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

                                    FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 1996

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

For the transition period from ______________________ to ______________________

Commission File Number: 0-6683


                              Sonoma International
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             (Exact name of registrant as specified in its charter)


Nevada                                                94-0880052
------------------------------             ------------------------------------
(State or other jurisdiction               (I.R.S. Employer Identification No.)
of incorporation organization)


3930 S. Eastern Avenue, Suite 218, Las Vegas, Nevada                    89109
----------------------------------------------------  -------------------------
(Address of principal executive offices)                             (Zip Code)


                                 (702) 361-3033
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              (Registrant's telephone number, including area code)



-------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

         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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

         Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date: 60,000,000



<PAGE>

                              SONOMA INTERNATIONAL
                             (A Nevada Corporation)
                                 Balance Sheets
                      September 30, 1996 and June 30, 1996
                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statments.
<TABLE>
<CAPTION>

                                                                        September 30              June 30
                                                                            1996                    1996
                                                                    ---------------------    -------------------
                                                                         (unaudited)

<S>                                                                <C>                      <C>
TOTAL ASSETS                                                       $                    -   $                  -
                                                                    =====================    ===================


LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
     Accrued liabilities                                                          24,307                    275
     Accrued interest                                                            252,435                252,435
     Notes payable                                                               262,391                262,391
                                                                   ---------------------    -------------------

            Total current liabilities                                            539,133                515,101
                                                                   ---------------------    -------------------

            Total liabilities                                                    539,133                515,101
                                                                   ---------------------    -------------------

Commitments and contingencies (Notes C and E)

Stockholders' deficit
     Common stock, $.001 par value, authorized, issued
         and outstanding shares, 60,000,000                                       60,000                 60,000
     Additional paid-in capital                                                4,274,616              4,274,616
     Accumulated deficit                                                      (4,873,749)            (4,849,717)
                                                                   ---------------------    -------------------

            Total Stockholders' Deficit                                         (539,133)              (515,101)
                                                                   ---------------------    -------------------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                       $                    -   $                  -
                                                                   =====================    ===================
</TABLE>



















The accompanying notes are an integral part of these financial statements.
<PAGE>

                              SONOMA INTERNATIONAL
                             (A Nevada Corporation)
                            Statements of Operations
             For the three months ended September 30, 1996 and 1995
<TABLE>
<CAPTION>

                                                                                 Three months ended
                                                                                    September 30
                                                                     --------------------------------------------
                                                                            1996                    1995
                                                                     ---------------------    -------------------
                                                                        (unaudited)             (unaudited)

<S>                                                                <C>                      <C>
Revenue                                                            $                    -   $                  -
                                                                     ---------------------    -------------------

Expenses
     Professional fees                                                             24,032                      0
     Interest                                                                           0                  8,589
     State taxes                                                                        0                    800
                                                                     ---------------------    -------------------
         Total expenses                                                            24,032                  9,389

Net income (loss) before extraordinary item                                       (24,032)                (9,389)

Extraordinary item
     Gain from conversion of debt to equity net of income taxes of $-0-                 -                 91,921
                                                                     ---------------------    -------------------

Net income (loss)                                                  $              (24,032)  $             82,532
                                                                     =====================    ===================

Net income (loss) per common share before extraordinary item       $                 0.00   $               0.00
                                                                     =====================    ===================

Net income (loss) per common share for extraordinary item          $                 0.00   $               0.00
                                                                     =====================    ===================

Net income (loss) per common share                                 $                 0.00   $               0.00
                                                                     =====================    ===================


Weighted average shares outstanding                                            60,000,000             25,656,394
                                                                     =====================    ===================
</TABLE>


















The accompanying notes are an integral part of these financial statements.
<PAGE>

                              SONOMA INTERNATIONAL
                             (A Nevada Corporation)
                            Statements of Cash Flows
             For the three months ended September 30, 1996 and 1995
<TABLE>
<CAPTION>

                                                                                    Three months ended
                                                                                        September 30
                                                                        --------------------------------------------
                                                                                 1996                    1995
                                                                        ---------------------    -------------------
                                                                              (unaudited)             (unaudited)
Cash flows from operating activities:
<S>                                                                 <C>                      <C>
     Net income (loss)                                              $              (24,032)  $             82,532
     Gain on conversion of debt to equity                                                -                (91,921)
     Increase (decrease) in accrued liabilities                                     24,032                  9,389
                                                                        ---------------------    -------------------

         Net cash provided by operations                                                 -                      -

         Cash at beginning of year                                                       -                      -
                                                                        ---------------------    -------------------

         Cash at end of year                                        $                    -   $                  -
                                                                        =====================    ===================



Supplemental disclosures of cash flow information
     Noncash financing activities
         Stock issued in exchange for relief of debt                $                    -   $                973
                                                                        =====================    ===================
</TABLE>


























The accompanying notes are an integral part of these financial statements.
<PAGE>

                              SONOMA INTERNATIONAL

                             (A Nevada Corporation)
                        Notes to the Financial Statements
                           September 30, 1996 and 1995

NOTE A - ORGANIZATION

Sonoma Quicksilver Mines, Inc. was incorporated under the laws of the State of
Nevada on June 10, 1940. The name was subsequently changed to Sonoma
International (the "Company" or "Sonoma"). The Company had several failed
business operations and since 1988 its only activity has been to search for a
company or assets to acquire.


NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Income Taxes

The Company accounts for income taxes in accordance with the asset and liability
approach. Deferred income tax assets and liabilities are computed annually for
differences between the financial statement and tax bases of assets and
liabilities that will result in taxable or deductible amounts in the future
based on enacted tax laws and rates applicable to the periods in which the
differences are expected to affect taxable income. Valuation allowances are
established when necessary to reduce deferred tax assets to the amount expected
to be realized. Income tax expense is the tax payable or refundable for the
period plus or minus the change during the period in deferred tax assets and
liabilities.

Income (loss) per share

Income loss per share of common stock is based upon the weighted average number
of common shares outstanding.

Use of Estimates and Assumptions

Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles. Those estimates and
assumptions affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported amounts of
revenues and expenses. Actual results could vary from the estimates that were
used.

Accounting Standards Not Yet Adopted

In October 1995, Statement of Financial Accounting Standards No. 123,
"Accounting for Stock-based Compensation" ("SFAS 123"), was issued. This
statement requires the fair value of stock options and other stock-based
compensation issued to employees to either be included as compensation expense
in the income statement, or the pro forma effect on net income and earnings per
share of such compensation expense to be disclosed in the footnotes to the
Company's financial statements commencing with the Company's 1996 fiscal year.
The Company expects to adopt SFAS 123 on a disclosure basis only. As such,
implementation of SFAS 123 is not expected to impact the Company's balance sheet
or statement of operations.

Reclassifications

Certain prior year amounts have been reclassified to conform with the current
year presentation.



<PAGE>

                              SONOMA INTERNATIONAL

                             (A Nevada Corporation)
                        Notes to the Financial Statements
                           September 30, 1996 and 1995

NOTE C - NOTES PAYABLE

Notes payable consists of the following at September 30, 1996:
<TABLE>
<S>                                                                                                <C>
    Notepayable dated June 12, 1991, due on demand to an individual bearing
        interest at 15% per annum; unsecured. Interest of $44,316 has been
        accrued through the settlement date. On September 27, 1996 a conditional
        settlement agreement was reached relieving Sonoma of the principal and
        accrued interest in exchange for 800,000 common shares of Sonoma. This
        settlement agreement is contingent upon Sonoma stock obtaining a market
        value and that
        the stock can be liquidated.                                                               $ 60,974

    Notepayable to two individuals, due on demand and unsecured. Interest of
        $15,861 has been accrued through the settlement date. On July 25, 1995,
        a conditional settlement agreement was reached releasing Sonoma of
        principal and accrued interest in exchange for 200,000 shares of the
        Company. This settlement agreement is contingent upon Sonoma stock
        obtaining a market
        value and that the stock can be liquidated.                                                  45,861

    Notepayable to Sunwest Bank, due on demand with interest accruing at 10.5%;
        unsecured. Interest of $42,557 has been accrued through the settlement
        date. On September 7, 1995, a conditional settlement agreement was
        reached relieving Sonoma of the outstanding principal and accrued
        interest in exchange for a nominal cash amount and the issuance of
        200,000 shares of Sonoma common stock. This settlement is conditioned
        upon Sonoma common stock being listed on the National Bulletin Board and
        having a market value
        and that the stock can be liquidated.                                                        43,556

    Notepayable to Garfield Bank, due on demand with interest accruing at 16%;
        unsecured. Interest of $164,997 has been accrued through the settlement
        date. On September 8, 1995, a conditional settlement agreement had been
        reached relieving Sonoma of the principal amount owed and all accrued
        interest thereon conditioned on 850,000 shares of Sonoma common stock
        being transferred into the name of Garfield Bank (from other
        shareholders)
        and Sonoma common stock having a market value that can be liquidated.                       112,000
                                                                                                    -------

        Total notes payable                                                                        $262,391
</TABLE>
<PAGE>
                              SONOMA INTERNATIONAL

                             (A Nevada Corporation)
                        Notes to the Financial Statements
                           September 30, 1996 and 1995

NOTE D - INCOME TAXES

The Company generated negligible taxable income and/or net operating losses
during the years ended June 30, 1996 and 1995 and the period ending September
30, 1996. Any existing available net operating losses at September 30, 1996
would be lost upon consummation of the acquisition transaction described in Note
E. At September 30, 1996, the Company has a deferred tax asset of approximately
$94,000 relating to amounts deducted for financial reporting losses not deducted
for income tax reporting purposes. This asset has a valuation allowance recorded
against it due to the uncertainty of generating future taxable income. There was
no significant change in the valuation allowance from June 30, 1996.


NOTE E - ACQUISITION AGREEMENTS

Effective on September 12, 1996, the Company entered into an agreement (the
"Agreement") with Clear Creek Investments, LLC, a Kentucky Limited Liability
Company ("Clear Creek"), and holders of the limited partnership interests in
Jamestown Resort & Marina, Ltd, a Kentucky limited partnership ("JRML"). JRML
owns a resort and marina located on the Cumberland Lake in south central
Kentucky.

The Agreement requires the transfer and assignment to Sonoma of JRML's general
partner and all limited partnership interests. There are several conditions to
closing including the delivery to the Company of an appraisal which states that
the assets of JRML as of the date of the appraisal have a fair market value of
not less than $10,000,000. That appraisal has been delivered to the Company. In
addition, the Agreement requires that the Company effect a one for two hundred
reverse split, leaving 300,000 shares issued and outstanding, and issue
1,700,000 shares to Clear Creek and affiliated and related entities or
individuals for the acquisition of JRML.

Effective on October 31, 1996, the Company entered into a second agreement (the
"Second Agreement") with Key West Conch Harbor, Inc. ("KWCHI"), an
S-Corporation, incorporated in the State of Florida. KWCHI owns and operates a
marina in Key West, Florida.

The Second Agreement requires the transfer and assignment to the Company all of
the common stock of KWCHI in exchange for 300,000 shares of the Company's common
stock.

<PAGE>


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

         The only expenses incurred by the Company have been expenses incurred
with legal and accounting fees relating to the transfer of assets into the
Corporation and filing of periodic reports. The closing of these transactions
are now contemplated for early December, 1996.




<PAGE>



                           PART II - OTHER INFORMATION

 Exhibit 27




<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.

                                        Sonoma International

-------------------------------         ---------------------------------------
Date                                    Harry W. Hendersen, President and
                                        Chief Accounting Officer