FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
     SECURITIES EXCHANGE ACT OF 1934

     For the Quarter Ended March 31, 1998



                            GOLD RESERVE CORPORATION


     State Of Incorporation:                  Montana
     Commission File Number:                  1-8372
     IRS Employer Identification No:          81-0266636

     Address Of Principal Executive Offices:  601 West Riverside Avenue,
                                                Suite 1940
                                              Spokane, Washington 99201

     Registrant's Telephone Number:           (509) 623-1500

     Securities registered pursuant to 
       Section 12(b) of the Act:
         Title Of Each Class:                 Common Stock

     Name Of Each Exchange on Which 
       Registered:                            NASDAQ SmallCap Market
                                              The Toronto Stock Exchange

     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 of 1934 during the preceding 12 months (or for such
     shorter period as the registrant was required to file such reports),
     and (2) has been subject to such filing requirements for the past 90
     days. Yes[X]

     The number of shares of common stock issued at April 30, 1998 was
     22,974,143.
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     PART I. FINANCIAL INFORMATION
     Item 1. Financial Statements

     CONSOLIDATED BALANCE SHEETS
     March 31, 1998 and December 31, 1997
     (unaudited)

                                                March 31,     December 31,
                                                1998          1997
                                                ------------  ------------
                      ASSETS

     Current Assets:
       Cash and cash equivalents                $ 15,137,058  $ 12,524,125
     Investments:
       Held-to-maturity securities                 4,003,319     4,054,494
       Accrued interest on investments               155,146       240,757
     Deposits, advances and other                    632,782       411,725
     Litigation settlement held in escrow                 --     4,500,000
                                                ------------  ------------
         Total current assets                     19,928,305    21,731,101

     Property, plant and equipment, net           39,138,841    38,446,169
     Investments:
       Available-for-sale securities                 119,504       127,754
       Held-to-maturity securities                 7,592,865    11,521,973
     Other                                         1,434,513     1,465,997
                                                ------------  ------------
         Total assets                           $ 68,214,028  $ 73,292,994
                                                ============  ============

     LIABILITIES

     Current Liabilities:
       Accounts payable and accrued expenses    $    800,887  $    646,203
       Note payable - KSOP, current portion               --       188,470
       Litigation settlement payable                      --     4,500,000
                                                ------------  ------------
         Total current liabilities                   800,887     5,334,673

     Note payable - KSOP, non-current portion        264,771       434,390
     Minority interest in consolidated 
       subsidiaries                                  983,661       974,522
                                                ------------  ------------
         Total liabilities                         2,049,319     6,743,585

     Commitments and contingencies
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     CONSOLIDATED BALANCE SHEETS, CONTINUED
     March 31, 1998 and December 31, 1997
     (unaudited)


                                                March 31,     December 31,
                                                1998          1997
                                                ------------  ------------
     SHAREHOLDERS' EQUITY

     Serial preferred stock, without par value
       Authorized: 20,000,000 shares
       Issued: none
     Common stock, without par value
       Authorized: 480,000,000 shares
       Issued: 1998... 22,974,143; 
       1997... 22,918,143
       Outstanding: 1998... 22,493,099; 
       1997... 22,437,099                       $102,300,494  $102,269,494
     Less, common stock held by affiliates        (1,428,565)   (1,428,565)
     Accumulated other comprehensive income            2,750        11,000
     Accumulated deficit                         (34,445,199)  (33,679,660)
     KSOP debt guarantee                            (264,771)     (622,860)
                                                ------------  ------------
         Total shareholders' equity               66,164,709    66,549,409
                                                ------------  ------------
         Total liabilities and shareholders' 
           equity                               $ 68,214,028  $ 73,292,994
                                                ============  ============
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS
     For the Three Months Ended March 31, 1998 and 1997
     (unaudited)

                                                1998          1997
                                                ------------  ------------
     Other Income:
       Interest                                 $    359,257  $    434,491
       Foreign currency loss                         (25,874)      (25,366)
                                                ------------  ------------
                                                     333,383       409,125
                                                ------------  ------------
     Expenses:
       General and administrative                    483,946       518,419
       Directors' and officers' compensation         495,500       449,854
       Legal and accounting                           87,864        78,172
       Depreciation                                   11,244        11,574
       Interest expense, net of amount 
         capitalized                                  11,229         4,543
       Minority interest in net income (loss) 
         of consolidated subsidiaries                  9,139        (1,717)
                                                ------------  ------------
                                                   1,098,922     1,060,845
                                                ------------  ------------
     Net loss                                       (765,539)     (651,720)

     Other comprehensive (loss) income                (8,250)        4,750
                                                ------------  ------------
     Comprehensive loss                         $   (773,789) $   (646,970)
                                                ============  ============
     Net loss per share - basic and diluted     $      (0.03) $      (0.03)
                                                ============  ============
     Weighted average common shares 
       outstanding                                22,441,829    22,263,673
                                                ============  ============
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     CONSOLIDATED STATEMENTS OF CASH FLOWS
     For the Three Months Ended March 31, 1998 and 1997
     (unaudited)

                                                1998          1997
                                                -----------   -----------
     Cash Flows from Operating Activities:
       Net loss                                 $  (765,539)  $  (651,720)
       Adjustments to reconcile net loss to 
         net cash (used) provided by operating 
         activities:
           Depreciation                              11,244        11,574
           Amortization of premium (discount) 
             on held-to-maturity securities          10,694       (53,363)
           Foreign currency loss                     25,874        25,366
           Minority interest in net income 
             (loss) of consolidated 
             subsidiaries                             9,139        (1,717)
           Changes in current assets and 
             liabilities:
               Net decrease (increase) in 
               current assets                     4,364,554       (74,547)
             Net (decrease) increase in 
               current liabilities               (4,345,316)      779,401
                                                -----------   -----------
                 Net cash (used) provided by 
                   operating activities            (689,350)       34,994
                                                -----------   -----------

     Cash Flows from Investing Activities:
       Proceeds from maturities of held-
         to-maturity securities                  10,056,187     4,000,000
       Purchase of held-to-maturity 
         securities                             (6,086,598)   (12,999,375)
       Purchase of property, plant and 
         equipment                                 (729,790)   (2,362,945)
       Other                                         31,484      (215,403)
                                                -----------   -----------
                 Net cash provided (used) 
                   by investing activities        3,271,283   (11,577,723)
                                                -----------   -----------

     Cash Flows from Financing Activities:
       Proceeds from issuance of common 
         shares                                      31,000       717,124
                                                -----------   -----------
                 Net cash provided by 
                   financing activities              31,000       717,124
                                                -----------   -----------
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
     For the Three Months Ended March 31, 1998 and 1997
     (unaudited)

                                                1998          1997
                                                -----------   -----------

     Change in Cash and Cash Equivalents:
       Net increase (decrease) in cash and 
         cash equivalents                       $ 2,612,933  $(10,825,605)
       Cash and cash equivalents - 
         beginning of period                     12,524,125    30,329,024
                                                -----------   -----------
       Cash and cash equivalents - 
         end of period                          $15,137,058   $19,503,419
                                                ===========   ===========
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     March 31, 1998


     The Company and Selected Notes to the Financial Statements
     ----------------------------------------------------------

     The Company
     -----------
     Gold Reserve Corporation (the "Company") is a mining company
     incorporated in the state of Montana in 1956 for the purpose of
     acquiring, exploring and developing mining properties and placing them
     into production.  The Company's principal asset, the Brisas property,
     is a late exploration-stage gold and copper mineralized deposit
     located in the KM 88 mining district of the State of Bolivar in the
     southeastern part of the country of Venezuela. 

     The Company and a number of  independent consultants are preparing a
     feasibility study for the Brisas property.  The initial stage of the
     study, a pre-feasibility report, was completed in February of 1998 and
     included tradeoff studies for plant throughput rates, as well as an
     analysis of the optimum processing facilities, site and ancillary
     facilities and tailings impoundment.  Management anticipates that the
     final feasibility study will be completed in 1999.

     A number of significant events must occur before commercial production
     on the Brisas property can begin, including the establishment of
     proven and probable reserves, obtaining financing for anticipated mine
     development costs and the procurement of all necessary regulatory
     permits and approvals.  The Company has no revenue producing mining
     operations at this time, and exploration and development of the Brisas
     property is currently the Company's sole business.  The Company's
     strategy for growth is to develop mining and process operations at its
     Brisas property through the successful development of mineable
     reserves and make selective property or corporate acquisitions.

     Financial Information
     ---------------------
     The December 31, 1997 balance sheet has been derived from the
     Company's 1997 audited consolidated financial statements.  The notes
     to the consolidated financial statements as of December 31, 1997 as
     set forth in the Company's 1997 Form 10-K, substantially apply to
     these interim financial statements at March 31, 1998 and are not
     repeated here.  The financial information given in the accompanying
     unaudited financial statements reflects all normal, recurring
     adjustments which, in the opinion of management, are necessary for a
     fair presentation for the periods reported.
     <PAGE>
     GOLD RESERVE CORPORATION AND SUBSIDIARIES
     QUARTERLY REPORT ON FORM 10-Q
     March 31, 1998

     Consolidated Financial Statements
     ---------------------------------
     The Company's operations in Venezuela are conducted through subsidiary
     corporations. The consolidated financial statements include the
     accounts of the Company, three Venezuelan subsidiaries, Gold Reserve
     de Venezuela, C.A. (GLDRV), Compania Aurifera Brisas del Cuyuni,
     C.A.(Brisas), Compania Minera Unicornio, C.A. (Unicorn), two domestic
     majority-owned subsidiaries, Great Basin Energies, Inc. (Great Basin)
     and MegaGold Corporation (MegaGold) and seven Aruban subsidiaries
     which were formed to hold the Company's interest in its foreign
     subsidiaries or for future transactions.  All significant intercompany
     accounts and transactions have been eliminated in consolidation.  The
     Company's policy is to consolidate those subsidiaries where majority
     control exists and is other than temporary. 

     Net Loss per Share
     ------------------
     Net loss per share (basic and diluted) is based on the weighted
     average number of common shares outstanding during each year which has
     been reduced by the Company's proportionate ownership of common shares
     owned by Great Basin, MegaGold and Stanco Investments, A.V.V.
     (Stanco).  As of March 31, 1998 and 1997, there were 3,552,075 and
     2,377,565 shares available for issuance pursuant to the exercise of
     previously granted stock options, respectively.  These options were
     not included in the computation of diluted loss per share as a loss
     was incurred in each of the periods presented in the statement of
     operations and other comprehensive loss and their inclusion would be
     anti-dilutive.
     <PAGE>
     Item 2. Management's Discussion and Analysis of Financial Condition
             And Results of Operations

     Forward Looking Statements
     --------------------------
     The information presented in or incorporated by reference in this
     Quarterly Report on Form 10-Q includes both historical information and
     "forward-looking statements" (within the meaning of Section 27A of the
     Securities Act of 1933, as amended (the "Securities Act"), and Section
     21E of the Securities Exchange Act of 1934, as amended (the "Exchange
     Act")) relating to the future results of the Company (including
     projections and business trends), which involve risks and
     uncertainties.  Prospective investors are cautioned not to put undue
     reliance on forward-looking statements, and should not infer that
     there has been no change in the affairs of the Company since the date
     of this Quarterly Report on Form 10-Q that would warrant any
     modification of any forward-looking statement made in this document or
     other documents filed periodically with the SEC.  All subsequent
     written and oral forward-looking statements attributable to the
     Company or persons acting on its behalf are expressly qualified in
     their entirety by this notice.  The Company disclaims any intent or
     obligation to update publicly these forward-looking statements,
     whether as a result of new information, future events or otherwise.
     The Company cautions that numerous factors which are disclosed in the
     Company's Annual Report on Form 10-K under the heading "Risk Factors"
     and elsewhere in documents filed from time to time with the Securities
     and Exchange Commission ("SEC"), including this Quarterly Report on
     Form 10-Q, could cause actual results to differ materially from those
     in the forward-looking statements, including without limitation the
     risk that one or more of the following matters may negatively affect
     the Company: the Company's Brisas feasibility study may conclude that
     development of the Brisas property would be uneconomic or actual ore
     reserves, costs, recovery rates, construction schedules and metals
     production levels may vary considerably from those used in the
     feasibility study.  Likewise, continued low metals prices, production
     volatility, concentration of operations and assets in Venezuela,
     regulatory, environmental (including the Imataca Forest Reserve),
     political and economic issues associated with investments in
     Venezuela, anticipated or estimated future project development costs,
     need for additional funding, dependence upon the abilities and
     continued participation of certain key employees of the Company, and
     the uncertainty normally incident to the operation and development of
     mining properties may also cause adverse results for the Company. 

     Brisas Property
     ---------------

     OWNERSHIP.  The Brisas property consists of the Brisas alluvial
     concession, the Brisas hardrock concession beneath the alluvial
     concession, other applications for mineralization (primarily nominal
     values of copper and silver) in the material contained in the alluvial
     concession and other mineralization (primarily gold, copper and
     molybdenum) on small land parcels contiguous to the existing alluvial
     and hardrock concessions.
     <PAGE>
     In 1992, the Company acquired its Brisas subsidiary (which has held
     the Brisas alluvial concession since 1988) and submitted an
     application for the Brisas hardrock concession in February 1993.  The
     Brisas hardrock concession was published (officially granted) in the
     Official Gazette of the Republic of Venezuela on March 3, 1998.  The
     Brisas alluvial concession is a production concession with an original
     term of twenty (20) years, with two renewal periods of 10 years each,
     at the discretion of the Ministry of Energy and Mines ("MEM"), and a
     three percent (3%) tax on sales of gold production outside of
     Venezuela.  The Brisas hardrock concession is a production concession
     with a term of twenty (20) years with two subsequent renewal periods
     of 10 years each, at the discretion of the MEM.  The hardrock
     concession provides for a four percent (4%) tax on sales of gold
     production outside of Venezuela and a seven percent (7%) mine-mouth
     tax on copper production.  Gold sold directly to the Central Bank of
     Venezuela (the "Central Bank") is taxed at one percent (1%).

     IMATACA FOREST RESERVE.  The Brisas property is located within the
     Imataca Forest Reserve (the "Imataca"), which is comprised of 3.6
     million hectares in the State of Bolivar.  In 1986, an area (in which
     the Brisas property is located) in the southwestern part of the
     Imataca was authorized, by presidential decree, for mining exploration
     and exploitation activities.  In 1997, legislation to identify
     additional uses and activities within the Imataca was enacted by
     presidential decree.  Previously, mining activity outside of the area
     authorized for mining in 1986 had been denied environmental
     authorization by the government.  Since the 1997 legislation expanding
     the uses and activities within the Imataca was issued, several parties
     have challenged its constitutionality and also moved to have all
     previously issued regulations allowing mining activities within the
     Imataca overturned.  In response to this challenge, the Venezuelan
     Supreme Court (the "Court") issued an order prohibiting the MEM from
     granting new concessions pursuant to the 1997 legislation, however the
     Court excluded from its order challenges to previous legislation
     authorizing mining in certain regions of the Imataca.  The Company has
     been advised by its Venezuelan attorneys that it is unlikely that
     future rulings by the Court related to this issue will impact the
     Company's concessions, but there can be no assurance that an adverse
     ruling that affects the Company will not occur. 

     DEVELOPMENT.  The Company engaged JE MinCorp, a Division of Jacobs
     Engineering Group Inc. and a number of other independent consultants
     to prepare a feasibility study on the Brisas mineralized deposit, the
     initial stage of which, a pre-feasibility report, was completed in
     early 1998.  The report included a "Base Case" analysis of the
     proposed project assuming $375 per ounce gold and $1 per pound copper
     as well as additional sensitivity analyses using $350 and $300 per
     ounce gold and $.90 and $.80 per pound of copper, respectively.  The
     Brisas mineralized deposit does not yet qualify as a commercially
     mineable ore body under standards promulgated by the SEC and may so
     qualify only after a positive comprehensive economic, technical and
     legal feasibility study has been completed.
     <PAGE>
     Assuming a gold price of $375 per ounce, copper price of $1.00 per
     pound, an internal cutoff grade of 0.40 grams of gold per tonne and
     open pit mining methods, the pre-feasibility report concluded that the
     Brisas property contains mineralization consisting of approximately
     249.2 million tonnes with an average grade of 0.70 grams of gold per
     tonne and 0.14% copper.  Total material expected to be moved is
     estimated to be 668 million tonnes resulting in a strip ratio of
     1.68:1 (waste to mineralization).  Alternatively, assuming a gold
     price of $350 and $300 per ounce and copper price of $0.90 and $0.80
     per pound, the Brisas property is estimated to contain mineralization
     (based on a preliminary Whittle pit design) of approximately 239.3 and
     177.1 million tonnes with an average grade of 0.71 and 0.80 grams per
     tonne gold and 0.14% and 0.12% copper, respectively.  The pre-
     feasibility report also estimates that the Company may achieve gold
     recovery of 83 percent and copper recovery of 73 percent at the Brisas
     property.  The feasibility study is expected to be completed in mid
     1999.

     The pre-feasibility report conclusions are based on the assumption
     that the Brisas property will be developed as a large-scale open pit
     mining operation with conventional crushing and grinding with SAG and
     ball mills followed by gravity separation resulting in the production
     of gold-copper concentrate and gold dore.  Planned mining facilities
     are expected to be capable of processing approximately 55,000 tonnes
     per day, yielding an estimated average annual production of as much as
     335,000 ounces of gold and 38.3 million pounds of copper, over a mine
     life of 14.2 years.

     Construction of the currently planned facility is expected to take
     approximately 18 months, with commissioning and achievement of
     commercial production expected shortly thereafter.  Under the
     timetable presently contemplated by the Company, initial construction
     would commence no earlier than mid 1999, with full production expected
     to commence no earlier than January 2001.  The ultimate design of the
     plant is subject to the results of the final feasibility study. 

     Base case pre-feasibility report estimates of pre-tax operating cash
     costs, including mining, processing, concentrate transportation,
     smelting and refining expenses, total $222 per ounce of gold net of
     copper revenues.  Total pre-tax costs per ounce of gold produced
     including life of mine capital are estimated at $295, excluding
     previously incurred sunk costs of approximately $38 million or
     approximately $8 per ounce of gold.  Exploitation taxes and royalties
     add approximately $9 per ounce of gold to the total cost per ounce.
     The base case pre-tax net present value of the project (assuming $375
     per ounce of gold and $1.00 per pound of copper) at zero percent is
     $354.9 million with an internal rate of return of 11.8%.

     OUTLOOK.  The major focus of the Company in the upcoming twelve to
     fifteen months will be permitting, securing additional sites required
     for process facility infrastructure, the completion of the final
     feasibility study and securing adequate funding to finance the
     construction of the Brisas mining facility.  A period of one year is
     anticipated in the overall project schedule for permitting as well as
     <PAGE>
     completion of the final feasibility study.  In addition, continuation
     or completion of metallurgical testing, geotechnical and hydrological
     investigations, electrical power supply and concentrate sales
     agreements, and development and condemnation drilling will occur prior
     to completion of the final feasibility study.  It is estimated that an
     additional $5 million will be spent for completion of the final
     feasibility study. 

     Liquidity and Capital Resources
     -------------------------------

     INVESTING.  During the three months ended March 31, 1998, the Company
     expended approximately $.7 million for exploration and development of
     the Brisas property.  The cumulative amount of $61.6 million expended
     on the Brisas property is comprised of acquisition costs, capitalized
     exploration and development costs and equipment expenditures and
     litigation settlement costs.  Amounts recorded as property, plant and
     equipment (capitalized exploration and development costs) include all
     costs associated with the Brisas property, including personnel and
     related administrative expenditures incurred in Venezuela, drilling
     and related exploration costs, capitalized interest expenses and
     general support costs related to the Brisas property.

     The overall corporate budget for 1998, excluding any future
     construction costs related to the mining facilities at the Brisas
     property, amounts to $7 million.  Approximately $5 million is
     allocated to further exploration and future development drilling,
     permitting, administration and the necessary work required to complete
     the Brisas feasibility study, which is expected to be finalized during
     mid 1999. 

     The recovery plant, as presently proposed in the Brisas pre-
     feasibility report, is expected to consist of a conventional 55,000
     tonne per day, gravity/flotation/cyanidation process plant and cost an
     estimated $293 million.  Ongoing life of mine capital requirements are
     estimated at $53 million and working capital needs are estimated at 
     $15 million.  The ultimate design of the plant is subject to the
     results of the final feasibility study.  Detailed engineering work
     will commence after the receipt of the necessary operating and
     environmental permits and as gold and copper prices warrant.  Final
     development of the Brisas property is dependent upon the then current
     price and/or expectation of future prices of gold and copper,
     completion of a bankable feasibility study including the establishment
     of proven and probable reserves, obtaining adequate financing, and
     obtaining the appropriate environmental and operating permits.

     During the three months ended March 31, 1998, the Company decreased
     its net investment in held-to-maturity securities, by approximately $4
     million.  The increase in cash and cash equivalents for the three
     month period ended March 31, 1998 was primarily due to the maturity of
     held-to-maturity securities partially offset by investments in
     property, plant and equipment.  In addition, pursuant to a 1994
     <PAGE>
     litigation settlement agreement related to an ownership dispute of the
     Brisas property, the Company placed $4.5 million in escrow to be
     released to one of the defendants at such time as the Company received
     the mining title to the hardrock concession for the Brisas property on
     or before January 1, 2000.  In March 1998, the Brisas hardrock
     concession was published in the Official Gazette of the Republic of
     Venezuela and the funds in escrow were released to the defendant in
     the litigation.

     FINANCING.  The Company has financed its general business and
     exploration and development activities in Venezuela principally from
     the sale of common stock and will require additional financing in
     order to place the Brisas property into production which is currently
     estimated to cost in excess of $300 million.  Future construction
     costs and development expenses, and the cost of placing the Brisas
     property or additional future properties into production, if
     warranted, are expected to be financed by a combination of the sale of
     additional common stock, bank borrowings or other means.  Whether and
     to what extent additional or alternative financing options are pursued
     by the Company depends on a number of important factors, including if
     and when mine development activities are commenced on the Brisas
     property, management's assessment of the financial markets, the price
     of gold, the potential acquisition of additional properties or
     projects and the overall capital requirements of the consolidated
     corporate group.

     As of April 30, 1998, the Company held approximately $26.5 million in
     cash and current and long-term held-to-maturity securities.  At this
     time, management anticipates that its current cash and investment
     positions are adequate to cover estimated operational and capital
     expenditures (excluding estimated mine construction costs) associated
     with the 1998 exploration and development program on the Brisas
     property.

     Results of Operations
     ---------------------

     MARCH 31, 1998 COMPARED TO MARCH 31, 1997.  Consolidated net loss for
     the three months ended March 31, 1998 amounted to $765,539 or $0.03
     per share compared to consolidated net loss of $651,720 or $0.03 per
     share, for the same period in 1997 as a result of the following:
     Other income for the current three month period decreased over the
     comparable period in 1997 due to decreased interest income from lower
     average levels of invested cash.  Operating expenses during the three
     months ended March 31, 1998 stayed substantially the same as the
     comparable period in 1997. 
     <PAGE>
     New Accounting Pronouncements
     -----------------------------

     The Company adopted the provisions of SFAS No. 130, "Reporting
     Comprehensive Income" and SFAS No. 131, "Disclosures about Segments
     for an Enterprise and Related Information" in 1998.  The
     implementation of these new standards did not have a material impact
     on the presentation of the consolidated financial statements.


     PART II - OTHER INFORMATION

     Item 6 - Exhibits and Reports on Form 8-K.

              a) Exhibit 27 - Financial Data Schedule
              b) There were no reports on Form 8-K for the quarter ended
                 March 31, 1998


     Signature
     ---------

     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.



                                        GOLD RESERVE CORPORATION

                                        By: /s/ Robert A. McGuinness
                                            ------------------------
                                            Vice President - Finance
                                            Chief Financial Officer
                                            May 11, 1998

<PAGE>