(Unaudited)

                                     SILVER BOW ANTIQUE AVIATION

                                         (a Development Stage Company)

                            CONSOLIDATED FINANCIAL STATEMENTS

                                             FIRST QUARTER 1999

              Covering the Three Month Periods Ended March 31, 1999 and 1998





























                       The accompanying notes are an integral part of the
financial statements


                                                                        -1-

                                           (Unaudited)
                                   SILVER BOW ANTIQUE AVIATION
                                  (a Development Stage Company)
                                           BALANCE  SHEET

                                 Mar. 31        Dec. 31
                ASSETS             1999           1998       
Current Assets
  Cash                        $    2,039            2,054
  Other Current Assets        ____________________________
     Total Current Assets     $    2,039            2,054
Fixed Assets
   Costs/2 Aircraft (Note 2)  $  178,000          178,000 
   Less Accumulated Depreciation   1,300               -0- 
     Net Fixed Assets         $  176,700          178,000
Other Assets                  $       -0-              -0- 
     TOTAL ASSETS             $  178,739          180,054 
                            ==============================
            LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities
   Trade Payables             $       -0-              -0- 
   Interest 10yr Note$178,000(Note2)
                                   2,670               -0-
   CurYrPortion NotePayable (Note 2)  
                                  17,800           17,800 
     Total Current Liabilities $  20,470           17,800
Long Term Liabilities
   Note Payable (Note 2)        $160,200          160,200
     TOTAL LIABILITIES          $180,670          178,000

STOCKHOLDERS' EQUITY
   Preferred Stock - Par value $.001; 
      Authorized;    1,000,000 shares;
      Issued & Outstanding; -0- shares
                               $      -0-              -0-
   Common Stock - Par value $.001;
      Authorized;  99,000,000 shares;
      Issued & Outstanding; 2,990,400
      shares (both periods)        2,990            2,990 
   Paid in capital                    -0-              -0-
   Equity; Accum. Earnings/
   <Deficit>                   <   4,921>       <     936>
TOTAL STOCKHOLDERS'
   NET EQUITY                  <   1,931>           2,054 
TOTAL LIABILITIES &
   STOCKHOLDERS' EQUITY       $  178,739          180,054 
                              ===========================

      The accompanying notes are an integral part of these financial statements
                                         -2-

                                        (Unaudited)
                                 SILVER BOW ANTIQUE AVIATION
                                (a Development Stage Company)
                                   STATEMENT OF OPERATIONS
                                  3 Months Ended        6 Months Ended
                                     March 31,              June 30,
                                   1999           1998        1999      1998
REVENUES
   Income                      $     -0-             -0-        -0-       -0-
     Total Revenues            $     -0-             -0-        -0-       -0- 

OPERATING EXPENSES
   G & A Expenses-
      Transfer Agent Fees/Registration                      
      Depreciation                1,300                            
      Accounting Fees                                            
      Legal Fees                                                 
      Interest Expense            2,670                            
      Other Expenses                 15                
     Total Expenses               3,985               -0-        -0-      -0-  

Operating Income <Loss>          <3,985>              -0-        -0-      -0-
OTHER INCOME <EXPENSES>              -0-              -0-        -0-      -0-

Pretax Income <Loss             $<3,985>              -0-        -0-      -0-
        
               
                               ==============================================
Average No. of Common
      Shares Outstanding      2,990,040        2,990,040                       
  

      Income <Loss> Per Share   <$0.001>   $          -0-               
      

Diluted Average No. of Common
      Shares Outstanding      2,990,040        2,990,040      

      Income <Loss> Per Share   <$0.001>   $          -0-               
    







The accompanying notes are an integral part of these financial statements
                                     -3-


                                         (Unaudited)
                                 Silverbow Antique Aviation
                                (a Development Stage Company)
                                   STATEMENTS OF CASH FLOWS
                                     For The Periods Ended
                                       3 Months Ended   
                                                                          
                                          March 31
                                         1999          1998 

Cash Flows From Operating Activities
   Net Profit <Loss>                      $<3,985>          -0-                 

   Non cash items; Depreciation             1,300           -0-                 
 
   <Increase>/decrease in Current Assets       -0-          -0-          
      
   <Decrease>/increase in Current Liabilities
        (Note 2)                            2,670           -0-                 
 
  Increase/<decrease> Long Term Liability      -0-          -0-

Cash <Used> by Operating Activities     $ <    15>          -0-

Cash flows <used> from Investing Activities
                                        $ <     -0-         -0-     

Cash flows <used> from Financing Activities$    -0-         -0-

Increase <decrease> in Cash             $ <     15>         -0-

Cash and Cash Equivalents Beginning Period$   2,054         -0-

Cash and Cash Equivalents End of Period    $  2,039         -0-
                                         =======================











    The accompanying notes are an integral part of these financial statements

                                    -4-

                                 (Unaudited)
                          SILVER BOW ANTIQUE AVIATION
                         (a Development Stage Company)

                          CONSOLIDATED FINANCIAL NOTES
                     For the Three Months Ending March31, 1999


General
     The condensed consolidated financial statements of Silver Bow Antique
Aviation included herein, have been prepared without audit pursuant to the
rules and regulations of the Securities and Exchange Commission.  Although
certain information normally included in financial statements prepared in
accordance with generally accepted accounting principles has been condensed
or omitted, Silver Bow Antique Aviation believes that the disclosure are
adequate to make the information presented not misleading.  The condensed
financial statements for the three months ended March 31, 1999 should be read in
conjunction with the financial statements and notes thereto included in this
report and the Company's report on Form 10SB12G filed with the Security and
Exchange Commission on May 7, 1999, along with the Independent Auditors'
Financial Report covering the years 1994 through and including the year
ending December 31, 1998.

     The condensed consolidated financial statements included herein reflect
all normal recurring adjustments that, in the opinion of management, are
necessary for a fair presentation. The results for the interim period are
not necessarily indicative of trends or of results to be expected for a full
year.

Note 1 Organization and business purpose - The Company is "a Development
Stage Company" and has had no significant business activity. Incidental
costs to maintain the legal registration of the Company in the State of
Nevada and with any other agency, have been paid or assumed by the current
officers and directors and a related party Corporation.  Certain other
costs with respect to maintaining the (2) Company-owned aircraft have
similarily been absorbed.

Note 2 Notes payable to the majority stockholder for the acquisition of
aircraft - The Current Liability Accounts reflect the accrual of the annual
6% Interest Expense.








    The accompanying notes are an integral part of these financial statements

                                      -5-