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                                 FORM 10-Q

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


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

                 For Quarterly Period Ended MARCH 31, 1999

                                    OR

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

     For the transition period from                to               .


                        Commission File No. 0-8301


                     GOLDEN TRIANGLE INDUSTRIES, INC.
          (Exact Name of Registrant as Specified in its Charter)



      State of Colorado                                        25-1302097
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                            Identification #)


6314 Aspen Cove Court Sugar Land, TX                             77479
(Address of Principal Executive Offices)                      (Zip Code)

                              (281) 565-7300
             Registrant's Telephone Number Including Area Code


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 that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days  [X] Yes   [  ] NO

Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.

There were 607,775 Shares, Common Stock, $.001 Par Value March 31, 1999

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                                INDEX

                                                                 Page
Part I.   Financial Information

     Item 1.   Financial Statements .  .  .  .  .  .  .  .  .  .   3

     Item 2.   Management's Discussion and Analysis   .  .  .  .   8


Part II:  Other information

     Item 6:   Exhibits and Reports on Form 8-K .  .  .  .  .  .  12


Signatures  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  12

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PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements

                   GOLDEN TRIANGLE INDUSTRIES, INC.
                     CONSOLIDATED BALANCE SHEETS

                                             March 31            December 31
                                               1999                  1998
                                            ----------            ----------
                                            (Unaudited)
                                ASSETS
CURRENT ASSETS
   Cash                                     $   22,505            $  160,204
   Accounts receivable - trade               1,313,408             1,307,042
   Accounts receivable - other                  45,537                33,977
   Amounts receivable - officers                30,698                27,247
   Inventory                                   222,073               199,296
   Marketable securities                        63,686                47,694
   Prepaid expenses                             34,500                13,500
                                            ----------            ----------
      Total Current Assets                   1,732,407             1,788,960
                                            ----------            ----------

PROPERTY AND EQUIPMENT                       7,156,705             7,104,354
   Accumulated depreciation, depletion
     and amortization                       (2,252,298)           (2,133,069)
                                            ----------            ----------
      Net Property and Equipment             4,904,407             4,971,285
                                            ----------            ----------
OTHER ASSETS
   Notes receivable - long term                305,287               305,588
   Advances to related parties                 170,255               185,209
   Deferred tax assets                          44,400                38,000
   Other                                        21,777                20,632
                                            ----------            ----------
      Total Other Assets                       541,719               549,429
                                            ----------            ----------
TOTAL ASSETS                                $7,178,533            $7,309,674
                                            ==========            ==========

                 LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                         $   98,884            $   50,535
   Accrued expenses                             76,122                73,239
   Line of credit                              241,200               171,200
                                            ----------            ----------
         Total Current Liabilities             416,206               294,974
                                            ----------            ----------

STOCKHOLDERS' EQUITY
   Preferred stock, $.10 par value
   (1,000,000 shares authorized)
    Class A (3,374 outstanding)                    337                   337
    Class B (52,824 and 52,941 outstanding)      5,282                 5,294
   Common stock, $.001 par value
   (100,000,000 shares authorized;
   607,775 and 605,398 outstanding)                608                   605
   Additional paid-in capital                7,524,041             7,514,575
   Unrealized (loss) on marketable
   Securities                                  (79,178)              (72,260)
   Accumulated deficit                        (688,763)             (433,851)
                                            ----------            ----------
      Total Stockholders' Equity             6,762,327             7,014,700
                                            ----------            ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY  $7,178,533            $7,309,674
                                            ==========            ==========


See accompanying selected information.

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                    GOLDEN TRIANGLE INDUSTRIES, INC.
                    CONSOLIDATED INCOME STATEMENTS
                             (Unaudited)

                                               Three Months Ended March 31
                                            --------------------------------
                                               1999                   1998
                                            ----------            ----------
OPERATING REVENUES
   Disposal and service fees                $  186,000            $  667,119
   Oil reclamation, sand and water sales       178,417               215,582
   Oil and gas production                       50,349               112,570
   Gain on sale of operating assets             16,500                    -
   Miscellaneous                                   150                    -
                                            ----------            ----------
      Total Operating Revenues                 431,416               995,271
                                            ----------            ----------
COST OF REVENUES
   Skim oil purchases                           77,680               161,831
   Australian marketing costs                    5,146                31,150
   Production expenses and taxes                 1,340                 2,227
   Contract services                             7,157                 7,784
   Direct materials and supplies                65,638                58,717
   Lease costs                                  17,995                29,767
   Utilities                                    16,654                 8,545
   Depreciation, depletion and amortization    120,196               120,424
                                            ----------            ----------
      Total Costs of Revenues                  311,806               420,445
                                            ----------            ----------
GROSS PROFIT                                   119,610               574,826

SELLING AND ADMINISTRATIVE  EXPENSES           375,875               337,453
                                            ----------            ----------
INCOME/(LOSS) FROM OPERATIONS                 (256,265)              237,373

OTHER INCOME/(EXPENSES)
   Interest and dividend income                  3,422                 8,832
   Interest expense                             (5,602)                 (372)
   Transfer fees                                 2,175                 2,775
   Gain/(loss) on sale of assets                   -                  36,979
                                            ----------            ----------
INCOME/(LOSS) BEFORE INCOME TAXES             (256,270)              285,587

   Income tax benefit/(expense)                  1,358               (97,070)
                                            ----------            ----------
NET INCOME/(LOSS)                             (254,912)              188,517


Other comprehensive income, net of tax:
   Unrealized gains/(losses) on securities      (4,389)                  624
                                            ----------            ----------

COMPREHENSIVE INCOME                        $ (259,301)           $  189,141
                                            ==========            ==========

Basic Earnings per Common Share             $    (0.42)           $     0.32
Diluted Earnings per Common Share                (0.42)                 0.31


See accompanying selected information.

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                       GOLDEN TRIANGLE INDUSTRIES, INC.
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
               Increase/(Decrease) in Cash and Cash Equivalents
                                 (Unaudited)


                                               Three Months Ended March 31,
                                             -------------------------------
                                                 1999                 1998
                                             ---------            ----------
CASH FLOWS FROM OPERATING ACTIVITIES
   Net income/(loss)                         $(254,912)           $  188,517
   Adjustments to reconcile net income
   to net cash provided by operating
   activities:
    Depreciation, depletion and amortization   120,196               120,424
    (Gain) on sale of assets and securities    (16,500)              (36,979)
    Allowance for bad debts adjustment         115,257                    -
   Receivables                                (132,882)             (187,883)
   Inventory                                   (22,777)              (13,354)
   Amounts due from/to related parties          (6,849)               10,206
   Other assets                                (21,000)                9,195
   Accounts payable                             51,232                17,110
   Accrued and deferred taxes                  (18,107)               87,073
                                              ---------           ----------
NET CASH PROVIDED/(USED) BY OPERATING
ACTIVITIES                                    (186,342)              194,309
                                              ---------           ----------
CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of property and equipment          (52,351)             (129,202)
   Purchase of marketable securities           (11,203)              (74,482)
   Investment in subsidiaries                   (2,112)                   -
   Proceeds from sale of assets                 16,500               137,040
                                              ---------           ----------
NET CASH USED IN INVESTING ACTIVITIES          (49,166)              (66,644)
                                              ---------           ----------
CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from issuing stock                   9,457                27,394
   Loan to related parties                      (8,347)                   -
   Repayment from related parties               26,699                    -
   Borrowing under line of credit               70,000                70,000
   Repayments on line of credit                    -                 (76,000)
                                              ---------           ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES       97,809                21,394
                                              ---------           ----------
   Increase/(Decrease) in Cash                (137,699)              149,059

Cash at Beginning of Year                      160,204                95,648
                                              ---------           ----------
   CASH AT END OF PERIOD                      $ 22,505            $  244,707
                                              =========           ==========


Supplemental Disclosures - Non-cash Investing and Financing
Transactions

   Cash paid for interest                     $  5,602            $      372
   Cash paid for income taxes                       -                 19,043


See accompanying selected information.

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                       GOLDEN TRIANGLE INDUSTRIES, INC.
          SELECTED INFORMATION FOR CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)
                                March 31, 1999



NOTE 1:   BASIS OF PRESENTATION

The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with instructions to Form 10-01 of
Regulation S-X.  They do not include all information and footnotes
required by generally accepted accounting principles for complete
financial statements.  However, except as disclosed herein, there has
been no material change in the information included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1998.  In
the opinion of Management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have
been included.  Operating results for the three month period ended
March 31, 1999, are not necessarily indicative of the results that
may be expected for the year ending December 31, 1999.


NOTE 2:   TRANSTEXAS GAS CORPORATION BANKRUPTCY

On April 19, 1999, TransTexas Gas Corporation, the Company's largest
customer, filed a Voluntary Petition in the State of Delaware for
Order and Relief under Chapter 11 of Title 11 of the United States
Bankruptcy Code.  As of May 10, 1999, TransTexas had not filed its
plan of restructuring and no specific details or payment plans have
been made public.  Unofficial reports from TransTexas have indicated
that its restructuring plan will provide for repayment of all
outstanding vendor debt over an eighteen month period.  However,
there is no assurance that this plan will be the one filed by
TransTexas or that such a plan will be accepted by the bankruptcy
court.  The Company is an unsecured creditor in this bankruptcy.

At March 31, 1999, TransTexas owed the Company $1,114,427.  The
Company has taken a charge of $115,257  against income during the
first quarter of 1999 by establishing a valuation allowance against
this receivable.  This valuation allowance is based on the
possibility that TransTexas will repay the balance owed over an
eighteen month period beginning in September 1999.  Due to the nature
of bankruptcy, it is possible that the Company will not be able to
collect any of its receivables from TransTexas.  The Company intends
to monitor this situation carefully and will adjust the valuation
allowance as needed to reflect its assessment of the value of its
receivable.

At the present time, the Company is continuing to provide services to
TransTexas on what is effectively a C.O.D. basis.  Some jobs are
prepaid, while others are paid upon completion.


NOTE 3:   STOCK TRANSACTIONS

The Company has issued 1,207 common shares under its Dividend
Reinvestment Plan during 1999 for proceeds of $9,483.

The Company has also accepted the reconversion of 117 shares of Class
B preferred into 1,170 common shares on the basis of ten common
shares for each Class B preferred share tendered.


NOTE 4:   ACQUISITION OF FIXED ASSETS AND INVESTMENTS

During March 1999, the Company acquired a 2.5% overriding royalty
interest in Australian concession ATP 636P from Strategic Consulting,
Inc.  for $25,000.  This purchase included an agreement by Strategic
to assign a 1% overriding royalty interest in successful applications
by Strategic to obtain a specific list of Australian concessions.
ATP 636P is a non-producing prospect covering approximately 640,000
acres south of Eromanga, Queensland, Australia.  The other Australian
concession areas that Strategic has applied for lie in Queensland, in
South Australia, and offshore in Victoria.

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NOTE 5:   COMPREHENSIVE INCOME

Other comprehensive income is comprised of unrealized gains/losses on
marketable securities and dividends paid.  Changes in unrealized
gains/losses on marketable securities for 1999 are as follows:

     Balance at December 31, 1998                         $ (72,260)
     Change during 1999                                      (6,918)
                                                          ---------
     Current balance                                      $ (79,178)
                                                          =========


NOTE 6:   EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted
earnings per common share (EPS) for the three months ended March 31
as indicated.
                                                      1999            1998
                                                    ----------      ---------
 Numerator:
    Net income                                      $ (254,912)     $ 188,517
    Less preferred stock dividends                           -             -
                                                    ----------      ---------
    Numerator for basic EPS                           (254,912)       188,517

    Effect of dilutive preferred stock dividends            -              -
                                                    ----------      ---------
    Numerator for diluted EPS                       $ (254,912)     $ 188,517
                                                    ==========      =========
 Denominator:
    Basic weighted average shares
         outstanding                                   606,389        580,429
    Convertible preferred shares (1)                       -           33,740
                                                    ----------      ---------
    Denominator for diluted EPS                        606,389        614,169
                                                    ==========      =========

    Basic EPS                                       $    (0.42)     $    0.32
    Diluted EPS                                          (0.42)          0.31

 (1) Convertible preferred shares of 60,152 were determined to be
      anti-dilutive during 1999.


NOTE 7:   SEGMENT AND GEOGRAPHICAL DATA

                                                  Three Months Ended March 31,
                                                  ---------------------------
                                                      1999            1998
                                                   ----------       ---------
Segment Data:
 Revenues:
   Oil field rentals and services                  $  186,000       $ 667,119
   Oil reclamation and other sales                    178,417         215,582
   Oil and gas                                         50,349         112,570
   Other                                               16,650               -
                                                   ----------       ---------
       Totals                                      $  431,416       $ 995,271
                                                   ==========       =========

 Operating profit:
   Oil field rentals and services                  $ (317,483)      $ 208,736
   Oil reclamation and other sales                     45,181           3,909
   Oil and gas                                           (613)         24,728
   Other                                               16,650               -
                                                   ----------       ---------
       Totals                                        (256,265)        237,373
   Other income and expense                                (5)         48,214
                                                   ----------       ---------
     Income before income taxes                    $ (256,270)      $ 285,587
                                                   ==========       =========
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                                                  Three Months Ended March 31,
                                                  ---------------------------
                                                      1999            1998
                                                   ----------       ---------
Geographical Data:
 Revenues:
   United States                                   $  394,725       $ 901,572
   Australia                                           36,691          91,624
   Canada                                                  -            2,075
                                                   ----------       ---------
      Totals                                       $  431,416       $ 995,271
                                                   ==========       =========

 Operating profit:
   United States                                   $ (279,738)      $ 195,957
   Australia                                           23,473          40,316
   Canada                                                  -            1,100
                                                   ----------       ---------
      Totals                                         (256,265)        237,373
 Other income and expense                                  (5)         48,214
                                                   ----------       ---------
   Income before income taxes                      $ (256,270)      $ 285,587
                                                   ==========       =========


NOTE 8:   SUBSEQUENT EVENTS

During March 1999, the Company entered into a contract to purchase a
one-half interest in a 1,062 acre property with existing sand and
gravel excavation activities.  The Company's president has taken the
remaining one-half interest.  The purchase of this interest has a
$400,000 cost of which $300,000 will consist of a promissory note to
the seller.  This property will expand the Company's sand and gravel
sales.  The Company made a $20,000 earnest money deposit on this
contract.

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

During the first quarter of 1999, the Company has seen the effects of
the downturn in the prices of oil and gas.  The fall of oil prices to
approximately 50% of previous prices directly effected the Company's
oil and gas revenues and flowed down the line from oil and gas
producers to the Company's service businesses during the first
quarter of 1999.  The decline effected the salt water disposal
business, the other oil field services, and the oil reclamation
business.  In addition, the Company's largest customer, TransTexas
Gas Corporation filed a Voluntary Bankruptcy petition under Chapter
11 of the U.S. Bankruptcy Code on April 19, 1999, largely due to the
decline in oil and gas prices.  As a result of this filing, the
Company recognized a valuation adjustment against its receivables
from TransTexas of $115,257 in its first quarter financial
statements.  Sand and gravel sales increased during the first quarter
as the contract to sell sand and gravel off the Altair property was
implemented.

Oil and gas prices have rebounded during April 1999.  Management has
seen increased activity in the oil field since March and expects to
see improvement in all of its businesses as producers begin to
recover from the disastrously low prices for oil and gas.  Although
TransTexas filed for bankruptcy, the Company has continued to provide
services to them on a C.O.D. basis.


LIQUIDITY AND CAPITAL RESOURCES

Management has reported total assets of $7,178,533 at March 31, 1999,
a decrease of $131,141 from the $7,309,674 total at December 31,
1998.  This decrease is largely due to the write-down taken on the
TransTexas receivable offset somewhat by an increase in deferred
income taxes resulting from losses generated in the current quarter.

Current assets were also down when comparing March 31, 1999 to both
December 31, 1998 and March 31, 1998.  Current assets decreased
mostly because of the write-down against the TransTexas receivable
and because of the reduced cash flow due to reduced operating
revenues.   Current liabilities were up significantly when comparing
the current balances to the balances at both December 31, 1998 and
March 31, 1998.  The increase is due primarily to reduced cash flows
from operations and to an additional $70,000 borrowed under the
Company's line of credit with the Bank of New Mexico.  The borrowing
under the existing line of credit was largely used to fund the
acquisition of an overriding royalty interest in a new Australian
prospect and to provide the earnest money deposit for a property 
acquisition (discussed below).  It is important to note that
the Company has no long-term bank debt and that its property and
equipment are free from liens.

Historically, the Company's oil field services and rental revenues
have been derived largely from TransTexas Gas Corporation.  (Business
with TransTexas represented 44% of the Company's total revenues
during the year ended December 31, 1998.)  During the first quarter
of 1999, business with TransTexas declined to only 4% of operating
revenues.  This decline, as discussed above, was largely due to the
decline in oil and gas prices and the resulting reduction in cash
available for development and service work.  Additionally, TransTexas
did not make any significant reduction in the amount that it owed the
Company.  Receivables from TransTexas totaled $1,114,427 at March 31,
1999.  As mentioned above, TransTexas filed a Voluntary Petition in
the State of Delaware for Order and Relief under Chapter 11 of Title
11 of the United States Bankruptcy Code.  Obviously, this action
casts some doubt on the collectible of the receivable from
TransTexas.  Management has analyzed the situation and has determined
that available information indicates that the Company should be able
to ultimately collect the bulk of its receivables from TransTexas.
However, collection is expected to take some time.  TransTexas has
not filed its restructuring plan with the bankruptcy court.  It has
informally indicated that the plan it intends to file will provide
for the payment of unsecured creditor's claims over an eighteen month
period beginning later in 1999.  In recognition of the prolonged
period to collect these receivables, the Company has recognized the
valuation allowance presented above.  Should TransTexas change its
plan or have it changed by the bankruptcy court, or should it become
unable to pay, the Company's related assets and earnings would
increasingly be adversely impacted.  At present, the information
available to the Company has not indicated that the unofficial
restructuring plan it has heard from TransTexas is unfeasible or that
TransTexas will not be able to meet the requirements of the plan.
Management believes that the Company will be able to generate
sufficient cash flow to meet its obligations regardless of whether or
not it is able to collect its TransTexas receivables.

Subsequent to TransTexas' bankruptcy filing, the Company has actually
increased services being provided to TransTexas over those provided
in the first quarter.  This is largely due to increased oil and gas
prices and to efforts by TransTexas to restart its drilling
operations.  These services are being provided on a "pay as you go"
basis, under which some services are prepaid while others are paid upon
completion.

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RESULTS OF OPERATIONS

The Company's financial statements present total operating revenues
of $431,416 for the first quarter of 1999, which is a decrease of
$563,855 from the first quarter of 1998.  This decrease is primarily
attributable to the domino effect of the lower oil and gas prices.
All aspects of the Company's revenues declined, except its sand and
gravel sales.  A significant reduction in oil field services and
rentals came from TransTexas reduction in activities as mentioned
above.  Oil reclamation and salt water disposal services declined as
producers reduced or stopped output from marginal wells due to the
lower sales prices causing wells to be unprofitable to produce.
Marginal wells generally produce higher percentages of salt water.
Most of the oil for reclamation comes from skimming residual oil off
salt water.  Oil and gas revenues were impacted by both the lower oil
prices and an uncharacteristically low Australian currency exchange
rate.

Costs of revenues decreased when comparing the first quarter of 1999
to the first quarter of 1998 primarily because of the reduced skim
oil purchases and reduced costs for the Australian oil production.
Depreciation, one of the more significant costs, is on a straight
line and is not related directly to higher or lower operating
activities.

Selling and Administrative Expenses consists of personnel,
advertising, repairs and maintenance, professional fees, taxes, and
other corporate overhead expenses.  In 1999, these costs also include
the valuation allowance of $115,257 recorded against the Company's
receivables from TransTexas.  During the first quarter of 1999,
personnel costs declined $24,852 from the first quarter of 1998.
Advertising and public relations declined $25,596 from 1998, but most
of this difference is expected to be incurred during the second
quarter of 1999.  Various other overhead costs have declined during
the first quarter of 1999 from those incurred in the first quarter of
1998 due to efforts to control costs and to the lower level of 
activities.  Normal selling and administrative costs, i.e. excluding 
the valuation adjustment, totaled $260,618 which represents an overall 
decline of $76,835 from comparable costs in 1998.

The Company showed a $.42 loss per common share for the quarter
compared to a $.32 per share profit for 1998.  This is the net result
after recognizing a benefit from income taxes based on the net loss
incurred during the current quarter.  The write-down on receivables
(net of tax effects) represents $.13 of the loss in 1999.  Management
believes the Company was weathering the storm, so to speak, caused by
the fallout from the low oil and gas prices.  With prices recovering
subsequent to the first quarter, activities are improving.  While it
is still early to make projections for the second quarter or the
balance of the year, it does look like the first quarter is not
likely to be an indication of the results for all of 1999, unless oil
and gas prices fall again or unless it becomes evident that
TransTexas will be unable to pay a significant part of its
receivables.

Cash flows from operations declined significantly during the first
quarter of 1999 from those of 1998.  This is largely due to decreased
revenues and activities as previously discussed.  The Company
borrowed an additional $70,000 under its existing line of credit and
collected $26,699 from related parties.  A large portion of these
funds were used in the purchase of an Australian oil interest and as
an earnest money deposit for a property acquisition discussed below.

During March 1999, the Company entered into a contract to purchase a
1,062 acre property near the Altair property that has an ongoing sand
and gravel excavation operation.  Although this property has had ongoing
excavation activity for a number of years, it still contains significant
recoverable quantities of sand and gravel.  The property also is the
site of a facility for separating and cleaning the sand and gravel
for its intended use.  This facility is owned by the lessee under the
existing excavation lease and generates a royalty payment based on
quantities of sand and gravel processed.  The property also contains
three producing gas wells and several potential well sites.  One well
site has been staked for drilling since the first of May.  The
Company received 49% of the mineral interest under this property as
part of its acquisition.


DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS

Where this Form 10-Q includes "forward-looking" statements within the
meaning of Section 27A of the Securities Act, the Company desires to
take advantage of the "safe harbor" provisions thereof.  Therefore,
the Company is including this statement for the express purpose of
availing itself of the protections of such safe harbor provisions
with respect to all of such forward-looking statements.  The
forward-looking statements in this Form 10-Q reflect the Company's
current views with respect to future events and financial
performance.  These forward-looking statements are subject to certain
risks and uncertainties that could cause actual results to differ
from those anticipated.  In this Form 10-Q, the words "anticipates,"
"believes, "expects," "intends," "future" and similar expressions
identify forward-looking statements.  The Company undertakes no
obligation to publicly revise these forward-looking statements to
reflect events or circumstances that may arise after the date hereof.
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 section.

                                      10
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YEAR 2000

The Company has conducted a comprehensive review of its computer
systems to identify the systems that could be affected by the "Year
2000" issue.  The Year 2000 problem is the result of computer
programs being written using two digits rather than four to define
the applicable year.  Any programs that have time-sensitive software
may recognize a date using "00" as the year 1900 rather than the year
2000.  The widespread use of computer programs that rely on these
two-digit date programs to perform computations and decision-making
functions may cause information technology systems to malfunction in
and around the year 2000.  This could result in a major system
failure or miscalculations.  Such malfunctions may lead to
significant business delays in the U.S. and internationally.  Many
normal business activities will potentially be impacted because
information necessary to monitor and control various operations is
controlled by computers.

The Company has studied and tested its technologies systems impacted
by the Year 2000 transition.  The Company believes that all of its
software and equipment are Year 2000 compliant and that this problem
will have no affect on the Company's internal operations.  Should
companies with which the Company does business suffer significant
problems within their systems, an adverse impact could be incurred by
the Company.  However, the Company has discussed this problem with
its significant customers and suppliers and is satisfied from their
responses that most will be prepared and will be sufficiently Year
2000 compliant to preclude significant problems.  No one can foresee
the final impact of the Year 2000 issue and, despite all efforts to
insure that the problem will not effect the Company, the possibility
remains that system malfunctions could create a domino or "fall out"
effect that could adversely impact the Company's operations and cash
flow.

                                      11
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PART II:                          OTHER INFORMATION


Item 6: Exhibits and Reports on Form 8-K

        a. Exhibits

           Exhibit 27. Financial Data Schedule

        b. Reports on Form 8-K

           None



SIGNATURES

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.


                                GOLDEN TRIANGLE INDUSTRIES, INC.


May 14, 1999                     /s/ Shawna Owens
                                Shawna Owens, Treasurer


May 14, 1999                     /s/ Robert B. Early
                                Robert B. Early, Chief Financial
                                Officer











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