U.S. Securities and Exchange Commission
                           Washington, D.C.  20549

                                 Form 10-QSB

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

              FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998

                                     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 0-27274


                         WALKER WINGSAIL AMERICA INC
           (Exact Name of Registrant as specified in its charter)


              Delaware                            04-3303425
   (State or other jurisdiction of     (IRS Employer Indentification No)
    incorporation or organization)

            Devonport Royal Dockyard, Plymouth, Devon, UK PL1 4SG
                  (Address of principal executive offices)

                               44 1752 608000
            (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 requirement for the past 90 days.

                       Yes    X     No    
                           -------     -------

Indicate the number of shares outstanding of each of the issuer's classes 
of common stock as of November 11, 1998:

      Common Stock $0.001 par value              2,386,680
      -----------------------------              ---------
                  Class                       Number of Shares


                         WALKER WINGSAIL AMERICA INC

INDEX                                                                 Page


PART I    FINANCIAL INFORMATION

Item 1.   Financial Statements

            Condensed Balance Sheets - 
             September 30, 1998 and December 31, 1998                   3

            Condensed Statements of Operations - 
             For the Three Months ended September 30, 1998 and 1997
             For the Nine Months ended September 30, 1998 and 1997
             For the Cumulative From Inception 
             (January 19, 1995) to September 30, 1998                   4

            Condensed Statements of Cash Flows -
             For the Nine Months ended September 30, 1998 and 1997
             For the Cumulative From Inception
             (January 19, 1995) to March 31, 1998                       5

            Notes to Condensed Financial Statements                    6-7

Item 2.   Management's Discussion and Analysis of
           Financial Condition and Results of Operations               8-9


PART II   OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K                            10-11

            Signatures


PART 1    FINANCIAL INFORMATION
ITEM 1    FINANCIAL STATEMENTS

<TABLE>
<CAPTION>

Condensed Balance Sheets                                Walker Wingsail America Inc
                                                        (A Development Stage Company)
-------------------------------------------------------------------------------------
                                                          Sep 30,        December 31,
                                                           1998              1977
                                                        (Unaudited)
-------------------------------------------------------------------------------------
<S>                                                      <C>               <C>
Assets                                                   $                 $

Current Assets:
  Cash                                                       1,162            2,341
  Prepaid Expenses and Other Current Assets                  2,100            2,100
-----------------------------------------------------------------------------------
Total Current Assets                                         3,262            4,441

  Intangible Assets, Net of Accumulated Amortization
   of $680 and $527, Respectively                              338              491
  Due from Affiliated Entity (Note 6)                       44,113          101,391
-----------------------------------------------------------------------------------

Total Assets                                                47,713          106,323
                                                         ==========================

Liabilities and Stockholders' Equity

Current Liabilities
  Accounts Payable and Accrued Expenses                        951            4,625
  Note Payable,                                            112,500          150,000
  Customer Deposits                                         19,958           19,958
-----------------------------------------------------------------------------------
Total Current Liabilities                                  133,409          174,583

  Due to Affiliated Entity (Note 6)                              0                0
  License and Sub-License Agreement Obligation
-----------------------------------------------------------------------------------
Total Liabilities                                          133,409          174,583
-----------------------------------------------------------------------------------

Stockholders' Equity
  Preferred Stock: $.001 Par Value; 5,000,000 Shares
   Authorized Common Stock: $.001 Par Value;
   20,000,000 Shares Authorized 2,386,680
   Shares Issued and Outstanding (Note 9)                    2,387            2,387
  Additional Paid-in Capital                               858,547          858,547
  Deficit Accumulated During Development Stage            (946,630)        (929,194)
-----------------------------------------------------------------------------------
Total Stockholders' Equity                                 -85,696          -68,260
-----------------------------------------------------------------------------------

Total Liabilities and Stockholders' Equity               $  47,713         $106,323
                                                         ==========================

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


Condensed Statements of Operations

<TABLE>
<CAPTION>

                                                                                              Walker Wingsail America, Inc
                                                                                              (A Development Stage Company)
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                      Cumulative
                                                      For the Three Months Ended    For the Nine   For the Nine     From Inception
                                                                                    Months Ended   Months Ended   (January 19, 1995)
                                                        Sep 30,        Sep 30,        Sep 30,        Sep 30,       to September 30,
                                                         1998           1997           1998           1997               1998
                                                      (Unaudited)    (Unaudited)    (Unaudited)    (Unaudited)        (Unaudited)
------------------------------------------------------------------------------------------------------------------------------------

<S>                                                   <C>            <C>            <C>            <C>                <C>
Selling, General and Administrative Expenses             (1,274)       (13,055)       (17,435)       (89,539)         (1,007,507)
--------------------------------------------------------------------------------------------------------------------------------

Other Income(Loss)
  Deferred Syndication Costs                                                                                             (43,062)
  Interest Expense                                                                                                       (17,223)
  Gain on Sale of Demonstration Yacht                                                                                      8,850
  Gain on Surrender of License Agreement                                  96,036                        96,036            96,036
  Interest Income                                                                                           64             4,327
  Other Income                                                                                                             2,130
  Gain (Loss) on Foreign Currency Exchange Rate                                                             (6)            9,820
--------------------------------------------------------------------------------------------------------------------------------
Total Other Income(Loss)                                      -         96,036              -           96,094            60,878
--------------------------------------------------------------------------------------------------------------------------------

Net Income(Loss) from Development Stage Operations    $  (1,274)     $  82,981      $ (17,435)     $   6,555          $ (946,629)
                                                      ==========================================================================
						      
Net Income(Loss) Per Share                                    -           0.03          (0.01)             -               (0.40)
                                                      ==========================================================================
Weighted Average Number of Common Shares Outstanding  2,386,680      2,386,680      2,386,680      2,386,680           2,382,686
                                                      ==========================================================================

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


Condensed Statements of Cash Flows

<TABLE>
<CAPTION>

                                                                                 Walker Wingsail America,Inc
                                                                                (A Development Stage Company)
----------------------------------------------------------------------------------------------------------------
                                                              For the Nine    For the Nine        Cumulative
                                                              Months Ended    Months Ended      From Inception
                                                                 Sep 30          Sep 30       (January 19, 1995)
                                                                  1998            1997         to Sep 30, 1998
                                                              (Unaudited)     (Unaudited)         (Unaudited)
----------------------------------------------------------------------------------------------------------------

<S>                                                             <C>             <C>                <C>
Cash Flows from Operating Activities                            (17,435)          6,555            (946,629)
  Net Loss from Development Stage Operations
  Adjustments to Reconcile Net Loss from Development Stage
  Operations to Net Cash
   (Used In) Provided by Operating Activities:
    Depreciation and Amortization                                   153          22,315             102,018
    Gain on Sale of Demonstration Yacht                                                              (8,850)
    Gain on Surrender of License Agreement                                      (96,036)            (96,036)
    Non-Cash Debt Issuance Costs
    Amortization of Note Payable Discount                                         1,902               7,500
    Deferred Syndication Costs                                                                       43,062
    Stock Compensation for Services Rendered                                                         18,500
    Decrease (Increase) in Prepaid Expenses and Other                                                (2,100)
      Current Assets
    (Decrease) Increase in Accounts Payable                      (3,675)        (14,746)                950
    (Decrease) Increase in Customer Deposits                                    (24,930)             19,958
    (Decrease) Increase in Due to Affiliated Entity                              86,663             228,999
    (Increase) Decrease in due from Affiliated Entity            57,278                              57,278
-----------------------------------------------------------------------------------------------------------
Net Cash (Used In) Provided By Operating Activities              36,321         (18,277)           (575,350)
-----------------------------------------------------------------------------------------------------------

Cash Flows from Investing Activities
  Proceeds from Sale of Demonstration Yacht                                                         357,000
  Acquisition of Demonstration Yacht                                                               (353,452)
  Organization Costs                                                                                 (1,018)
-----------------------------------------------------------------------------------------------------------
Net Cash Provided by Investing Activities                             -               -               2,530
-----------------------------------------------------------------------------------------------------------

Cash Flows from Financing Activities:
  Proceeds from Issuance of Note Payable                                                            142,500
  Capital Repayment of Loan                                     (37,500)                            (37,500)
  Principal Repayments of License and Sub-License
   Agreement Obligation                                                                            (330,390)

  Proceeds from Issuance of Common Stock, Net of
   Syndication Costs                                                                                842,434
  Deferred Syndication Costs                                                                        (43,062)
-----------------------------------------------------------------------------------------------------------
Net Cash (Used In) Provided by Financing Activities             (37,500)              -             573,982
-----------------------------------------------------------------------------------------------------------

Net Increase in Cash                                             (1,179)        (18,277)              1,162
                                                                -------------------------------------------
Cash, Beginning                                                   2,341          21,461                   -
                                                                -------------------------------------------
Cash, Ending                                                    $ 1,162         $ 3,184            $  1,162
                                                                ===========================================

</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


NOTES TO CONDENSED FINANCIAL        WALKER WINGSAIL AMERICA, INC.
STATEMENTS (UNAUDITED)              (A DEVELOPMENT STAGE COMPANY)

1.    INTERIM REPORTING:

In the opinion of management, the accompanying unaudited interim 
condensed financial statements of Walker Wingsail America Inc. (the 
"Company") contain all adjustments necessary to present fairly the 
Company's financial position as of September 30, 1998 and December 31, 
1997;  the results of its operations and its cash flows for the nine 
months ended September 30, 1998 and 1997 and the cumulative period from 
inception (January 19, 1995) through September 30, 1998

The information included in the condensed balance sheet as of December 
31, 1997 has been derived from the Company 's Form 10-KSB for the year 
ended December 31, 1997 (1997 Form 10-KSB).  The unaudited condensed 
financial statements contained herein should be read in conjunction with 
the financial statements and the corresponding notes contained in the 
Company's 1997 Form 10-KSB.

2.    NET LOSS PER SHARE:

Net loss per share is calculated based on the weighted average number of 
shares of common stock and common stock equivalents outstanding during 
the corresponding periods.

3.    DEMONSTRATION YACHT:

In February, 1997, the Company sold its demonstration yacht to Wingsail 
U.S.A., Inc., an unaffiliated third party, for cash consideration in the 
amount of $357,000.

4.    NOTE PAYABLE:

During March, 1996, the Company borrowed $142,500, net of unamortized 
discount of $7,500, under a 7.75% note agreement with an effective 
interest rate of 13.2%.  Under the terms of the note agreement, the 
outstanding borrowings were due on March 28, 1997. A new date of December 
31, 1998 has been agreed. The note is collateralized by substantially all 
assets of the Company.  As of September 30, 1998 borrowings outstanding 
under the note amounted to $112,500.  In connection with the note 
agreement, the Company incurred debt issuance costs in the amount of 
$12,500 and issued 50,000 shares of its .001 par value common stock to 
the lender.  Such shares of common stock have been recorded at a value of 
$3,500 in the accompanying balance sheet as issued and outstanding common 
stock.

5.    LICENSE AND SUB-LICENSE AGREEMENT OBLIGATION
 
 As a result of Walker Wingsail America Inc (WWA) being unsuccessful in 
raising further equity funds on the terms and conditions recommended by 
the company's US financial advisor, Walker Wingsail Systems plc (WWS) and 
WWA have agreed to cancel the license agreement entered into on May 5, 
1995.  In order to preserve control over the North American Wingsail 
market, the company made a takeover offer to the stockholders on July 10, 
1997 on the basis of two ordinary shares in WWS for every one common 
share in WWA.  During the quarter ended September 30, 1997 the license 
and sub-license agreement obligation in the amount of $556,090 has been 
reversed and the previous payments made to WWS by WWA under this 
obligation have been credited in the amount of $330,390.  The net license 
intangible asset in the amount of $790,444 has also been reversed.  This 
transaction has resulted in a net gain on surrender of license in the 
amount of $96,036 during the quarter ended September 30, 1997.
 
 6.    DUE TO/FROM AFFILIATED ENTITY

As a result of Walker Wingsail America Inc (WWA) cancelling the license 
and sub-license agreement, WWS reversed the license fee and netted this 
figure off against the balance due to WWS in the amount of $228,999.  The 
remaining net balance of $44,113 has been included in as due from 
affiliated entity and will be used to reduce the cost of the investment 
by WWS.  (See note 5)

7.    SALES REPRESENTATION AGREEMENTS:

In March 1996, Walker Wingsail Systems PLC entered into a sales 
representation agreement with Wingsail, U.S.A., Inc. pursuant to which it 
agreed to pay a commission of 20% of each sale of Walker Wingsail yachts 
for which Wingsail, U.S.A., Inc. is responsible.  Walker Wingsail Systems 
PLC has also agreed to pay the Company a commission of 2% for each such 
sale made by Wingsail, U.S.A. Inc.

8.    LITIGATION

During January 1998, the Company, WWS and Mr and Mrs John Walker were 
named as parties to a lawsuit initiated by Wingsail USA Inc.  The lawsuit 
alleges, among other things, breach of contract with respect to certain 
distributor agreements with the Company and WWS, and raises certain 
warranty issues, with respect to the demonstration yacht purchased by 
Wingsail USA Inc., from the Company during February 1996 (Note 3).  
Action under the lawsuit has been postponed while the Company, WWS and Mr 
& Mrs Walker are in negotiations with Wingsail USA Inc., in an attempt to 
settle the disagreements.  The Company, WWS and Mr and Mrs Walker believe 
that the lawsuit is without merit and, in the event that a settlement is 
not reached, they intend to vigorously defend this action.  The 
litigation is in its initial stages and the potential losses by the 
Company are not predictable at this time.

9.    COMMON STOCK ISSUANCE:

No stock has been issued during the nine months ended September 30, 1998.

10.   VOLUNTARY LIQUIDATION OF WALKER WINGSAIL SYSTEMS PLC

On July 10, 1998 all the employees of Walker Wingsail Systems plc were 
made redundant and a liquidator of the company was nominated.  This was 
Ian Walker of Pannell Kerr Forster, 2 Barnfield Crescent, Exeter, EX1 
1QT, Devon, England.  A notice was sent to all shareholders advising them 
of an Extra-ordinary general meeting to be held on August 7, 1998 at 
Alexandra Palace, Wood Green, London, N22 7AY, England asking them to 
consider and if thought fit, to pass the following resolutions.

      1.   Extra-ordinary Resolution
 
           THAT it has been proved to the satisfaction of this meeting 
           that the company cannot, by reason of its liabilities, continue 
           its business, and that it is advisable to wind up the same and 
           accordingly that the company be would up voluntarily.
 
      2.   Ordinary Resolution

           THAT I E Walker of Pannell Kerr Forster, 2 Barnfield Crescent, 
           Exeter EX1 1QT be and is hereby appointed as liquidator of the 
           company for the purpose of the voluntary winding up.

A notice was also sent to all Creditors giving notice of a Creditors 
meeting to be held on August 10, 1998, at the New Continental Hotel, 
Millbay Road, Plymouth, Devon, PL1 3LD, England for the purposes 
mentioned in Sections 99 to 101 of the Insolvency Act 1986 to

           a.    to have laid before it a statement as to the affairs of 
                 the company
           b.    to nominate one or more insolvency practitioners as 
                 liquidator or liquidators; and
           c.    if thought fit, to appoint a liquidation committee
           d.    and to pass any other resolution necessary.

On August 18, 1998 shareholders of WWS were advised that the above 
resolutions of the two meetings were passed.

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

COMPARISON OF THE RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 
30, 1998 WITH THE QUARTER ENDED SEPTEMBER 30, 1997 AND THE PERIOD FROM 
INCEPTION FROM (JANUARY 19, 1995) to SEPTEMBER 30, 1998

RESULTS OF OPERATIONS

During the period from the inception of the Company (January 19, 1995) 
through September 30, 1998, the Company has engaged in no significant 
operations.  During the Current Period (defined below) the Company's 
primary activities consisted of acting as a sales representative for an 
affiliated entity, Walker Wingsail Systems PLC ( WWS ).

No revenues were received by the Company from operations during the nine 
month period ended September 30, 1998, (the  Current Period ), or the 
nine month period ended September 30, 1997, (the  Prior Period ), or 
during the period from inception (January 19, 1995) to September 30 , 
1998.

The Company incurred selling, general and administrative expenses of 
$1,274 in the Current Period and  $13,055 in the Prior Period and 
$1,007,507 during the period from inception (January 19, 1995) to 
September 30, 1998.

The Company incurred depreciation and amortization expenses of $51 in the 
Current Period and $51 in the Prior Period and $102,018 during the period 
from inception (January 19, 1995) to September 30, 1998.

The Company incurred no other income during the current period.  In the 
prior period the Company incurred a  gain on the reversal of amortization 
in respect of the surrender of the license agreement of $96,036.  During 
the period from inception (January 19, 1995 to September 30, 1998 the 
Company received other income of $121,163, including a gain on surrender 
of license agreement of $96,036 with Deferred Syndication Costs of 
$43,062 and Interest Expense of $17,223.

During the three months ended September 30, 1998 the net cash used in 
operating activities amounted to $530, of this amount cash was decreased 
in the amount of $1,223 as a result of the net income, net of non-cash 
items.  There was a decrease of $1,605 in accounts payable and a decrease 
in the amount due from affiliated entity of $2,298.  In the prior period 
the net cash used in operating activities amounted to $5,309, of this 
amount cash was decreased in the amount of $13,004 as a result of the net 
income, net of non-cash items.  A decrease of $2,164 in accounts payable, 
and an increase in the amount due to the affiliated entity of $9,859.

During the period of inception (January 19, 1995) to September 30, 1998 
the net cash used in operating activities amounted to $575,350.  Of this 
amount, cash was decreased in the amount of $880,435 as a result of the 
net loss, net of non-cash items.

There were no cash flows from investing activities during the current or 
prior period.  During the period from inception (January 19, 1995) to 
September 30, 1998 the cash flows from investing activities amounted to 
$2,530 which consisted of the purchase of the demonstration yacht for 
$353,452, the proceeds from the sale of the demonstration yacht in the 
amount of $357,000, and an outlay for organization costs in the amount of 
$1,018.

During the three months ended September 30, 1998, and the prior period, 
there was no cash used in financing activities.  During the period from 
inception (January 19 1995) to March 31, 1998, the net cash provided by 
financing activities amounted to $573,982 which consisted of  $842,434 in 
proceeds of issuance of Common Stock, $105,000 proceeds from issuance of 
note payable, less $43,062 in deferred syndication costs, less repayments 
of license and sub license agreement obligation of $330,390.

LIQUIDITY AND CAPITAL RESOURCES

The Company's ability to continue in operation has been dependent upon 
raising additional capital until revenues are sufficient to fund the 
company's operating expenses.  The Company explored the possibility of 
raising additional capital of approximately $8,000,000 through private 
sources, but such further Capital has not been forthcoming. The Company 
therefore currently has no plans, agreements, understandings or 
arrangements for completing such a financing since there was no assurance 
that the Company would be able to secure such financing on a timely basis 
or on terms that are acceptable to it, or that such funds will be 
adequate for its future operations.

During the first quarter 1996 the Company entered into a term loan 
agreement with an unaffiliated third party pursuant to which the Company 
borrowed $142,500, net of unamortized discount of $7,500, at an annual 
interest rate of 7-3/4% (an effective annual interest rate of 13.2%) for 
working capital purposes.  Under the terms of the loan agreement, the 
borrowings were due on March 28, 1997.  A new date of December 31, 1998 
has been agreed. The loan is secured by substantially all of the 
Company's assets, but the liability to repay will be undertaken by WWS.  
The Company currently has no other borrowing facilities or alternative 
financing methods available to it.

The Company is not currently committed to expend funds for marketing or 
any other activities or purchases.  During 1998/1999, it is management's 
intention to incur minimal office and administration expenses and 
professional fees.  These continued losses and deficiency in working 
capital raise substantial doubt about the Company and its ability to 
continue in existence as a going concern.  In regard to this matter, the 
control of the Company was shifted to WWS through an exchange of stock. 
In July 1997 Walker Wingsail Systems plc (WWS) made an offer of takeover 
of the Company, and this was taken up by 56% of issued stock.  The 
Company and its ability to continue as a going concern is dependent upon 
the ability of WWS to support the Company in meeting its obligations for 
professional and administrative costs until such time as the Company is 
sold.

Since the voluntary liquidation of WWS, there has been no costs incurred 
that cannot be paid by the funds held by WWA.  It will therefore have to 
cease trading until such time as the Company can be sold as a shell 
corporation.   A form 15 will be filed.


                         PART II - OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.


      a.   Exhibits:

           27.01    Financial Data Schedule

      b.   Reports on Form 8-K:

           The Company has not filed any reports on Form 8-K during the 
           quarterly period ended September 30, 1998


                                 SIGNATURES


Pursuant to the requirement of the Securities Exchange Act of 1934, the 
Company has duly caused this report to be signed on its behalf by the 
undersigned thereunto duly authorized.


                                       WALKER WINGSAIL AMERICA, INC.




November 11 1998
----------------                       ---------------------------------
                                       John Walker, President (Principal 
                                       Executive Officer, Principal 
                                       Financial Officer and Principal 
                                       Accounting Officer)