SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                        --------------------------------

                   QUARTERLY REPORT UNDER SECTION 13 OF 15(d)

                     of the Securities Exchange Act of 1934

                        --------------------------------

         For quarter ended March 31, 1998 Commission file number 0-9974


                       UNITED STATES AIRCRAFT CORPORATION
                       ----------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



          DELAWARE                                          95-3518487
-------------------------------                    -----------------------------
(STATE OR OTHER JURISDICTION OF                    (I.R.S. EMPLOYER I.D. NUMBER)
INCORPORATION OR ORGANIZATION)



3121 E. Greenway Rd.    Phoenix, Arizona                                85032
----------------------------------------                              ----------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                              (ZIP CODE)


               (602) 765-0500
-------------------------------------------------
(REGISTRANT'S TELEPHONE NO., 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
requirements 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 March 31, 1998.

                        NUMBER OF SHARES        CLASS
                     ----------------------  -----------
                        7,927,504               Class A
                        4,962,801               Class B
<PAGE>
                       UNITED STATES AIRCRAFT CORPORATION

                          COMMISSION FILE NUMBER 0-9974

                                    FORM 10-Q

                                      INDEX


                                                                        Page No.
                                                                        --------

PART I - FINANCIAL INFORMATION

     Item 1.  FINANCIAL STATEMENTS
                      Consolidated Balance Sheets
                      March 31, 1998 (Unaudited)
                      and September 30, 1997                                   3


                      Consolidated Statements of
                      Operations (Unaudited) for
                      the Three and Six Months ended
                      March 31, 1998 and 1997                                  4


                      Consolidated Statements of
                      Cash Flows (Unaudited) for
                      the Three and Six Months Ended
                      March 31, 1998 and 1997                                  5


                      Notes to Consolidated
                      Financial Statements                                     6


     Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
                  of Financial Condition and Results of
                  Operations                                                   7

     Item 3.  DEFAULTS UPON SENIOR SECURITIES                                 10

     Item 5.  OTHER INFORMATION                                               10

PART II - OTHER INFORMATION                                                   11


SIGNATURES                                                                    11
<PAGE>
               United States Aircraft Corporation and Subsidiaries
                           Consolidated Balance Sheets
                      March 31, 1998 and September 30, 1997
<TABLE>
<CAPTION>
                                                         March 31, 1998  September 30, 1997
           Assets                                          (Unaudited)
           ------                                        --------------  ------------------
<S>                                                        <C>              <C>        
Current Assets
     Cash                                                  $     7,021      $    20,427
     Accounts receivable                                        79,961           69,311
     Notes Receivable                                            7,000            8,000
     Prepaid expenses                                           25,715           21,800
                                                           -----------      -----------
           Total current assets                                119,697          119,538
Advance to officer                                               4,026           27,769
Note receivable, net of current portion                         46,544           52,044
Land held for development                                      602,233          577,327
Property & equipment, net of
  accumulated depreciation                                      53,012           57,154
Agency acquisition, net of amortization                         93,745          104,774
Goodwill, net                                                  106,270           87,308
Course materials                                                14,736           15,718
Other                                                            5,914           24,527
                                                           -----------      -----------
                                                             1,046,177        1,066,159
                                                           -----------      -----------


     Liabilities & Stockholder's Equity
     ----------------------------------
Current Liabilities
     Note Payable, bank                                         25,000
     Current portion of long-term debt                          28,000           37,775
     Convertible debentures & related accrued interest          86,490           82,938
     Accounts payable                                           57,242           86,159
     Accrued expenses                                           70,699           68,263
     Unearned  tuition                                          64,037           45,290
                                                           -----------      -----------
           Total current liabilities                           331,468          320,425

Long term debt, net of current portion                          14,223           19,979
Trust deed notes payable with  land for
  development as collateral                                    601,000          601,000


Stockholders' Equity
     Capital stock
       Class A:  $.50 par value,
        10,000,000 shares authorized,
        7,927,504 issued                                     3,963,752        3,826,252
       Class B:  $.001 par value,
        5,000,000 shares authorized,
        4,962,801 issued                                         4,963            4,963
     Paid in capital                                          (861,827)        (751,827)
     Retained earnings (deficit)                            (3,007,402)      (2,954,633)
                                                           -----------      -----------
                                                                99,486          124,755
                                                           -----------      -----------
                                                           $ 1,046,177      $ 1,066,159
                                                           -----------      -----------
</TABLE>
        The accompanying notes are an integral part of these statements.
<PAGE>
               United States Aircraft Corporation and Subsidiaries
                      Consolidated Statements of Operations
            For the Three and Six Months Ended March 31,1998 and 1997
                                   (Unaudited)
<TABLE>
<CAPTION>
                                               Three Months Ended               Six Months Ended
                                                    March 31                        March 31
                                                    --------                        --------
                                              1998            1997            1998            1997
                                              ----            ----            ----            ----
<S>                                       <C>             <C>             <C>             <C>         
Revenue
    Real estate education                 $    122,757    $    109,146    $    218,109    $    193,518
    Travel Agency                              281,339                         696,617
    Other                                                        1,025           1,010           1,025
                                          ------------    ------------    ------------    ------------
Total revenue                             $    404,096    $    110,171    $    915,736    $    194,543
                                          ------------    ------------    ------------    ------------

Expenses
    Costs of sales travel agency               255,121                         626,510
    Personnel expenses                          84,780          63,519         187,246         124,584
    Facility cost                               21,401          13,647          33,650          18,700
    Other operating cost                        35,024          25,025          51,896          40,134
    General and administration                  23,646          18,026          43,543          27,922
                                          ------------    ------------    ------------    ------------
                                               419,972         120,217         942,845         211,340
                                          ------------    ------------    ------------    ------------

          Income (loss) before interest
          expense, depreciation and
          amortization                         (15,876)        (10,046)        (27,109)        (16,797)

Interest expense                                 2,888           3,378           6,391           6,925

Depreciation and amortization                    9,635           4,173          19,269           8,345
                                          ------------    ------------    ------------    ------------

Income (loss) from continuing
operations                                     (28,399)   $    (17,597)        (52,769)   $    (32,067)

Income (loss) from discontinued
operations                                                      (2,996)                         (2,806)
                                          ------------    ------------    ------------    ------------

Net income (loss)                         $    (28,399)   $    (20,593)   $    (52,769)   $    (34,873)
                                          ------------    ------------    ------------    ------------

Net income (loss) per share               $      (.002)   $      (.002)   $      (.004)   $      (.003)
                                          ------------    ------------    ------------    ------------

Weighted number of shares
   outstanding                              12,840,305      11,542,528      12,727,805      11,393,917
                                          ------------    ------------    ------------    ------------
</TABLE>
        The accompanying notes are an integral part of these statements.
<PAGE>
               United States Aircraft Corporation and Subsidiaries
                      Consolidated Statements of Cash Flows
        For the Three Months and Six Months Ended March 31, 1998 and 1997
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                       Three Months Ended         Six Months Ended
                                                            March 31                  March 31
                                                            --------                  --------
                                                       1998         1997         1998         1997
                                                     ---------    ---------    ---------    ---------
<S>                                                  <C>          <C>          <C>          <C>       
Cash Flows From Operating Activities

    Net income (loss)                                $ (28,399)   $ (20,593)   $ (52,769)   $ (34,873)

    Adjustments to reconcile net to cash
    used by operating activities
    Depreciation                                         2,662        2,481        5,324        4,962
    Amortization                                         6,973        2,089       13,945        4,178

    Net increase (decrease) in current liabilities
    and (increase) decrease in accounts receivable
    prepaid expense and other assets                    20,141       30,922       34,418       40,140
                                                     ---------    ---------    ---------    ---------
    Net cash provided by (used by)
    operating activities                                 1,377       14,899          918       14,407
                                                     ---------    ---------    ---------    ---------

Cash flows from investing activities
    Reduction in advance to officer                     11,526                    23,743
    Increase in goodwill-Western College, Inc
    acquisition                                        (20,000)     (20,000)     (20,000)     (20,000)
    Addition to land held for development              (14,666)    (528,529)     (24,906)    (528,529)
    Disposition (acquisition) of equipment                (765)      (1,190)      (1,182)      (4,894)

                                                     ---------    ---------    ---------    ---------
Net cash provided by (used by)
    investing activities                               (23,905)    (549,719)     (22,345)    (553,423)
                                                     ---------    ---------    ---------    ---------

Cash flows from financing activities
    Trust deed notes payable for land acquisition                   501,000                   501,000
    Issuance of Class A Common shares for:
      Land acquisition                                               25,000                    25,000
      Contingent shares-Western College, Inc. Acq       20,000       20,000       20,000       20,000
    Decrease in long-term debt                          (9,646)      (3,009)     (11,979)      (5,390)
                                                     ---------    ---------    ---------    ---------

    Net cash provided by (used by)
      financing activities                              10,354      542,991        8,021      540,610
                                                     ---------    ---------    ---------    ---------
Net increase (decrease) in cash                        (12,174)       8,171      (13,406)       1,594
Cash Beginning of Period                                19,195        3,560       20,427       10,137
                                                     ---------    ---------    ---------    ---------
Cash, End of Period                                  $   7,021    $  11,731    $   7,021    $  11,731
                                                     ---------    ---------    ---------    ---------
</TABLE>
        The accompanying notes are an integral part of these statements.
<PAGE>
                       UNITED STATES AIRCRAFT CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                MARCH 31, 1998 (UNAUDITED) AND SEPTEMBER 30, 1997


NOTE 1 - Basis of Presentation
         ---------------------

The accompanying  unaudited condensed financial statements have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information and with the  instructions to Form 10-Q and Rule 10-01 of Regulation
S-X.  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,  all adjustments considered necessary
for a fair presentation have been included.

For further information, refer to the audited financial statements and footnotes
thereto  included in the  Company's  Form 10-K for the year ended  September 30,
1997.

NOTE 2 - Summary of Significant Accounting Policies
         ------------------------------------------
         Basis of Consolidation
         ----------------------

The  consolidated  financial  statements  include the accounts of United  States
Aircraft  Corporation  and its  subsidiaries  (hereinafter  referred  to as "the
Company"). All intercompany transactions have been eliminated in consolidation.

For further information concerning significant accounting policies, refer to the
audited  financial  statements and footnotes  thereto in the Company's Form 10-K
for the year ended September 30, 1997.
<PAGE>
Item 2.        Management's  Discussion and Analysis of Financial  Condition and
               -----------------------------------------------------------------
               Results of Operations
               ---------------------

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

Comparison six months ended March 31, 1998 to 1997

         The  loss  before  interest,   depreciation  and  amortization  expense
increased by $10,312. The increased loss consists of the following:

         Increase in Real Estate Education 1998
               operating income over 1997                   $   22,851.

         Operating loss from 
               travel agency operation 
               during the six months ended
               March 31, 1998 with no
               comparable amount for 1997                   $ (17,527).

         Increase in general
               corporate overhead                           $ (15,621).

         Decrease in other revenue                          $     (15).

The operating income from the adult education division improved by $22,851.  The
improvement  was due to an  $24,591  increase  in  revenues  offset  by a $1,740
increase in operating  costs.  The revenue  increase is the result of additional
enrollments including those at the new East campus, and due to a $3,232 increase
in  advertising  revenue  related to the  publication  of the Renewal News.  The
operating  cost increase  consists of an $6,593  decrease in personnel  expense,
$10,646 increase in facility costs and $2,313 decrease in other operating costs.

The travel  services  operation was started on July 1, 1997 with the purchase of
an existing travel agency and the operating  results are included during the six
months ended March 31, 1998 with no comparable  amounts for the six months ended
March 31, 1997 as follows:
                                                                  Amount
                                                                  ------

                Sales                                            $696,617

                Cost of sales                                    $626,510
                                                                 --------

                Gross profit                                       70,107

                Operating Costs
                Personnel expense                 $69,255

                Facility cost                       4,304

                Other operating costs              14,075
                                                  -------
                     Total operating costs                         87,634
                                                                 --------

                Income (loss) before interest
                   depreciation and amortization                 $(17,527)
                                                                 -------- 
<PAGE>
General  corporate  overhead  increased by $15,621  primarily  due to management
compensation increases of $12,000 and professional fee increases of $3,500.

Other  revenue  consisting  primarily  of  interest  on travel  agency  deposits
declined by $15.  Depreciation and amortization  increased by $10,924  primarily
due to equipment and business acquisitions. Interest decreased by $534.

On September 30, 1997 the company sold its  wholly-owned  subsidiary  Hansen and
Associates,  Inc. dba Property Masters after determining to discontinue its real
estate  brokerage  and  property  management  line of  business.  The  financial
statements  have been restated to reflect the  operations of the subsidiary as a
discontinued  operation  reflecting  a 1997  operating  loss of  $2,806  with no
comparable amount for 1998.

Comparison three months ended March 31, 1998 to 1997

         The  loss  before  interest,   depreciation  and  amortization  expense
increased by $5,830. The increased loss consists of the following:

         Increase in Real Estate Education 1998
               operating income over 1997              $  11,668.

         Operating loss from 
               travel agency operation 
               during the three months
               ended March 31, 1998 with no
               comparable amount for 1997              $ (10,853).

         Increase in general
               corporate overhead                      $  (5,620).

         Decrease in other revenue                     $  (1,025).

The operating income from the adult education division improved by $11,668.  The
improvement  was due to an  $13,611  increase  in  revenues  offset  by a $1,943
increase in operating  costs.  The revenue  increase is the result of additional
enrollments  including those at the new East campus. The operating cost increase
consists of an $401 increase in personnel  expense,  $5,227 increase in facility
costs and $3,685 decrease in other operating costs.

The travel  services  operation was started on July 1, 1997 with the purchase of
an existing  travel  agency and the  operating  results are included  during the
three  months  ended  March 31,  1998 with no  comparable  amounts for the three
months ended March 31, 1997 as follows:

                                                                  Amount
                                                                  ------

                Sales                                            $281,339

                Cost of sales                                    $255,121
                                                                 --------

                Gross profit                                       26,218

                Operating Costs
                Personnel expense                 $20,859

                Facility cost                       2,528

                Other operating costs              13,684
                                                  -------
                    Total operating costs                          37,071
                                                                 --------

                Income (loss) before interest
                    depreciation and amortization                $(10,853)
                                                                 -------- 
<PAGE>
Effective  January 1, 1998,  management  reduced its full time  travel  staff to
bring  personnel  expenses in line with the revenue  production with a further a
reduction of its full time staff on May 1, 1998.

General  corporate  overhead  increased by $5,620  primarily  due to  management
compensation increases of $2,000 and professional fee increases of $3,500. Other
revenue  consisting  primarily of interest on travel agency deposits declined by
$1,025.  Depreciation  and  amortization  increased by $5,462  primarily  due to
equipment and business acquisitions. Interest decreased by $490.

On September 30, 1997 the company sold its  wholly-owned  subsidiary  Hansen and
Associates,  Inc. dba Property Masters after determining to discontinue its real
estate  brokerage  and  property  management  line of  business.  The  financial
statements  have been restated to reflect the  operations of the subsidiary as a
discontinued  operation  reflecting  a 1997  operating  loss of  $2,996  with no
comparable amount for 1998.


Financial Condition, Liquidity and Capital Resources
----------------------------------------------------

         The working capital deficit  increased  $10,884 from September 30, 1997
to  $211,771.  Current  assets  increased  by $159 from  September  30,  1997 to
$119,697.  The  increase  consists  of a  $13,406  decrease  in cash,  a $10,650
increase in accounts receivable,  an $1,000 decrease in notes receivable related
to the sale of  Hansen &  Associates  Inc.  dba  Property  Masters  and a $3,915
increase in prepaid expenses.

         Current  liabilities  increased  $11,043  from  September  30,  1997 to
$331,468.  The increase consists of a $25,000 increase in the notes payable bank
related to the new  $30,000  line of credit  obtained in March,  1998,  a $9,775
decrease in the current portion of long-term debt, a $3,562 increase  related to
the accrued  interest on the debentures,  a $28,917 decrease in accounts payable
and a $2,436  increase  in  accrued  expenses.  Unearned  tuition  increased  by
$18,747.

Advances  to  officer  made  pursuant  to  the  officer's  compensation  program
decreased by $23,743.  The long term note  receivable of $46,544  relates to the
sale of Hansen and Associates  Inc. and decreased by $5,500 due to  collections.
Property and equipment decreased by $4,142 as a result of equipment acquisitions
of $1,182 offset by depreciation of $5,324. Goodwill increased by $18,962 due to
the issuance of the contingent shares related to the 1996 acquisition of Western
College,  Inc.  valued at  $20,000  offset by  amortization  of  $1,038.  Course
materials  decreased  by $982 due to  amortization.  Other  assets  decreased by
$18,613.

         In February 1997, the Company  acquired 35.66 acres of undeveloped land
in Glenn County,  California which is recorded for financial  reporting purposes
at $602,233.  The land has been pledged as collateral for three trust deed notes
payable  totaling  $601,000.  The Company is planning  the  formation  of a Real
Estate Investment Trust (REIT) or other alternative to whom the undeveloped land
would be sold or  contributed.  Interest  payments on the second and third trust
deed notes payable are  delinquent  and the holder of the second trust deed Note
payable  filed a notice  of  default  on March  30,  1998.  If the REIT or other
alternative is not formed with the resulting sale or  contribution  of the land,
the Company will be required to take other steps to sell the land which could be
at a sales price that would be less than the trust deed notes payable.

The July and August 1997  purchase  price of the travel  agencies  exceeded  the
indentifiable  tangible assets of the agencies by $110,288 and relates primarily
to the value of the income production of the approximately 175 Home Based Travel
Agents who place their travel sales  through  FirsTravel . The original cost has
been  reduced by  amortization  of $16,543 with  $11,029 of  amortization  being
recorded in the six months ended March 31, 1998.

Long-term debt decreased by $5,756 due to payments.  The convertible  debentures
of  $56,450  plus  the  related  accrued  interest  are  classified  as  current
liabilities  as they were due on December 31, 1996.  Currently,  the  debentures
remain  unpaid and the Company  believes  that they will  eventually  be retired
through conversion to the Company's Class A common stock,  although no assurance
that such a conversion will be elected by the debenture holders.
<PAGE>
The  Company's  management  has  continued  its  program to expand the  services
operations  through  further  expansion  of its  existing  operations  plus  the
acquisition of other service  organizations.  Working capital continues to limit
the  expansion  of the Company  although the Company in February  1997  acquired
35.66 acres of  undeveloped  land for 250,000 Class A shares of its common stock
plus approximately  $500,000 of trust deed notes payable. The Company intends to
plan the  development  of the parcel and has used the land as  collateral  for a
$100,000  loan  to  provide  an  interim   resolution  to  the  working  capital
deficiency.  Further,  in  March  1998 the  Company  obtained  a one  year  bank
revolving line of credit in the amount of $30,000.  Additionally, the Company is
aggressively investigating  acquisitions of adult education,  travel services or
other  operations that are compatible with the existing  operations and that can
be acquired for the Company's common stock or with debt that is retired from the
cash flow from the acquired operation.  Further, the Company plans to complete a
private placement aggregating approximately $150,000 to provide working capital,
fund the  acquisitions  and retire a portion of the long-term debt. No assurance
can be given the acquisitions will be completed or the private placement will be
successful.

In May  1998,  The  Company  signed a letter of  intent  to  acquire  all of the
outstanding shares of Neo Vision, Inc. For additional information,  reference is
made to Item 5 Other Information of this report.

Item 3.  Defaults Upon Senior Securities
         -------------------------------

The  Company  currently  is in  default on the  payment  of various  convertible
debentures in the outstanding  principal amount of $56,450.  The Company also is
in default on various  trust deed notes  payable  with respect to 35.66 acres of
undeveloped land it owns in Glenn County,  California (the "California Land") in
the amount of $601,000,  and the holder of the  $276,600  first and second trust
deed  notes  payable  has  filed  a  notice  of  default  with  respect  to  the
non-.payments on the related notes. The Company is pursuing various alternatives
for realizing the value of the  California  land,  including the  possibility of
forming a Real Estate Investment Trust (REIT) to whom the undeveloped land would
be sold or  contributed.  If the Company is unable to pay the balance due on the
first  and  second  trust  deed  note  payable,  then the  Company  may lose the
California Land in a foreclosure  sale and would be liable for any deficiency in
the payment on the notes  securing  the land,  which could be  substantial.  The
Company  currently  does not have the ability to pay any of its defaulted  debts
and no assurance can be given that the Company will have  sufficient  capital to
pay such debts.

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

On May 28,  1998,  the Company  signed a letter of intent to acquire Neo Vision,
Inc. in tax-free  exchange of 2,000,000 of the  Company's  Class A common shares
for all of the  outstanding  shares of Neo  Vision,  Inc.  The  letter of intent
provides for a closing on June 30, 1998 but is subject to several  contingencies
and the due diligence review of both parties. Neo Vision, Inc. (Neo), an Arizona
corporation,  has been in the  development  stage since its  inception  in June,
1997.  Neo has developed  the  technology  to provide  out-of-home,  high impact
advertising,  programming and information to remote audiences using state of the
art,  computer,  video and signal  transmission  technology.  Neo  concluded the
development phase of its operation in mid June 1998 with the start of operations
of the three video screens that have been  installed in Las Vegas,  Nevada.  The
letter of intent  further  provides for the issuance of common  shares of United
States  Aircraft   Corporation   contingent  upon  Neo  meeting  certain  future
conditions  that prove the viability of the  technology  and the goodwill of the
Neo Vision,  Inc.  product.  If all of the contingent  shares are issued the Neo
shareholders  would own  approximately  80% of the outstanding  shares of United
States Aircraft Corporation.  The letter of intent also provides for an increase
in the Board of Directors at closing to nine individuals with one of the current
outside directors resigning and the election of five new members to the board of
directors two of whom will be outside directors  nominated by Neo.  Additionally
the letter of intent  calls for the filing of a proxy  statement  shortly  after
closing for a  shareholders'  meeting where the following  will be presented for
shareholder approval:
<PAGE>
     *    Authorization  of new common  shares and an exchange of the  currently
          authorized Class A and B shares for the new common share.
     *    Authorization  of preferred  stock with the Board of  Directors  being
          authorized  to  establish  preferences  for  separate  classes  of the
          preferred stock.
     *    Approval  of a  name  change  to  Neo  Vision.  Systems,  Inc.  and  a
          restatement of and revision to the articles of incorporation.
     *    Adoption  of a stock  option  plan along with  approval of the initial
          grants.

At this time no assurance can be given that the acquisition of Neo Vision,  Inc.
will be completed




PART II.   Other Information
           -----------------

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

                A. 27 - Financial Data Schedule


               None






                                   SIGNATURES
                                   ----------

Pursuant to the requirements 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.



                       UNITED STATES AIRCRAFT CORPORATION
                       ----------------------------------




Date: 6-29-98          /s/ Harry V. Eastlick
      -------          ----------------------------------------------------
                       Harry V. Eastlick, President and Chief
                       Executive Officer





Date: 6-29-98          /s/ Harry V. Eastlick
      -------          ----------------------------------------------------
                       Harry V. Eastlick, Acting Chief Financial Officer