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

                                   FORM 10-QSB

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

For the quarterly period ended                              December 31, 1996
                                              -------------------------------

                                       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 Number:                                   0-26262

                            U.S. Bridge of N.Y., Inc.
             (Exact name of registrant as specified in its charter)

New York                                     11-3032277
(State or other jurisdiction of              (I.R.S. Employer incorporation or 
organization)                                Identification No.)

                    53-09 97th Place, Corona, New York 11368
              (Address of principal executive offices) (Zip Code)

                                 (718) 699-0100
              (Registrant's telephone number, including area code)

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

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
section 13 or 15 (d) of the  Exchange Act during the past 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 [xx] No [ ]

           APPLICABLE ONLY TO CORPORATE ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the  distribution  of
securities under a plan confirmed by a court.
Yes [ ] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

     Common stock, par value $.001 per share: 1,907,515 shares outstanding as of
December 31, 1996.

<PAGE>
                            U.S. BRIDGE OF N.Y., INC.
                                      INDEX
<TABLE>
<CAPTION>

PART 1 - FINANCIAL INFORMATION:

        ITEM 1 - FINANCIAL STATEMENTS
<S>                                                                             <C>
Balance Sheets (Unaudited) December 31, 1996
 and June 30, 1996                                                              F-1

Statements of Operations (Unaudited) for the
        three months ended December 31, 1996 and 1995                           F-2

Statements of Operations (Unaudited) for the
        six months ended December 31, 1996 and 1995                             F-3

Statement of Stockholders' Equity (Unaudited) for
 the six months ended December 31, 1996                                         F-4

Statements of Cash Flows (Unaudited) for the
        six months ended December 31, 1996 and 1995                             F-5

Notes to Financial Statements                                                   F-6 - F-10

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS                                             F-11 - F-14

PART II - OTHER INFORMATION                                                     F-15
</TABLE>

<PAGE>
                            U.S. BRIDGE OF N.Y., INC.
                                 BALANCE SHEETS
<TABLE>
<CAPTION>


                                                                   (Unaudited)
                                                                   December 31 June 30,
                               ASSETS                              1996        1996
                               ------                              ----        ----


Current assets:
<S>                                                                <C>         <C>       
    Cash                                                           $ 366,531   $  223,789
    Contracts and retainage receivable, net ...................    6,764,680    3,440,391
    Costs and estimated earnings in excess of billings
     on uncompleted contracts .................................    1,072,000    2,433,524
    Due from related parties ..................................       44,124      106,620

         Total current assets .................................    8,247,335    6,204,324

Other assets ..................................................       33,879       18,791


Total assets                                                     $ 8,281,214   $6,223,115


         LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
    Accounts payable, including cash overdraft
     of $97,419 and $63,274                                      $ 1,959,237   $  824,867
    Accrued expenses ..........................................      299,993      285,396
    Payroll taxes payable .....................................      441,583      288,713
    Due to related parties ....................................      321,722      117,255
    Billings in excess of costs and estimated earnings
     on uncompleted contracts .................................        7,710       16,567

         Total current liabilities ............................    3,030,245    1,532,798

Commitments and contingencies (Note 5) ........................         --           --

Stockholders' equity:
    Preferred stock $.01 par value, authorized 500,000 shares,
     issued and outstanding -0- ...............................         --           --
    Common stock $.001 par value, authorized 10,000, 00 shares,
     issued and outstanding 1,907,515 .........................      503,652      503,652
    Additional paid in capital ................................    4,086,551    4,086,551
    Retained earnings .........................................      660,766      100,114


         Total stockholders' equity ...........................    5,250,969    4,690,317

Total liabilities and stockholders' equity                       $ 8,281,214   $6,223,115
</TABLE>

                 See accompanying notes to financial statements
                                  (unaudited).



                                                        F-1

<PAGE>
                           U.S. BRIDGE OF N.Y., INC.
                            STATEMENTS OF OPERATIONS
                    FOR THE THREE MONTHS ENDED DECEMBER 31,
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                1996                1995
                                                                                ----                ----


<S>                                                                             <C>                 <C>          
Contract revenue                                                                $ 2,627,918         $901,750

Cost of contract revenue ...........................                            1,888,570           399,523

Gross profit .......................................                            739,348             502,227

General and administrative expenses ................                            583,807             600,390

Income (loss) from operations before interest income
 (expense) and provision for income taxes ..........                            155,541             (98,163)

Interest (expense) income ..........................                            (1,011)             10,940

Income (loss) before provision for income taxes ....             `              154,530             (87,223)

Provision for income taxes .........................                            --                  --

Net income (loss)                                                               $ 154,530           $(87,223)

(Income) loss per common equivalent share:

Income (loss) before provision for income taxes ....                            .08                 $(.05)

Provision for income taxes .........................                            --                  $--

Net income (loss) ..................................                            .08                 $(.05)

Weighted average number of shares outstanding ......                            1,907,515           1,707,664
</TABLE>

           See accompanying notes to financial statements (unaudited)

                                                        F-2

<PAGE>

                           U.S. BRIDGE OF N.Y., INC.
                            STATEMENTS OF OPERATIONS
                     FOR THE SIX MONTHS ENDED DECEMBER 31,
                                  (UNAUDITED)
<TABLE>
<CAPTION>

                                                            1996                1995
                                                            ----                ----


<S>                                                         <C>                 <C>        
Contract revenue                                            $ 5,775,859         $ 2,473,357

Cost of contract revenue ............................       4,142,957           1,525,511

Gross profit ........................................       1,632,902           947,846

General and administrative expenses .................       1,071,239           1,153,362

Income (loss) from operations before interest
 expense/unusual item and provision for income taxes        561,663             (205,516)

Interest expense ....................................       (1,011)             (7,829)

Unusual item (Note 4c) ..............................       --                  (441,863)

Income (loss) before provision for income taxes .....       560,652             (655,208)

Provision for income taxes ..........................       --                  --

Net income (loss) ...................................       $560,652            $(655,208)

Income (loss) per common equivalent share:

Income (loss) before provision for income taxes             $.29                $(.38)

Provision for income taxes                                  $ -                 $--

Net income (loss)                                           $ .29               $(.38)

Weighted average number of shares outstanding .......       1,907,515           1,707,664
</TABLE>

           See accompanying notes to financial statements (unaudited)

                                                        F-3
<PAGE>
                            U.S. BRIDGE OF N.Y., INC.
                        STATEMENT OF STOCKHOLDERS' EQUITY
                   FOR THE SIX MONTHS ENDED DECEMBER 31, 1996
                                   (UNAUDITED)

<TABLE>
<CAPTION>



                                            Common
                                            stock
                                                                           Additional                    Total
                                                                           paid in       Retained        Stockholders'
                                            Shares         Amount          capital       earnings        equity

<S>                                         <C>            <C>             <C>           <C>             <C>
Balances at July 1, 1996                    1,907,515      $503,652        $4,086,551    $100,114        $4,690,317

Net income for the six months
 ended December 31, 1996                    -              -               -             560,652         560,652
                                            ---            ---             ---           -------         -------

Balances at December 31, 1996               1,907,515      $503,652        $4,086,551    $660,766        $5,250,969
                                            =========      =======         =========     =======         =========
</TABLE>

                       See accompanying notes to financial
                             statements (unaudited).



                                       F-4

<PAGE>

                            U.S. BRIDGE OF N.Y., INC.
                            STATEMENTS OF CASH FLOWS
                      FOR THE SIX MONTHS ENDED DECEMBER 31,
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                1996                1995
                                                                                ----                ----


Cash flows from operating activities:
<S>                                                                             <C>                 <C>       
    Net income (loss)                                                           $560,652            $(655,208)
    Adjustments to reconcile net income to net
     cash used for operating activities:
         Amortization                                                           2 327               441,863
    Changes in assets and liabilities:
     Accounts receivable                                                        (3,324,289)         (146,653)
         Prepaid expenses                                                       (10,996)            (114,130)
         Costs and estimated earnings in excess of
       billings on uncompleted contracts                                        1,361,524           (567,734)
         Other current assets                                                   (742)               (32)
         Accounts Payable                                                       1,134,370           (19,550)
         Accrued expenses                                                       14,597              (235,974)
         Payroll taxes payable                                                  152,870             (49,807)
         Income taxes payable                                                   -                   -
         Billings in excess of costs and estimated
       earnings on uncompleted contracts                                        (8,857)             16,567
  
            Net cash used for operating activities                              (118,544)           (1,330,658)


Cash flows from investing activities:
    Purchase of other assets                                                    (5,677)             -

         Net cash used for investing activities                                 (5,677)             -

Cash flows from financing activities:
    Offering costs charged to additional
     paid in capital                                                            -                   103,554
    Loans from repayments (to) related parties                                  266,963             (9,716)
    Proceeds from initial public offering and
     exercise of special warrant                                                -                   4,022,863
    Cost associated with initial public offering                                -                   (903,820)
    Repayments of notes payable                                                 -                   (972,000)

            Net cash provided by financing activities                           266,963             2,240,881


Net increase in cash and cash equivalents                                       142,742             910,223
Cash and cash equivalents, beginning                                            223,789             104,410

Cash and cash equivalents, ending                                               $366,531            $1,014,633

Supplemental disclosure of cash flow information:
    Interest paid                                                               $ -                 $54,976

    Taxes paid                                                                  $ -                 $-
</TABLE>
                 See accompanying notes to financial statements
                                  (unaudited).
<PAGE>

                            U.S. BRIDGE OF N.Y., INC.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED DECEMBER 31, 1996
                                   (UNAUDITED)


NOTE 1 - GENERAL

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-QSB.  Accordingly,  they do not include all of
the  information  and  footnotes  required  by  generally  accepted   accounting
principles for complete financial  statements.  In the opinion of management the
interim financial statements include all adjustments  necessary in order to make
the financial statements not misleading. The results of operations for the three
months ended is not necessarily indicative of the results to be expected for the
full year. For further  information,  refer to the Company's  audited  financial
statements  and  footnotes  thereto at June 30, 1996,  included in the Company's
Annual Report Form 10K-SB, filed with the Securities and Exchange Commission.


NOTE 2 - PAYROLL TAXES

During  September 1994, the Company  entered into an installment  agreement with
the Internal Revenue Service in order to liquidate  delinquent  payroll taxes of
approximately  $231,535  and  remove a tax lien  filed  by such  authority.  The
agreement  required  the  Company to pay  $25,000 per month until such amount is
fully paid. As per the terms of the agreement,  the Company must also pay timely
all current  payroll taxes. As of December 31, 1996 the Company has not made all
the  required  $25,000  monthly  payments  and has not paid  timely all  current
payroll  taxes.  Payroll taxes  payable  amounted to $441,583 as of December 31,
1996.

NOTE 3 - DUE FROM/TO RELATED PARTIES

     As of  December  31,  1996,  the Company  has  advanced  $44,124 to related
Companies. Such advances are non-interest bearing and are due on demand.

     As of December  31, 1996 the  Company's  President  has advanced a total of
approximately  $298,788 to the  Company.  The  remaining  balance  amounting  to
$22,934  represents  advances  from other related  Companies.  Such advances are
non-interest bearing and are due on demand.

NOTE 4 - STOCKHOLDERS EQUITY


                  Issuance of stock options

     During  December  1996,  the Company  granted  125,000 stock options to its
President pursuant to the 1994 senior management incentive plan (see Note 7a for
additional information).


                                       F-7



<PAGE>

                            U.S. BRIDGE OF N.Y., INC.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED DECEMBER 31, 1996
                                   (UNAUDITED)

NOTE 5 - COMMITMENT AND CONTINGENCIES


                  a) Bonding requirements

     The  Company  is  required  to  provide  bid  and/or  performance  bonds in
connection with  governmental  construction  projects.  To date, the Company has
been able to  sufficiently  obtain  bonding  up to  $10,000,000  per job for its
private projects. The Company is continuously pursuing obtaining bonding for its
governmental  construction projects. In addition, new or proposed legislation in
various jurisdictions may require the posting of substantial additional bonds or
require other financial assurances for particular projects.

                  b) Mechanic's lien

     During  December 1996, the Company filed three  separate  mechanic's  liens
aggregating $3,044,491 against two of its customers for non payment. Such amount
is included in the  contracts and retainage  receivable  amount.  As of June 30,
1996 the Company recorded an allowance  against the accounts of these customers.
No additional allowances have been recorded as of December 31, 1996.

NOTE 6 - RELATED PARTY TRANSACTIONS

Due to/from related parties

     As of  December  31,  1996,  the Company  has  advanced  $44,124 to related
Companies. Such advances are non-interest bearing and are due on demand.

     As of December  31, 1996 the  Company's  President  has advanced a total of
approximately  $298,788 to the  Company.  The  remaining  balance  amounting  to
$22,934  represents  advances  from other related  Companies.  Such advances are
non-interest bearing and are due on demand.

NOTE 7 - SUBSEQUENT EVENT

                    a) Form S-8 registration statement

     During  February 1997,  pursuant to Form S-8  Registration  Statement filed
with Securities and Exchange  Commission,  the Company registered 125,000 common
shares  underlying  option to issue common stock of the Company to the Company's
President pursuant to the 1994


                                                        F-8


<PAGE>

                            U.S. BRIDGE OF N.Y., INC.
                          NOTES TO FINANCIAL STATEMENTS
                  FOR THE THREE MONTHS ENDED DECEMBER 31, 1996
                                   (UNAUDITED)

     Senior Management  Incentive Plan. The options are exercisable at $1.10 per
share (110% of the bid price on November  27,  1996) and expire on November  27,
2001. Such options were granted to the Company's  President pursuant to Board of
Directors minutes executed during February 1997.

ITEM 2 - MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

     The Company  recognizes  revenue under the percentage of completion method.
Cost of contract  revenues include all direct material and labor costs and those
indirect costs related to contract  performance.  The asset, costs and estimated
earnings in excess of billings on uncompleted  contracts,  represents  costs and
estimated  earnings  in excess of amounts  billed  through  December  31,  1996.
Billings in excess of costs and  estimated  earnings on  uncompleted  contracts,
represents  billings  which exceed costs and  estimated  earnings on  individual
uncompleted contracts through December 31, 1996.


     Three  months  ended  December  31, 1996 as compared to three  months ended
December 31, 1995  Contract  revenues  have  increased by  $1,726,168 or 191% to
$2,627,918  from  $901,750  for the three  months  ended  December  31,  1996 as
compared to the three months ended December 31, 1995. This material  increase is
due to new contracts commencing toward the first quarter of the Company's fiscal
year.

     The Company's gross profits for the three months ended December 31, 1996 is
28% as compared to the three months ended December 31, 1995 which was 56%.

     This material decrease in gross profit amounting to 28% is primarily due to
the Company  revising its contract  cost  estimates and due to the fact that the
Company did not recognize  any joint venture  profits for the three months ended
December 31, 1996.

     For the three  months ended  December  31, 1996 and 1995,  the Company paid
$172,141 and $337,821, respectively to U.S. Bridge of Maryland, Inc. ("US Bridge
MD") for  certain  materials  and labor  necessary  to  perform  steel  erection
services.  US Bridge MD is a wholly owned subsidiary of Bridge.  Amounts payable
related to all of such  transactions  and  included  in accounts  payable  total
$189,071 at December 31, 1996. Such amounts are non-interest earing obligations.
Said vendors are under the common control of the Company's majority stockholder.

     General and administrative  expenses include salaries,  office overhead and
costs   associated   with  estimating  and  bidding   activities.   General  and
administrative  expenses have  decreased  minimally by $16,503 or 3% to $583,807
for the three months  December 31, 1996 from $600,390 for the three months ended
December 31, 1995.

     Six months ended December 31, 1996 as compared to six months ended December
31, 1995

     Contract  revenues have  increased by  $3,302,502  for the six months ended
December 31, 1996 to $5,775,859 as compared to the contract  revenue for the six
months  ended  December  31, 1995 of  $2,473,357.  This net increase is a direct
result of the company obtaining additional contracts during the year. During the
year ended June 30, 1996 the Company obtained new


                                                        F-10



<PAGE>
     contracts and additional change orders to previous  contracts  amounting to
approximately $22,500,000.

     The Company's  gross profits for the six months ended  December 31, 1996 is
28% as compared to the six months  ended  December  31, 1995 which was 38%.  The
decrease  in gross  profit is due to the  Company  revising  its  contract  cost
estimates  for jobs  coming to an end in the  current  period,  pursuant  to the
percentage of completion  method.  In addition,  the Company did not  recognized
revenue  related to profit  sharing on  certain  projects  during the six months
ended December 31, 1996.


     General and  administrative  expenses  have  decreased  by $82,123 or 7% to
$1,071,239  for the six months ended  December 31, 1996 from  $1,153,362 for the
six months ended December 31, 1995.  The total decrease  amounting to $82,123 is
mainly attributable to decrease in office overhead.

     As of  December  31,  1996,  the  Company  has a backlog  of  approximately
$14,313,000.  Backlog  represents  the amount of revenue the Company  expects to
realized from work to be performed on uncompleted contracts in progress and from
contractual agreements which work has not yet begun.

Liquidity and Capital Resources

     At December 31, 1996, the Company has working capital of $5,217,090.

     As of December 31, 1996,  the  Company's  accounts  receivable  amounted to
$6,764,680,  of which  approximately  $940,000 or 14% has been collected through
February 17, 1997.

     During  December 1996, the Company filed three  separate  mechanin's  liens
aggregating $3,044,491 against two of its customers for non payment. Such amount
is included in the  contracts and retainage  receivable  amount.  As of June 30,
1996 the Company recorded an allowance  against the accounts of these customers.
No additional allowance has been recorded as of December 31, 1996.


     Net cash used for  operating  activities  amounted to $118,544  for the six
months ended  December 31, 1996 as compared to a use of cash of  $1,330,658  for
the six months ended  December 31, 1995.  With regards to financing  activities,
the Company  provided  $266,963 of cash for the six months  ended  December  31,
1996.  Such cash was  provided  primarily  by loans from  stockholder  and other
related parties.

     During  September 1994, the Company  entered into an installment  agreement
with the Internal Revenue Service in order to liquidate delinquent payroll taxes
of  approximately  $231,535 and remove a tax lien filed by such  authority.  The
agreement  required  the  Company to pay  $25,000 per month until such amount is
fully paid. As per the terms of the agreement,  the Company must also pay timely
all current  payroll taxes. As of December 31, 1996 the Company has not made all
the  required  $25,000  monthly  payments  and has not paid  timely all  current
payroll  taxes.  Payroll taxes  payable  amounted to $441,583 as of December 31,
1996.

                                                        F-11
<PAGE>
      PART II - OTHER INFORMATION

ITEM 1 - Legal Proceedings:

     In January  1997,  an action was  commenced by The Ohio Bridge  Corporation
("Ohio")  against the Company that the Company has infringed its trademark "U.S.
Bridge".  In February  1997 the Company  filed an answer to the  complaint.  The
action is  presently  in the  discovery  stage.  Ohio is  requesting  injunctive
relief,  profits  obtained  by use of the name  and  compensatory  damages.  The
Company's defense is based upon its belief that the two companies do not compete
against each other in the same industry and that Ohio does not use the trademark
in order to sell, market or advertise its products.

ITEM 2 - Changes in Securities: None

ITEM 3 - Defaults Upon Senior Securities: None

ITEM 4 - Submission of Matters to a Vote of Security Holders:

     On January 9, 1997, the Company held an annual  meeting,  at which time its
stockholders (i) elected five directors to the Corporation's  Board of Directors
to hold  office  for a period  of one year or until  their  successors  are duly
elected and qualified and (ii) approved an amendment to the Corporation=s Senior
Management  Incentive  Plan to  increase  the  number of shares of Common  Stock
authorized for issuance thereunder from 150,000 to 1,000,000. At the meeting the
stockholders approved the proposals by votes as follows:

                             Votes Cast                Withhold
Nominees                       For                Authority to Vote

Joseph M. Polito              1,865,873                30,880
Ronald J. Polito              1,867,473                29,280
Steven J. Polito              1,867,473                29,280
Philip Neilson                1,866,973                29,780
Marvin Weinstein              1,869,473                27,280

     The proposal to  authorize  the  Corporation  to ratify an amendment to the
Corporation=s  Senior Management Incentive Plan to increase the number of shares
of Common Stock  authorized  for issuance  thereunder  from 150,000 to 1,000,000
received at least a plurality of the votes cast.

                           Votes Cast       Votes Cast
                               For            Against            Abstain

                           1,157,848        79,830               738,905


ITEM 5 - Other Information: None

ITEM 6 - Exhibits and Reports 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.


                           U.S. Bridge of N.Y., Inc..
                                  (Registrant)


February 21, 1997                  /s/ Joseph Polito
         Date                      Joseph Polito
                                   President


                                   /s/ Ronald Polito
                                   Ronald Polito
                                   Treasurer






                                                        F-14



<PAGE>