  claims on behalf of the other  insurance  carrier in  Mississippi.
Under the other  agreement  the Company will  provide  loss control  services to
certain insureds of the other insurance  carrier.  Additional  expenditures were
made  relating  to the  Plan  of  Reorganization  and  Conversion  of the  Delta
Agricultural and Industrial Trust that became effective December 31, 1997.

     Total liabilities  increased by $70,105 or 59.17% at June 30, 1998 compared
to December 31, 1997.  This increase was due primarily to the purchase of claims
administration  software,  the  payment  for which  was not due until  after the
balance sheet date.
 

     Results of Operations - Quarter and Six Months Ended June 30, 1998 Compared
to Quarter and Six Months Ended June 30, 1997

     The Company  experienced a net loss of $75,019 during the second quarter of
1998 compared to a net loss of $29,432 during the second quarter of 1997. During
the first  quarter of 1998 the Company  entered  into a quota share  reinsurance
arrangement with another insurance carrier in which the Company shares in 25% of
the income  and is  obligated  to pay 25% of the  expenses  associated  with the
business  written  within this  program.  As a result of this  arrangement,  the
Company's  portion  of earned  premium  during  the  second  quarter of 1998 was
$27,576 compared to $0 in 1997.  Losses and loss adjustment  expenses related to
this program were $14,290  during the second  quarter of 1998  compared to $0 in
the same period in 1997.  Other expenses  associated  with this program  totaled
$8,844 during the second quarter of 1998 compared to $0 in the second quarter of
1997.  The Company's share of net income before tax associated with this program
during  the  second  quarter  of 1998 was  $4,442  compared  to $0 in the second
quarter of 1997.

     The Company  experienced a net loss of $95,142  during the six months ended
June 30,1998 compared to a net loss of 73,032 during the same period in 1997. As
a result of the quota  share  reinsurance  arrangement,  the  Company had earned
premium for the six months  ended June 30,  1998 of  $139,872  compared to $0 in
1997.  Losses  and loss  adjustment  expenses  related to this  program  totaled
$79,040 for the first six months of 1998 compared to $0 in 1997.  Other expenses
related  to this  program  totaled  $39,164  for the  first  six  months of 1998
compared to $0 in 1997.  Net income before tax from this program was $21,668 for
the first six months of 1998 compared to $0 in 1997.

     Investment  income of the  Company  decreased  from  $39,178  in the second
quarter of 1997 to $21,282 in the second  quarter of 1998.  This  decrease was a
result  of  having  less  cash to invest  due to the  funding  of an  Assumption
Reinsurance Agreement in December, 1997 in which the Company was relieved of all
of  its  insurance  liabilities  as of  that  date.  In  conjunction  with  this
agreement,  the Company paid a premium of $1,586,463 to the carrier that assumed
the Company's  insurance  liabilities.  The payment of this premium  resulted in
less cash being available for investment during 1998.

     As a result of having less cash  available  to invest as  described  above,
investment  income  of the  Company  for the six  months  ended  June  30,  1998
decreased to $38,845 from $90,856 for the first six months of 1997.



<PAGE>

     The Company  realized  capital gains in the second quarter of 1997 totaling
$844.  No capital  gains or losses were  realized  during the second  quarter of
1998.  The Company  realized  capital  losses of $9,115 for the six months ended
June 30,  1997  compared  to $0 in  capital  gains and losses for the six months
ended June 30, 1998.

     General  expenses  increased  from $98,890 in the second quarter of 1997 to
$168,732  in the same period in 1998.  This  increase  is due  primarily  to the
development  of a claims and risk  control  department  within the Company  that
began  providing  claims and risk  control  services  in July,  1998.  Under one
agreement the Company will service certain workers compensation claims on behalf
of the other  insurance  carrier in  Mississippi.  Under the other agreement the
Company  will provide  loss  control  services to certain  insureds of the other
insurance carrier. For the six months ended June 30, 1998, general expenses were
$277,403  compared to $183,760 for the same period in 1997. This increase is due
primarily to the costs involved in re-entering the commercial  insurance  market
in the first quarter of 1998 including the costs  associated  with the execution
of  certain  reinsurance  agreements  and the  development  of a claims and risk
control department within the Company.

     The Company  recorded an income tax benefit for the quarter  ended June 30,
1998 of  $50,462  compared  to a tax  benefit  for the same  quarter  in 1997 of
$31,938.  The tax  benefit  for the six months  ended June 30,  1998 was $60,828
compared to $40,489 for the six months ended June 30, 1997.  The  increased  tax
benefit  for both the  quarter  and six month  period  ended June 30, 1998 was a
result of larger operating losses  experienced by the Company during this period
in 1998 compared to 1997.

<PAGE>

                         PART II:  OTHER INFORMATION

Item 1 - Legal Proceedings

There have been no material changes to the legal proceedings described in the 
Company's Registration Statement on Form 10-K (File Number 333-24739).


Item 6 - Exhibits and Reports on Form 8-K

(a) Exhibits

Exhibit 27: Financial data schedule

(b) No reports on Form 8-K were filed during the quarter ended June 30, 1998.










<PAGE>

                           STONEVILLE INSURANCE COMPANY


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.


STONEVILLE INSURANCE COMPANY
     (Registrant)



DATE: August 14, 1998   /s/ Harry Vickery
                        --------------------------------------
                        President and Chief Accounting Officer