UNITED STATES 
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549
                                  FORM 10-Q

                              QUARTERLY REPORT
      UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



              For the Quarterly Period Ended December 31, 1997
                         Commission File No. 0-5200



                                BONTEX, INC.
           (Exact name of registrant as specified in its charter)


               VIRGINIA                               54-0571303
      (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)               Identification No.)


      ONE BONTEX DRIVE, BUENA VISTA, VIRGINIA          24416-1500
      (Address of principal executive offices)         (Zip Code)



      Registrant's telephone number, including area code    540-261-2181


Indicate by checkmark whether the registrant (1) has filed all reports 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.

                              YES ( X )   NO  ()


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


            Class                         Outstanding at February 13, 1998
Common Stock - $.10 par value                          1,572,824

Preferred Stock - no par value                            None

<PAGE>


                                BONTEX, INC.
                                  FORM 10-Q
                     SIX MONTHS ENDED DECEMBER 31, 1997


                                    INDEX



PART I.     FINANCIAL INFORMATION                                   Page No.

      Item 1.     Financial Statements

      CONDENSED CONSOLIDATED BALANCE SHEETS
      December 31, 1997 and 1996, June 30, 1997 . . . . . . . . . . . . . .3

      CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND RETAINED
      EARNINGS Six Months and Three Months Ended December 31, 1997 and 
      1996. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4

      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
      Six Months Ended December 31, 1997 and 1996. . . . . . . . . . . . . 5

      CONDENSED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS. . .6-8

      Item 2.     Management's Discussion and Analysis of Financial
                  Condition and Results of Operations . . . . . . . . . 9-10


PART II.    OTHER INFORMATION
      
      Item 4.     Submission of Matters to a Vote of Security Holders . . 11

      Item 5.     Other Information . . . . . . . . . . . . . . . . . . . 11

      Item 6.     Exhibits and Reports on Form 8-K. . . . . . . . . . . . 11


<PAGE>
                       PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements
<TABLE><CAPTION>
                        BONTEX, INC. AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEETS
           (Dollars in Thousands, Except Share and Per Share Data)

                                                        December 31         June 30,
                                                        (unaudited)
ASSETS                                                1997        1996        1997
<S>                                             <C>         <C>         <C>
Current assets:
  Cash and cash equivalents                        $    959    $  1,621    $  1,373 
  Trade accounts receivable, less allowance 
    for doubtful accounts of $111 ($233 at 
    December '96, $119 at June '97)                  11,019      11,367      13,622 
  Other receivables                                     851         713         551 
  Inventories                                         7,133       5,760       5,276 
  Deferred income taxes                                 321         480         321 
  Income taxes refundable                                 7           4          76 
  Other current assets                                  925         378         131 
                                                    -------     -------     ------- 
      TOTAL CURRENT ASSETS                           21,215      20,323      21,350 
                                                    -------     -------     ------- 

Property, plant and equipment:
  Land                                                  370         297         347 
  Buildings and building improvements                 5,298       4,761       5,332 
  Machinery, furniture and equipment                 16,692      15,825      16,176 
  Construction in progress                              968       1,348         808 
                                                    -------     -------     ------- 
                                                     23,328      22,231      22,663 
  Less accumulated depreciation and amortization     12,077      11,622      11,631 
                                                    -------     -------     ------- 
    Net property, plant and equipment                11,251      10,609      11,032 

  Deferred income taxes                                   -         442           - 
  Other assets, at cost less applicable 
    amortization                                        579         405         524 
                                                    -------     -------     ------- 
        TOTAL ASSETS                               $ 33,045    $ 31,779    $ 32,906 
                                                    =======     =======     ======= 

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Short-term borrowings                            $  8,733    $  8,736    $  8,019 
  Accounts payable                                    6,911       7,046       7,521 
  Accrued expenses                                    2,010       1,875       2,079 
  Income taxes payable                                  378         174         139 
  Deferred income taxes                                   -         170           - 
  Long-term debt due currently                          595         517         578 
                                                    -------     -------     ------- 
        TOTAL CURRENT LIABILITIES                    18,627      18,518      18,336 
  
  Long-term debt                                      2,667       2,387       2,761 
  Deferred income taxes                                  55           -         108 
  Other long-term liabilities                           255         173         186 
                                                    -------     -------     ------- 
        TOTAL LIABILITIES                            21,604      21,078      21,391 
                                                    -------     -------     ------- <PAGE>

Stockholders' equity:
  Preferred stock of no par value.  Authorized
    10,000,000 shares; none issued                        -           -           - 
  Common stock of $.10 par value.  Authorized
    10,000,000 shares; issued and outstanding
    1,572,824 shares                                    157         157         157 
  Additional capital                                  1,551       1,551       1,551 
  Retained earnings                                   9,384       8,072       9,344 
  Foreign currency translation adjustment               349         921         463 
                                                    -------     -------     ------- 
        TOTAL STOCKHOLDERS' EQUITY                   11,441      10,701      11,515 
                                                    -------     -------     ------- 
        TOTAL LIABILITIES & STOCKHOLDERS' EQUITY   $ 33,045    $ 31,779    $ 32,906 
                                                    =======     =======     ======= 

</TABLE>
See accompanying condensed notes to condensed consolidated financial
statements.
<PAGE>
<TABLE>
<CAPTION>
                                BONTEX, INC.
              CONDENSED CONSOLIDATED STATEMENTS OF INCOME(LOSS)
                            AND RETAINED EARNINGS
              (Dollars in Thousands,Except for Per Share Data)
                                 (Unaudited)

                                                Six Months Ended      Three Months Ended
                                                  December 31,            December 31,
                                                1997        1996        1997       1996
<S>                                       <C>         <C>         <C>         <C>   
Net Sales                                    $ 21,621    $ 22,718    $ 11,088   $ 11,833 
Cost of Sales                                  15,172      15,741       7,851      8,047 
                                              -------     -------     -------    ------- 
    Gross Profit                                6,449       6,977       3,237      3,786 

Selling, General and Administrative Expenses    5,738       5,597       3,088      2,948 
                                              -------     -------     -------    ------- 
    Operating Income                              711       1,380         149        838 
                                              -------     -------     -------    ------- 
Other (Income) Expense:
  
  Interest expense                                533         641         277        317 
  Interest income                                 (32)         (1)          -          2 
  Foreign currency exchange (gain) loss           106         (38)         51         20 
  Other, net                                      (29)         15         (30)        (1)
                                              -------     -------     -------    ------- 
      Total Other Expenses, Net                   578         617         298        338 
                                              -------     -------     -------    ------- 
Income (Loss) Before Income Taxes                 133         763        (149)       500 
Income Taxes                                       93         302         (32)       198 
                                              -------     -------     -------    ------- 
Net income (loss)                                  40         461        (117)       302 

Retained earnings, beginning of period          9,344       7,611       9,501      7,770 
                                              -------     -------     -------    ------- 

Retained earnings, end of period             $  9,384    $  8,072    $  9,384   $  8,072 
                                              =======     =======     =======    ======= 

Net income (loss) per share (Note 5)         $    .03    $    .29    $   (.07)  $    .19 
                                              =======     =======     =======    ======= 
  
</TABLE>


See accompanying condensed notes to condensed consolidated financial
statements.
<PAGE>
<TABLE>
<CAPTION>
                                BONTEX, INC. 
               CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Dollars In Thousands)
                                 (unaudited)

                                                                       Six Months Ended
                                                                         December 31,
                                                                       1997        1996
<S>                                                               <C>         <C>
Cash Flows from Operating Activities:
  Cash received from customers                                      $ 24,001    $ 25,215 
  Cash paid to suppliers and employees                               (23,920)    (22,254)
  Interest received                                                       52          42 
  Interest paid                                                         (579)       (721)
  Income taxes paid, net of refunds                                      174          13 
                                                                     -------     ------- 
    Net cash provided by (used in) operating activities                 (272)      2,295 
                                                                     -------     ------- 

Cash Flows from Investing Activities:
  Acquisition of property, plant and equipment                          (943)       (818)
                                                                     -------     ------- 
    Net cash used in investing activities                               (943)       (818)
                                                                     -------     ------- 

Cash Flows from Financing Activities:
  Increase (decrease) in short-term borrowings, net                      906        (588)
  Long-term debt incurred                                                192       1,793 
  Principal payments on long-term debt and capital lease obligations    (218)     (1,761)
                                                                     -------     ------- 
    Net cash provided by (used in) financing activities                  880        (556)
                                                                     -------     ------- 

Effect of Exchange Rate Changes on Cash                                  (79)        (15)
                                                                     -------     ------- 
Net Increase (Decrease) in Cash and Cash Equivalents                    (414)        906 
Cash and Cash Equivalents at Beginning of Year                         1,373         715 
                                                                     -------     ------- 
Cash and Cash Equivalents at End of Year                            $    959    $  1,621 
                                                                     =======     ======= 
<PAGE>
Reconciliation of Net Income to Net Cash Provided by 
  Operating Activities:
  Net income                                                        $     40    $    461 
  Adjustments to reconcile net income to net cash provided by
    (used in) operating activities:
    Depreciation and amortization                                        648         607 
    Provision for bad debts                                               59          84 
    Deferred income taxes                                               (126)         37 
    Change in assets and liabilities:
      Decrease in trade accounts and other receivables                 1,972       2,631 
      Increase in inventories                                         (1,915)       (232)
      Increase in other assets                                          (919)        (12)
      Decrease in accounts payable and accrued expenses                 (483)     (1,257)
      Increase (decrease) in income taxes                                396         (16)
      Increase (decrease) in other liabilities                            56          (8)
                                                                     -------     ------- 
      Net cash provided by (used in) operating activities           $   (272)   $  2,295 
                                                                     =======     ======= 

</TABLE>
See accompanying condensed notes to consolidated financial statements.
<PAGE>
                                BONTEX, INC.
       CONDENSED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                DECEMBER 31, 1997 AND 1996 AND JUNE 30, 1997
                                 (Unaudited)



1.    The accompanying unaudited condensed consolidated financial statements
have been prepared by Bontex, Inc. and its subsidiaries (the "Company") in
accordance with generally accepted accounting principles for interim
financial reporting information and the instructions to Form 10-Q and Article
10 of Regulation S-X.  Accordingly, they do not include all of the
information and notes required by generally accepted accounting principles
for complete financial statements.  In the opinion of management, all
material adjustments, consisting of normal recurring accruals, considered
necessary for a fair presentation of the results of operations, financial
position and cash flows for each period shown, have been included.  Operating
results for interim periods are not necessarily indicative of the results for
the full year.  The unaudited condensed consolidated financial statements and
condensed notes are presented as permitted by Form 10-Q and do not contain
certain information included in the Company's annual consolidated financial
statements and notes.  For further information, refer to the consolidated
financial statements and notes thereto included in the Company's annual
report on Form 10-K for the year ended June 30, 1997.

2.    The condensed consolidated balance sheets include the following related
to European subsidiaries:
<TABLE>
<CAPTION>

                                       December 31,        June 30,
                                     1997        1996        1997
                                       (Dollars in Thousands)
    <S>                         <C>         <C>         <C>
      Current assets              $ 14,761    $ 13,999    $ 14,284
      Total assets                  20,221      19,381      19,801
      Current liabilities           14,054      14,742      13,882
      Total liabilities             15,841      15,929      15,656
      Stockholders' equity           4,380       3,452       4,145
</TABLE>

The condensed consolidated statements of income (loss) include the following
related to European subsidiaries:
<TABLE>
<CAPTION>

                         Six Months Ended      Three Months Ended
                           December 31,            December 31,
                         1997        1996        1997        1996
                                (Dollars in Thousands)

<S>                 <C>         <C>          <C>         <C>
      Net Sales       $ 12,872    $ 13,441     $ 6,617     $ 7,089

      Net income           354         197          99         112
</TABLE>
<PAGE>
                                BONTEX, INC.
       CONDENSED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
          DECEMBER 31, 1997 AND 1996 AND JUNE 30, 1997 (Unaudited)


3.    The last in, first out (LIFO) method of inventory pricing is used by
the United States company.  Inventories of the European subsidiaries are
valued at the lower of cost or market using the first-in, first-out (FIFO)
and weighted average bases.  Inventories are summarized as follows:

<TABLE>
<CAPTION>
                                      December 31,        June 30,
                                    1997        1996        1997
                                      (Dollars in Thousands)

      <S>                       <C>         <C>         <C>
      Finished goods              $ 3,661     $ 3,662     $ 2,908 
      Raw Materials                 3,166       1,906       2,067 
      Supplies                        627         630         646 
                                   ------      ------      ------ 
         Inventories at FIFO and 
           weight-average cost      7,454       6,198       5,621 
      LIFO reserves                  (321)       (438)       (345)
                                   ------      ------      ------ 
                                  $ 7,133     $ 5,760     $ 5,276 
                                   ======      ======      ====== 
</TABLE>

4.    Material changes in reported financial instruments and market risks
since the most recent fiscal year end report of June 30, 1997 are presented
as follows:

During the first quarter of fiscal year 1998, the Company began on a limited
basis to manage its exposure to pulp price changes with pulp futures.  In
accordance with hedge accounting, gains or losses will be recorded as a
component of the underlying inventory purchase, since these contracts
effectively meet the risk reduction and correlation criteria.  Gains or
losses on hedges that are terminated prior to the execution of the inventory
purchase are recorded in inventory until the inventory is sold.  The
following table provides certain information regarding the Company's pulp
inventory and futures contracts that are sensitive to changes in pulp prices. 
For inventory, the table presents the carrying amount and fair value at
December 31, 1997.  For futures contracts, all of which mature within the
next year, the table presents the notional amounts and fair value at December
31, 1997.
 
Balance Sheet Commodity Pulp Position and Related Derivatives Held for Other
Than Trading (dollars in thousands) at December 31, 1997:
<TABLE>
<CAPTION>

                               Carrying Amount     Fair Value
<S>                              <C>               <C>
Pulp Inventory                     $ 2,244           $ 2,244

Futures Contacts (Long)            $ 2,261           $ 1,846
</TABLE>
<PAGE>
                                BONTEX, INC.
       CONDENSED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
          DECEMBER 31, 1997 AND 1996 AND JUNE 30, 1997 (Unaudited)

Market risk is defined as the risk of loss arising from adverse changes in
market rates and prices.  The disclosures provide certain forward looking
information concerning potential exposures to market risk.  By its nature,
such forward looking information is an estimate of what could occur in the
future and is dependent on model characteristics and assumptions.  As a
result, actual gains or losses will differ from those reported.  The above
value at risk (VAR) disclosure does not fully reflect the potential net
market risk exposure because other market risk exposures may exist in other
transactions and other financial instruments.

5.    In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 128, "Earnings Per Share." 
SFAS No. 128 establishes new standards for computing and presenting earnings
per share ("EPA") and requires restatement of prior years' EPA data
previously presented.  Adoption of SFAS No. 128 by the Company at December
31, 1997 did not have any effect on current or prior years' EPS data
presented due to the minimal impact of the potential dilution that could occur
if outstanding stock options were exercised.  Basic net income per share 
calculations are based on common shares outstanding of 1,572,824 shares for
all periods.  Diluted net income per share calculations are based on weighted-
average common shares outstanding of 1,588,784 shares for all periods in fiscal
year 1998.  For purposes of diluted net income per share in fiscal year 1997,
there were no common stock options outstanding in the periods presented. 
Stock options that could potentially dilute basic EPS in the future that were
not included in the computations of diluted EPS because to do so would have
been antidilutive for the periods presented totaled 40,000.

6.    Stock option activity during the six months ended December 31, 1997 is
as follows:
<TABLE>
<CAPTION>
                                 Number of         Weighted-Average
                                   Shares           Exercise Price
<S>                            <C>                    <C>
Balance at June 30, 1997            80,000              $ 4.50
Granted                             40,000                5.63
                                   -------              ------
Balance at December 31, 1997       120,000              $ 4.88
                                   =======              ======
</TABLE>


At December 31, 1997, there were no additional shares available for grant
under the Company's Stock Option Plan.
<PAGE>
                                BONTEX, INC.
          ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                     CONDITION AND RESULTS OF OPERATIONS
           FOR THE SIX MONTHS AND QUARTER ENDED DECEMBER 31, 1997
                                 (Unaudited)

Except for historical data set forth herein, the following discussion
contains certain forward-looking information.  The Company's actual results
may differ significantly from the projected results.  Factors that could
cause or contribute to such differences include, but are not limited to,
level of sales to key customers, actions by competitors, fluctuations in
the price of primary raw materials and foreign currency exchange rates.

RESULTS OF OPERATIONS

The results of operations for the first six months of fiscal 1998 reflect
continued profitability, but significantly lower than last year.  During the
first six months of fiscal 1998, the Company generated a consolidated
operating profit of $711,000 and net income of only $40,000 or $.03 per
share, as compared to the prior year first six months operating profit of
$1,380,000, and net income of $461,000 or $.29 per share.

Consolidated net sales for the first six months decreased $1.1 million or 4.8
percent to $21.6 million, as compared to the corresponding period last year. 
If exchange rates had not changed, net sales would have increased by $2.2
million or 9.6 percent.  The overall decrease in net sales, excluding the
effects of translation adjustments, was due to the decline in sales in
certain Asian markets, as well as North and South American markets.

The second quarter of fiscal 1998 was not a positive quarter as compared to
the prior year.  During the second quarter, consolidated net sales decreased
$745,000 or 6.2 percent to $11 million; operating profits decreased $689,000
or 82 percent to $149,000; and net income fluctuated to a loss of $117,000 or
$(.07) per share from net income of $302,000 or $.19 per share last year.

Seasonality exists in that the first half of each fiscal year is typically
lower in volume than the second half, which is largely due to customer's
purchasing cycles, scheduled vacations, shutdowns and holidays.

Gross profit as a percentage of net sales (i.e., Gross Margin) for the first
six months of fiscal 1998 decreased compared to the same period last year
from 30.7 to 30.0 percent.  This drop in operating margins is mainly due to
higher pulp costs and a drop in sales.  

Selling General & Administrative (SG&A) expenses as a percent of net sales
increased from 24.6 percent to 26.5 percent, as compared to the corresponding
prior year.  The increase in SG&A percentage is mainly due to management
increasing certain marketing expenses.

FINANCIAL CONDITION

Management believes that the consolidated financial condition of the Company 
remains positive.  Consolidated equity decreased slightly from June 30, 1997 
and totaled $11.4 million at the end of December 1997.  This decline in equity
was primarily due to foreign currency translation adjustments. From June 30 to 
December 31, 1997, working capital decreased to $2.6 million from $3.0 million,
because of a decrease in trade account receivables, negative operating results
and foreign currency exchange fluctuations.  The fluctuations in foreign
currency exchange rates resulted in a translation decrease of $3.6 million in 
total assets as compared to the prior year. 
<PAGE>

The cash balance mainly reflects the Company's financing and hedging position
at European Operations.

Trade accounts receivables decreased from June 30 to December 31, 1997 by
$2.6 million to $11.0 million, mainly because of the collection of higher
sales from the fourth quarter of fiscal 1997 and foreign currency translation
adjustments.

Inventories at December 31, 1997 increased $2.6 million to $7.1 million, as
compared to June 30, 1997, mainly due to the forward purchasing of certain
raw materials to defer anticipated price increases.

The $219,000 increase in property, plant and equipment from June 30 to
December 31, 1997 is largely due to additions relating to air treatment and
other process equipment projects at the Company's manufacturing facilities.

The increase in other current assets relates to the deposits held by brokers
for pulp futures.  These deposits did not exist last year because the Company
did not utilize pulp futures for hedging purposes.

FINANCIAL INSTRUMENTS

The Company utilizes derivatives and other financial instruments in the
normal course of business.  By their nature, all such instruments involve
risk, and the Company's maximum potential loss may exceed amounts recorded in
the balance sheet.

The Company is exposed to a variety of market risks, including the effects of
changes in foreign currency exchange rates, interest rates and commodity
prices.  In the past, the Company has primarily used such derivative
financial instruments for the purpose of hedging only currency and interest
rates exposures.  For further information concerning the aforementioned
financial instruments, refer to the consolidated financial instruments and
notes thereto included in the Company's Annual Report on Form 10-K for the
year ended June 30, 1997.

As part of the Company's Risk Management Program, the Company has explored
various alternatives to manage its exposure to highly volatile pulp prices,
the primary raw material for the Company's cellulose products.  Historically,
the Company primary and only available method of hedging its exposure to pulp
price changes was through forward purchasing.  During the previous several
months, the Company has investigated the new futures market for pulp.  In
connection with purchasing pulp for future manufacturing requirements, the
Company has entered into a number of pulp futures, as management deemed
appropriate, to reduce the effects of price fluctuations.

These financial exposures are monitored and managed by the Company as an
integral part of its overall risk management program, which recognizes the
unpredictability of financial markets and seeks to reduce the potentially
adverse effect on the Company's results.
<PAGE>
FINANCIAL SITUATION IN ASIA

The financial situation in Asia relates to the recent Asian currency and
economic crisis.  During the previous several months, the currencies of a
number of key Asian countries, including Korea, Indonesia and Thailand, have
devalued, resulting in an economic slowdown.  Asia is the largest market for
Bontex type products, as over 68 percent of the world's footwear is
manufactured in Asia.  Over the previous three years, approximately a third
of the Company's consolidated sales have been derived from customers in Asia. 
Accordingly, the situation in Asia will have significant impact on the
Company's operations; however, management cannot at the time of this filing
confidently determine the ultimate impact.

In assessing the overall impact of the situation in Asia, management believes
sales and profits will decrease in the near term, because of, among other
things, falling demand for footwear products sold in Asia.  Management cannot
at this time quantify the adverse impact of the situation in Asia on the
Company's sales and profitability.  Management's assessment is based on a
number of relevant sources, including information from key customers, current
sales trends, and other industry sources.
<PAGE>
                         PART II.  OTHER INFORMATION

                                BONTEX, INC.
                                  FORM 10-Q
                 FOR THE SIX MONTHS ENDED DECEMBER 31, 1997


Item 4.   Submission of Matters to a Vote of Security Holders

          The Company's Annual Meeting of Shareholders was held on October
          14, 1997.  The matter voted upon at the Meeting was the election of
          James C. Kostelni, William B. D'Surney, Larry E. Morris and Robert
          J.Weeks as Class A directors, to serve until the 2000 Annual
          Meeting;

          All nominees for director named above were elected.

Election of Officers
<TABLE>
<CAPTION>
                                                    AUTHORITY
                                    FOR              WITHHELD
                                 ---------          ---------
<S>                            <C>                 <C>
James C. Kostelni                1,436,222             9,984

William B. D'Surney              1,430,581            15,625

Larry E. Morris                  1,432,922            13,284

Robert J. Weeks                  1,432,922            13,284
</TABLE>

Item 5.   Other Information

None


Item 6.   Exhibits and Reports on Form 8-K

(a.)      Exhibits:

          4       Form of amended stock certificate for Bontex, Inc. common
                  stock

          10(i)   Reverse Split Dollar Insurance Agreement dated October 31,
                  1997, by and between Bontex, Inc. and James C. Kostelni and
                  Nationsbank

          10(ii)  Executive Compensation Agreement dated November 21, 1997,
                  between Bontex, Inc. and Charles W. J. Kostelni

          10(iii) Executive Compensation Agreement dated November 21, 1997,
                  between Bontex, Inc. and Jeffrey C. Kostelni

          27      Financial Data Schedule.

(b.)      Report on Form 8-K:

          None.
<PAGE>
                                 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.



                                                BONTEX, INC.
                                                (Registrant)

  2-13-98                                 /s/James C. Kostelni
------------                              ---------------------------
  (Date)                                     James C. Kostelni
                                             Chairman of the Board and
                                             President

  2-13-98                                 /s/Charles W. J. Kostelni
------------                              ---------------------------
  (Date)                                     Charles W. J. Kostelni
                                             Corporate Controller and
                                             Secretary

<PAGE>
                                EXHIBIT INDEX

4         Form of amended stock certificate for Bontex, Inc. common stock

10(i)     Reverse Split Dollar Insurance Agreement dated October 31, 1997, by
          and between Bontex, Inc. and James C. Kostelni and Nationsbank

10(ii)    Executive Compensation Agreement dated November 21, 1997, between
          Bontex, Inc. and Charles W. J. Kostelni

10(iii)   Executive Compensation Agreement dated November 21, 1997, between
          Bontex, Inc. and Jeffrey C. Kostelni

27        Financial Data Schedule

<PAGE>