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


                                FORM 10-QSB


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

     For the quarterly period ended June 30, 1998

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

     For the transition period from _________________ to __________________

                                     
                       Commission File No. 0-24688


                          G/O INTERNATIONAL, INC.    
                          -----------------------
              (Name of Small Business Issuer in its Charter)


           COLORADO                                      76-0025986     
           --------                                      ---------- 
  (State or Other Jurisdiction of                (I.R.S. Employer I.D. No.)
    incorporation or organization)


                                11849 Wink
                           Houston, Texas  77024 
                           ---------------------   
                 (Address of Principal Executive Offices)

                Issuer's Telephone Number:  (713) 783-1204


Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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.

(1)  Yes  X    No                  (2)  Yes   X     No      
         ---      ---                        ---      ---

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

                          N/A                                     

                   APPLICABLE ONLY TO CORPORATE ISSUERS

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

                              June 30, 1998

                    Common Voting Stock - 6,135,372 shares


                      PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.
          ---------------------

          The Financial Statements of the Registrant required to be filed with
this 10-QSB Quarterly Report were prepared by management and commence below,
together with related Notes.  In the opinion of management, the Financial
Statements fairly present the financial condition of the Registrant.

<TABLE>
                            G/O INTERNATIONAL, INC.
                         (A Development Stage Company)
                          Consolidated Balance Sheet
<CAPTION>
                                  ASSETS

                                           June 30,   December 31,
                                             1998         1997       
                                         (Unaudited)  
<S>                                      <C>         <C>
CURRENT ASSETS

 Cash                                    $   71,624  $    9,848

  Total Current Assets                       71,624       9,848

OTHER ASSETS

 Organization costs                             960       1,920
 Horses                                     104,700      70,700

  Total Other Assets                        105,660      72,620

  TOTAL ASSETS                           $  177,284  $   82,468
                                    
             LIABILITIES AND STOCKHOLDERS  EQUITY (DEFICIT)

CURRENT LIABILITIES

 Accounts payable                        $   15,309  $       58
 Accrued interest                            -              165
 Advances from stockholders (Note 3)        144,385      39,385

  Total Current Liabilities                 159,694      39,608

MINORITY INTEREST                            63,378      72,879

STOCKHOLDERS  EQUITY (DEFICIT)           

 Common stock, $0.01 par value, 
  20,000,000 shares authorized: 
  6,135,372 shares issued and outstanding    61,354      61,354
 Additional paid-in capital               2,339,226   2,339,228
 Accumulated deficit prior to the 
  development stage                      (2,330,609) (2,330,609)
 Deficit accumulated during the 
  development stage                        (115,759)    (99,992)

  Total Stockholders  Equity (Deficit)      (45,788)    (30,019)

  TOTAL LIABILITIES AND STOCKHOLDERS 
   EQUITY (DEFICIT)                      $  177,284  $   82,468
</TABLE>

<TABLE>
                             G/O INTERNATIONAL, INC.
                          (A Development Stage Company)
                      Consolidated Statements of Operations
                                   (Unaudited)
<CAPTION>
                                                                 From     
                                                             Inception on  
                           For the           For the          January 1,      
                       Six Months Ended Three Months Ended      1991 to        
                           June 30,          June 30,           June 30,       
                       1998      1997     1998       1997         1998         
<S>                 <C>        <C>       <C>       <C>        <C>
REVENUES

 Sales              $ 77,850   $ 136,500  $ 7,850   $76,500    $  192,775

 Cost of Sales        27,100      95,260      -      53,490       106,110

 Gross Profit         50,750      41,240    7,850    23,010        86,665

EXPENSES

 General and 
 administrative       69,588      66,419   37,044    32,534       232,722

  Total Expenses      69,588      66,419   37,044    32,534       232,722

NET LOSS FROM
 OPERATIONS          (18,838)    (25,179) (29,194)   (9,524)     (146,057)

OTHER INCOME (EXPENSE)

 Interest income         -           -        -         -              58
 Interest expense     (5,637)     (1,333)  (2,886)     (706)       (7,529)

  Total Other Income 
   (Expense           (5,637)     (1,333)  (2,886)     (706)       (7,471)

MINORITY INTEREST      8,708       7,893    3,385     2,391        37,769

NET LOSS            $(15,767)  $ (18,619)$(28,695)  $(7,839)   $ (115,759)

LOSS PER SHARE      $  (0.00)  $   (0.00) $ (0.00)  $ (0.00)
</TABLE>
<TABLE>
                           G/O INTERNATIONAL, INC.
                        (A Development Stage Company)
          Consolidated Statements of Stockholders' Equity (Deficit)
<CAPTION>
                                                       Additional   
                                     Common Stock       Paid-in   Accumulated  
                                  Shares       Amount   Capital     Deficit    
<S>                               <C>          <C>     <C>        <C>       

Balance, January 1, 1991
(inception of development stage)   323,866    $3,239  $2,321,443 $(2,330,609)

Net loss for the year ended 
 December 31, 1991                     -         -           -           (72)

Balance, December 31, 1991         323,866     3,239   2,321,443  (2,330,681)

Net loss for the year ended 
 December 31, 1992                     -         -           -        (1,466)

Balance, December 31, 1992         323,866     3,239   2,321,443  (2,332,147)

Net loss for the year ended
 December 31, 1993                     -         -           -        (1,678)

Balance, December 31, 1993         323,866     3,239   2,321,443  (2,333,825)

Shares issued to directors in
 lieu of services rendered and
 offset of advances, 1,500,000
 shares at $0.01 per share on
 May 6, 1994                     1,500,000    15,000         -           -     
              
Issuance of shares for legal 
 services at $0.01 per share on
 July 26, 1994                     150,000     1,500         -           -     

Net loss for the year ended 
 December 31, 1994                     -         -           -       (24,350)

Balance, December 31, 1994       1,973,866    19,739   2,321,443  (2,358,175)

Shares returned back to the 
 Company and canceled in 
 February 1995                     (18,494)     (185)        185         -     

Issuance of shares for cash,
 October 23, 1996 at $0.01 
 per share                       2,000,000    20,000         -           -     

Shares issued to directors 
 in lieu of services rendered, 
 November 1995 at $0.01 per share   30,000       300         -           -     

Net loss for the year ended 
 December 31, 1995                     -         -           -        (4,095)

Balance, December 31, 1995       3,985,372    39,854   2,321,628  (2,362,270)

Issuance of 2,000,000 shares
 for cash, March 12, 1996 
 at $0.01                        2,000,000    20,000        -            -     
              

Issuance of 50,000 shares for
 services on October 31, 1996
 at $0.01 per share                 50,000       500        -            -     

Liquidating dividend                   -         -       (6,400)         -     

Net loss for the year ended 
 December 31, 1996                     -         -          -        (25,510)

Balance, December 31, 1996       6,035,372    60,354  2,315,228   (2,387,780)

Issuance of 40,000 shares for
 cash on October 2, 1997
 at $0.25 per share                 40,000       400      9,600          -     

Issuance of 60,000 shares for
 services on October 29, 1997
 at $0.01 per share                 60,000       600     14,400          -     

Net loss for the year ended 
 December 31, 1997                     -         -          -        (42,821)

Balance, December 31, 1997       6,135,372    61,354  2,339,228   (2,430,601)

Net loss for the six months ended
 June 30, 1998 (unaudited)             -         -          -        (15,767)

Balance, June 30, 1998 
 (unaudited)                     6,135,372  $ 61,354 $2,339,228 $ (2,446,368)
</TABLE>
<TABLE>
                           G/O INTERNATIONAL, INC.
                        (A Development Stage Company)
                    Consolidated Statements of Cash Flows
                                 (Unaudited)
<CAPTION>
                                                                    From     
                                                                Inception on  
                              For the           For the          January 1,    
                          Six Months Ended Three Months Ended      1991 to     
                              June 30,          June 30,           June 30,    
                          1998      1997     1998       1997         1998      
<S>                      <C>        <C>       <C>       <C>        <C>         
CASH FLOWS FROM
OPERATING ACTIVITIES

 Net loss                 $ (15,767) $(18,619) $(28,695) $ (7,839) $(115,759)
 Reconciliation of net 
  loss to cash provided 
  (used) in operating 
  activities:
   Common stock issued in
     lieu of services 
     rendered and offset 
     of advances                -         -         -         -       32,300
   Amortization expense         -         -         -         -        1,280
   Minority interest         (9,503)   (7,893)   (3,385)   (2,391)   (38,562)
   (Increase) decrease in
    prepaid expenses            -         986       -         -          -     
   (Increase) decrease in
    organization costs          960       -         -         -          960
   Increase (decrease) in
    accounts receivable         -     (70,000)   70,000   (10,000)       -     
   Increase (decrease) in
    accounts payable         15,251    (4,007)      751   (11,119)     9,380
   (Increase) decrease in
    accrued expenses           (165)      -         -         -          -     
   Increase (decrease) in
    advances from
    stockholders            105,000     5,357     2,500    (4,643)   144,385

    Net Cash Provided (Used)
     by Operating Activities 95,776   (94,176)   41,171   (35,992)    33,984

CASH FLOWS FROM
 INVESTING ACTIVITIES

 Sale of horses                 -      79,010       -      43,240        -     
 Purchase of investments        -         -         -         -       (3,200)
 Purchase of horses         (34,000)      -         -         -     (104,700)

   Net Cash Provided (Used)
   by Investing Activities $(34,000) $ 79,010  $    -    $ 43,240  $(107,900)

CASH FLOWS FROM
 FINANCING ACTIVITIES

 Payment of dividend       $    -    $    -    $    -    $    -    $  (6,400)
 Cash from minority
  shareholders                  -         -         -         -      101,940
 Cash from sales of stock       -         -         -         -       50,000

   Net Cash Provided 
    (Used) from Financing
    Activities                  -         -         -         -      145,540

NET CHANGE IN CASH           61,776   (15,166)   41,171     7,248     71,624

CASH AT BEGINNING OF
 PERIOD                       9,848    34,091    30,453    11,677        -     

CASH AT END OF PERIOD    $   71,624  $ 18,925  $ 71,624  $ 18,925   $ 71,624

CASH PAID FOR:

 Interest                $      -    $  1,333  $    -    $    706   $  1,333
 Income taxes            $      -    $    -    $    -    $    -     $    -     

NON-CASH ITEMS

 Common stock issued 
  in lieu of services 
  rendered and
  offset or advances     $      -    $    -    $    -    $    -     $ 32,300
 Common stock returned
  and canceled           $      -    $    -    $    -    $    -     $    185
</TABLE>
                          G/O INTERNATIONAL, INC.
                       (A Development Stage Company)
         Notes to the Unaudited Consolidated Financial Statements
                   June 30, 1998 and December 31, 1997


NOTE 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

       The accompanying consolidated financial statements have been prepared
by the Company without audit.  In the opinion of management, all adjustments
(which include only normal recurring adjustments) necessary to present fairly
the financial position, results of operations and cash flows at June 30, 1998
and for all periods presented have been made.

       Certain information and footnote disclosures normally included in
consolidated financial statements prepared in accordance with general accepted
accounting principles have been condensed or omitted.  It is suggested that
these condensed consolidated financial statements be read in conjunction with
the financial statements and notes thereto included in the Company s December
31, 1997 audited consolidated financial statements.  The results of operations
for the periods ended June 30, 1998 and 1997 are not necessarily indicative of
the operating results for the full year.  

NOTE 2 - ORGANIZATION

       G/O International, Inc. (the Company) was initially incorporated under
the laws of the State of Colorado in June, 1973 as Rocky Mountain Ventures,
Inc.  During mid 1978, the Company experienced financial difficulties, at
which time new officers and directors were elected, the Company changed its
business activity from hard rock mining to oil and gas exploration,
development and production, and offices were relocated from Denver, Colorado,
to its present location in Houston, Texas.

       On February 4, 1986, the Company filed for protection under Chapter 11
of the United States Bankruptcy Code.  The Company ceased operations in 1988
and did not conduct any business activity other than the closing of its
bankruptcy filing and other organizational activities until it acquired
Waterbury Resources, Inc.

       The Company is now considered to be in the development stage (effective
January 1, 1991  for accounting purposes) and has not commenced planned
principal operations.  For disclosure purposes, the accompanying Statement of
Stockholders' Equity (Deficit) has been reflected from the date of the
inception of the development stage.  The Company has  paid a partially
liquidating dividend.  The dividend was in the form of shares of two of its
subsidiaries.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       The following is a summary of the significant accounting policies
followed in connection with the preparation of the consolidated financial
statements.

       Income Taxes - Income taxes have been provided on financial statement
income. There are no deferred income taxes arising from timing differences
which result from income and expense items being reported for financial
accounting and tax reporting purposes in different periods (see Note 8).

       Loss Per Share - The Company computes loss per share by the weighted
average method.  Fully diluted earnings per share are not presented because
the Company does not have common stock equivalents.  As discussed below, the
Company's Board of Directors authorized a reverse split of its outstanding
Common Stock.  All loss per share disclosures have been retroactively restated
to reflect the reverse split.

       Cash and Cash Equivalents - The Company considers all highly liquid
investments with maturities of three months or less to be cash equivalents.

       Use of Estimates - The preparation of consolidated financial statements
in conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the consolidated financial statements and the reported amounts
of revenues and expenses during the reporting period.  Actual results could
differ from those estimates.

       Principles of Consolidation - The accompanying financial statements
include the accounts of the Company and its wholly owned subsidiary Antares
Trading, Inc. and its 50.7% owned subsidiary Waterbury Resources, Inc.

NOTE 4 - BANKRUPTCY FILING

       On February 4, 1986, the Company filed a voluntary petition pursuant to
Chapter 11 of Title 11 of the United States Bankruptcy Code.  At the time of
its filing, the Company had liabilities in excess of $950,000.

       In accordance with the Company's Second Amended Plan of Reorganization
the creditors were broken down into nine separate classes for individual
satisfaction.  A total of $1,496 of debt was paid in cash, $562,098 of debt
was paid through transfer of secured property interest, and the balance of
$338,061 of debt was satisfied through the issuance of 338,062 shares of its
previously unissued common stock.  On March 13, 1992 the Bankruptcy Court
issued its final decree and the Chapter 11 bankruptcy was closed.

NOTE 5 - ADVANCES FROM STOCKHOLDERS

       Stockholders of the Company have advanced funds to the Company to cover
settlement of bankruptcy obligations and ongoing administrative expenses.  The
advances bear no interest and are repayable on demand as funds become
available.  Total advances amounted to $39,385 at December 31, 1996.

NOTE 6 - CAPITAL TRANSACTIONS

       On May 6, 1994, the Company's Board of Directors authorized a reverse
split of its outstanding common stock.  The reverse split was on a basis of 1
(one) share for each 100 shares outstanding (1 for 100).  However, no
shareholders' holding was to be reduced to less than 100 shares.  The total
number of shares of common stock outstanding after the split was 323,866.  The
reverse stock split is reflected on a retroactive basis.

       On May 6, 1994, the Company's shareholders adopted, ratified and
approved Board of Directors' resolutions authorizing the issuance of a total
of 1,500,000 post-split shares of its previously unissued common stock to a
director and the former legal counsel (750,000 shares each) in exchange for
services rendered and advances made totaling $15,000.

       On July 26, 1994,  the Company's Board of Directors entered into a
compensation agreement calling for the issuance of 150,000 post-split shares
of its previously unissued commons stock, valued at $1,500, in exchange for
legal services rendered by its current legal counsel.

       During 1995 18,494 shares of common stock was turned back to the
Company and canceled due to rounding of shares in the reverse split of the
Company's common stock.

       On October 23, 1995 the Company issued 2,000,000 shares of its common
stock at $0.01 per share for a total of $20,000.

       During November 1995, 30,000 shares of common stock was issued to
Directors of the Company in lieu of services rendered, valued at $0.01 per
share.

       In March of 1996, 2,000,000 shares of common stock were issued for cash
of $20,000 or $0.01 per share.

       In October of 1996, 50,000 shares of common stock were issued for
services valued $0.01 or $500.

NOTE 7 - RELATED PARTY TRANSACTIONS

       The President of the Company provides office space and other clerical
services at no cost to the Company.

NOTE 8 - INCOME TAX

       During 1993 the Company adopted Statement of financial Accounting
Standards No.109 - "Accounting for income Taxes" (SFAS 109).  SFAS 109 is an
asset and liability approach that requires the recognition of deferred tax
assets and liabilities for the expected future tax consequences of events that
have been recognized in the Company's consolidated financial statements or tax
returns.  In estimating future tax consequences, SFAS 109 generally considers
all expected future events other than enactments of changes in the tax law or
rates.  Previously, the Company accounted for income taxes under APB Opinion
No. 11.  Under SFAS 109, in the year of adoption, previously reported results
of operations for that year should be restated to reflect the effects of
applying SFAS 109, and the cumulative effect of adoption on prior years'
results of operations should be shown in the income statement n the year of
change it was determined that there was no cumulative effect on the prior year
earnings.  For tax purposes, the Company had available, at December 31, 1996,
net operating loss ("NOL") carry forwards for regular Federal Income Tax
purposes of an estimated $2,064,959 which are estimated to expire as shown
below.  A valuation, allowance has been established for estimated tax benefits
of the loss carry overs which are not expected to be realized.

                  Year             Amount 
                  1998            $ 73,718
                  1999           1,891,249
                  2006                  72
                  2007               1,466
                  2008               1,678
                  2009              24,350
                  2010               4,095
                  2011              25,510
                  2012              42,821

NOTE 9 - GOING CONCERN

       The Company has experienced losses totaling $115,759 from inception of
its development stage.  The Company also has limited assets and operating
capital with a stockholder deficit of $45,788 at June 30, 1998.  In light of
this circumstance, the ability of the Company to continue as a going concern
is substantially in doubt.  The consolidated financial statements do not
include any adjustments that might result from the outcome of this
uncertainty.

       Management plans are to seek another entity that wants to consummate an
acquisition by allowing the purchasing entity to buy or exchange unissued
shares of the Company's common stock in order to become a part of a public
company.  Management believes their plans will provide the Company with the
ability to continue in existence.  In the interim management has committed to
meeting its operating expenses. 

Item 2.   Management's Discussion and Analysis or Plan of Operation.
          ----------------------------------------------------------

Plan of Operation.
------------------

          All material operations of the Company during the quarterly period
ended June 30, 1998, were those of its 50.7%-owned subsidiary,
Waterbury Resources, Inc., a Cayman Islands corporation ("Waterbury").  The
Company intends to continue to seek out the acquisition of assets, property or
business that may be beneficial to the Company and its stockholders.

Results of Operations.
----------------------

          The Company discontinued its operations on approximately December
15, 1989.  During the quarterly period ended June 30, 1998, Waterbury, the
Company's 50.7%-owned subsidiary, received revenues of $7,850.
  
          Taking into account general and administrative expenses of $37,044;
costs of sales of $0; and interest expense of $2,886, on a consolidated basis,
the Company had  net loss from operations of ($28,695) during this period, as
compared to a net loss from operations of ($7,839) during the quarterly period
ended June 30, 1997.
 
          For the six months ended June 30, 1998, the Company had Sales of
$77,850, with costs of sales of $27,100, General and Administrative expenses
of $69,588; and interest expense of $5,637, on a consolidated basis, the
Company had net loss from operations of ($15,767) for the six months ended
June 30, 1998, as compared to a net loss from operations of ($18,619) for the
six months ended June 30, 1997.
  
                       PART II - OTHER INFORMATION

Item 1.   Legal Proceedings.
          ------------------

          None; not applicable.

Item 2.   Changes in Securities.
          ----------------------

          None; not applicable.

Item 3.   Defaults Upon Senior Securities.
          --------------------------------
 
          None; not applicable.

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

          None; not applicable.

Item 5.   Other Information.  
          ------------------

         None; not applicable.

Item 6.   Exhibits and Reports on Form 8-K.
          ---------------------------------
                                                     
          (a)  Exhibits.                           
               
               None. 

          (b)  Reports on Form 8-K.

               None.

 
                               SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                   G/O INTERNATIONAL, INC.


Date: 8-6-98                       By /s/ J.L. Burns 
      --------------                  -------------------
                                     Jack Burns, Director
                                     President and Treasurer