U.S. SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                           FORM 10K-SB

        Annual Report Pursuant to Section 13 or 15(d) of
               the Securities Exchange Act of 1934

For the fiscal year ended
Commission File                             Number
December 31, 1997                                      33-48017-A

           EXECUTIVE WEALTH MANAGEMENT SERVICES, INC.
                     (a Florida corporation)
     (Exact name of Registrant as specified in its Charter)
              Florida                            59-2087068
------------------------------               --------------------
State or other jurisdiction of                    I.R.S. Employer
incorporation or organization               Identification Number

  1800 Second Street, Suite 780, Sarasota, Florida  34236-5900
       (Address of principal executive offices, zip code)

Registrant's telephone number, including area code:  813/365-4200

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:  None

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 /  /.

For the year ended December 31, 1997, the Registrant had revenues
and other income of $4,172,716.

As  of  December  31, 1997, the Registrant had  5,000,000  Shares
authorized  and  2,615,485  Shares  outstanding.   The  aggregate
market  value  of  the outstanding shares held by non-affiliates,
computed  by  reference  to the price  at  which  the  stock  was
originally sold is $1,457,992.

                             PART I

Item 1.   Description of Business

     Background:  EXECUTIVE WEALTH MANAGEMENT SERVICES, INC. (the
"Company"  or  "Executive") was incorporated by its  initial  and
original  shareholders under Florida law in June, 1981 under  the
name  of Executive Securities, Inc.  Effective January 17,  1996,
the Company changed its name.  Prior to its acquisition by Gaeton
(Guy)  S.  Della  Penna in March, 1990, the  Company's  principal
activities   related  to  real  estate  investments  which   were
syndicated  by the then shareholders and control persons  of  the
Company and offered on a limited and a private basis.  In  March,
1990,  Guy S. Della Penna acquired all of the outstanding  Common
Stock of the Company.

     Since his acquisition of Executive in March, 1990, Mr. Della
Penna  has enhanced the operating capabilities of the Company  by
causing  it  to  become  a fully disclosed broker-dealer  and  by
enlarging activities to include substantially all aspects of  the
investment securities business and to offer and sell  both  on  a
best  efforts underwritten agency or broker basis, a wide variety
of   investment  securities.   Pursuant  to  certain   exemptions
provided  under the rules and regulations adopted by  the  United
States  Securities  and Exchange Commission, Executive  does  not
handle or retain customer funds and presently effects all of  its
clearing  operations and custodial responsibilities  through  two
New   York  Stock   Exchange  Member  Firms:   Raymond  James   &
Associates,  Inc.  in St. Petersburg, Florida  and  J.W.  Charles
Clearing Corp. in Boca Raton, Florida.

     Presently, the Company is registered  as a securities broker-
dealer  under  the Securities and Exchange Act of  1934  and  the
state   securities  statutes  of  Alabama,  Arizona,  California,
Colorado,  Connecticut,  Delaware,  Florida,  Georgia,  Illinois,
Indiana,   Iowa,   Kansas,  Kentucky,  Louisiana,  Massachusetts,
Maryland,  Maine,  Michigan,  Minnesota,  Missouri,  Mississippi,
Nebraska,  Oklahoma, Oregon, New Jersey, New Mexico, Nevada,  New
York,  North  Carolina, North Dakota, Ohio,  Pennsylvania,  South
Carolina,  Rhode  Island,  Tennessee, Texas,  Virginia,  Vermont,
Washington,  Wisconsin, West Virginia and Wyoming.  Executive  is
also  a  member of the National Association of Securities Dealers
Regulation,  Inc.  ("NASDR") which is  the  self-regulatory  body
exercising  broad supervisory powers over the investment  banking
industry  and securities broker-dealers operating in  the  United
States.   As required by law, Executive is also a member  of  the
Securities  Investor Protection Corporation ("SIPC") which  is  a
public  corporation established to afford a measure of protection
to the account balances of customers of securities broker dealers
which become insolvent.

      On  June  30, 1997, the National Association of  Securities
Dealers  Regulation, Inc. (NASDR) approved the Company's  request
to  amend  the firm's Restrictive Agreement.  Prior  to  the  new
agreement,  the  Company was limited as to the number  of  branch
offices and registered persons, respectively.  Due to a change in
the  NASDR  rules  and regulations, member firms  are  no  longer
limited  as  to  the  number of branches or  registered  persons.
However,  the  NASDR  does  review  the  Companys  policies  and
procedures  designed  to  oversee the  activities  of  registered
persons.   All business and administrative assistance and support
will  continue  to flow directly through the Main OSJ  office  in
Sarasota,  Florida  to monitor activities for strict  compliance.
The  Company currently has eight branch offices and 62 registered
representatives.

      The  Company  presently conducts its investment  securities
business  from  offices maintained in Sarasota,  Florida,  Tampa,
Florida,   Delray  Beach,  Florida,  Naples,  Florida,  Longwood,
Florida   Altamonte Springs, Florida, Spring Hill,  Florida,  and
New York, New York.  The Company's main office is located at 2323
Stickney Point Road, Sarasota, Florida  34231.

The  Company has been approved as a Registered Investment Advisor
by  the states of Florida, Texas, and New Mexico.  Executive also
offers insurance products and advisory services to its customers,
as   well  as  consulting  services  relating  to  tax  planning,
retirement and estate planning.  Executive and certain registered
representatives  of  the Company  hold all  appropriate  licenses
with  respect  to  the  offer and sale of insurance  and  related
products in the states of California, Florida, Georgia, Illinois,
Kansas, North Carolina, Pennsylvania and South Carolina.

       The  Company  has  and  will  continue  to  operate  as  a
specialized  investment banking firm offering on a best  efforts,
agency  or brokerage basis, investment media and services to  its
customers  which  include common and preferred stocks,  corporate
and   municipal   bonds,  United  States  Treasury   obligations,
interests  in direct participation programs (principally  limited
partnerships), shares of mutual funds, investment  and  financial
planning, as well as investment analysis and recommendations on a
limited  basis.  Such services are rendered solely in  connection
with  the  purchase  or  sale of securities  or  the  anticipated
purchase  or  sale  of securities, as well as variable  insurance
products.  The Company is a "fully disclosed" securities  broker-
dealer  and  exercises  no  custodial powers  over  its  customer
accounts.

      The  Company  has  and will continue to attract  additional
securities  brokers to staff its current offices  and  additional
offices, if any, by offering a more favorable commission  sharing
arrangement  than  is  believed to  be  available  to  securities
brokers  who are associated with large securities broker  dealers
operating a national system of offices.  Additionally, management
may  offer qualified securities brokers equity ownership  in  the
Company  on an initial and continuing basis through the grant  of
options  under  an  Incentive Stock  Option  Plan  which  may  be
established  by the Company.  Under this Incentive  Stock  Option
Plan,  a qualified securities broker could be offered options  to
purchase  shares as an initial inducement to associate  with  the
Company.    Thereafter,  based  upon  such  securities   broker's
performance,  such  securities broker may be  granted  additional
options  to  purchase  shares under  the  plan  as  a  continuing
inducement  for  his continued association.  The  grant  of  such
options is intended to provide a greater incentive for compliance
diligence  and employment longevity to the securities  broker  by
their  having  an  ownership interest in  the  Company.   In  its
efforts  to  attract additional securities brokers,  the  Company
will  seek securities broker personnel who, except under  certain
circumstances, have been in the securities business for  five  or
more  years,  are of good business repute, reflect an  acceptable
level of expertise in the securities industry, particularly  with
reference  to the types of investment media and services  offered
and  intended to be offered, hold all requisite licenses in order
to  permit  immediate business activity, shall have developed  an
acceptable  clientele  and  may  have  a  reasonable  degree   of
participation in area community affairs.

     During 1996, the majority stockholder purchased 9,581 shares
of pre-split common stock at $6.00 per share from the Company.

      In May, 1996, the Board of Directors passed a resolution to
split  the  outstanding common stock shares of  Executive  Wealth
Management  Services,  Inc. on a five  for  one  basis  effective
September  20,  1996.   Common  stockholders  of  record  as   of
September  20,  1996, were entitled to the five for  one  forward
common stock split.

      During  the first quarter of 1997, the majority shareholder
purchased 42,500 shares of common stock at $1.20 per share.

      In June, 1997, the Company initiated a private placement of
250,000 shares of the Companys Common Stock at a price of  $2.00
per  share.   Net  proceeds from the sale were used  for  general
working capital and expansion of operations.  As of December  31,
1997, 81,500 shares were sold under the offering.

      Competition:   Presently,  the Company  encounters  intense
competition in the conduct of its securities business.   In  such
regard,  the investment securities business is highly competitive
and there are many firms with capital and personnel resources far
in  excess of those which are presently available to the Company.
Additionally, it is affected and will continue to be affected  by
the  investing public's interest in the securities of issuers  or
the  type of securities which are offered by the Company  through
its Sarasota, Florida office and/or its branch office system.  In
such  regard, the type of securities offered and related services
of  the  Company  are  and  will be  in  competition  with  other
investment media and related services offered by other securities
broker-dealers  and financial intermediaries such  as  commercial
banks, savings banks and similar institutions.

      Regulation:   As a securities broker-dealer,  Executive  is
subject   to   comprehensive  regulation.   Such  regulation   is
primarily  carried  out  by  the  NASDR  and  the  United  States
Securities and Exchange Commission (the "Commission")  and  to  a
lesser  degree  by the securities regulatory authorities  of  the
several  states, including Florida.  In such regard, the  Company
is  required  to  comply with a substantial  body  of  rules  and
regulations  principally  administered  by  the  NASDR  and   the
Commission.  The NASDR is a self-regulatory body, the  membership
of which is constituted by securities broker-dealers operating in
the  United  States.  The principal purpose of the  NASDR  is  to
implement  and  assure compliance with the bylaws and  rules  and
schedules  thereto of the NASDR which are primarily  intended  to
prevent  fraud and to assure fair dealing by NASDR  members  with
the  investing  public.  By becoming a member  of  the  NASDR,  a
securities  broker-dealer  such  as  Executive  submits  to   the
jurisdiction and enforcement powers of the NASDR.  As  a  result,
member  firms  are  subject to disciplinary  action  as  well  as
suspension  from  membership or expulsion.   The  Commission,  in
addition to acting in a review capacity with respect to the NASDR
member disciplinary action, is vested with broad statutory powers
permitting  it to conduct investigations and to seek remedial  or
punitive   sanctions   against  securities   broker-dealers   for
violations  of  the  Federal  securities  laws.  Presently,   any
securities    broker   such   as   Executive    which    utilizes
instrumentality's of interstate commerce such  as  the  mails  is
required  to become a member of the NASDR as well as a securities
broker-dealer  registrant under the Securities  Exchange  Act  of
1934.   Regulatory  authority is also exercised  over  securities
broker-  dealers  by state securities authorities  in  which  the
securities broker-dealer conducts its business.

Regulatory Net Capital

     As a securities broker-dealer, the Company is subject to the
net  capital  rules of the United States Securities and  Exchange
Commission  and  similar rules in force in the states  where  the
Company  is  registered  as  a  securities  broker-dealer.    The
aggregate indebtedness of a securities broker-dealer in  relation
to  its  net  capital is also subject to Commission rules.   Such
rules  are  somewhat  complex in the manner that  regulatory  net
capital  is  computed.  In summary, however, the  computation  of
regulatory net capital relates to the stockholder's equity of the
Company  taking  into account deductions from such  stockholder's
equity  which  relate to non-allowable assets which  are  a  non-
liquid  type  and  reductions in the market value  of  investment
securities  owned  by  the  Company  in  accordance  with   rule-
prescribed   "haircuts".    Under  the   rules,   the   aggregate
indebtedness  of the Company in relation to its net  capital  may
not exceed a ratio of 15 to 1.

       The  Company  is  also  subject  to  periodic  unannounced
inspections and examinations conducted by the staff of the NASDR,
the  Commission  and  the personnel of various  state  securities
authorities, including Florida.  Additionally, the Company is and
will  continue  to  be  required  to  conduct  its  business   in
accordance with the high standards of commercial honor which have
been  adopted  and are enforced by the NASDR and  the  Commission
relating to investors suitability, segregation of investor funds,
the  requirement  to  promptly  transmit  investor  funds  to  an
authorized  custodian, disclosures to investors with  respect  to
positions,  if  any,  of the Company in securities  in  which  it
engages  in  trading activities and fairness as  to  compensation
arrangements  concerning  public  offerings  where  it  acts   as
underwriter.

      Violations of regulatory requirements can result  in  swift
and  severe regulatory sanctions being imposed by the NASDR,  the
Commission  and  various  state  regulatory  authorities.    Such
impositions may result in the total discontinuation of a  broker-
dealer's  business for a stated or indefinite period of  time  or
permanently.

Item 2.   Description of Properties

      The  Company's main office presently occupies approximately
2,500 square feet of leased office space located at 2323 Stickney
Point   Road,  Sarasota,  Florida.   The  Company  also  occupies
approximately  1,600 square feet of leased space at  1800  Second
Street, Suite 780, Sarasota, Florida.

     The lease on the office space at Stickney Point Road expires
in  October 1998 and the lease on 1800 Second Street also expires
in  September, 1998 but may be renewed for an additional one-year
terms.   Monthly  rental  payments for the  Stickney  Point  Road
office  which  are  fixed and the 1800 Second Street  office  are
$2,966  and  $2,996, respectively.  The lease agreement  for  the
1800 Second Street office allows for escalation of the rentals on
an  annual basis based upon increases in the consumer price index
with  a  cap  of  4%  in any 12 month period  before  the  annual
adjustment and charges are passed through to the Company  for  ad
valorem taxes.

      The Company also leases approximately 1,300 square feet  of
office  space  at 700 Front Street, San Diego, California.   This
lease  expires  on March 31, 2002.  Monthly rental  payments  are
$3,000 and is leased from the majority shareholder.

      In  the  opinion  of  management, the leasehold  and  other
property interests of the Company are adequately insured  from  a
hazard occurrence and liability standpoint.

Item 3.   Legal Proceedings

      As  of  December 31, 1997, to the knowledge of  management,
there  were no pending or threatened lawsuits against the Company
or its officers.  Actions have been filed against Mr. Della Penna
individually,  and  not in the capacity  as  an  officer  of  the
Company.   It is the opinion of counsel for the Company that  the
actions will not have a material affect on the current or  future
operations of the Company.

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

     The Company will notice and convene an annual meeting of its
Shareholders  in 1998.  Shareholder business to be transacted  at
such  meeting  is expected to involve, among other  things,   the
election of directors and the ratification of the appointment  of
the Company's independent certified public accountants.

                            PART II

Item 5.   Market For Registrants Common Stock, Equity and Related
Stockholders Matters

      As  a  corporation formed under Florida law, the Registrant
has   5,000,000  shares  of  Common  Stock  authorized  of  which
2,615,485 shares are outstanding as of December 31, 1997.  As  of
December 31, 1997 there were 65 stockholders of record.

      For  fiscal years ended December 31, 1997 and 1996, no cash
dividends have been declared on the outstanding shares of  common
stock.

      There  is  no  present market for the Common Stock  of  the
Company.

Item 6.   Selected Financial Data
          
          Current Operations

The  table set forth below reflects the source of revenue  earned
by the Company during the years ended December 31, 1997 and 1996.
<TABLE>
<CAPTION>
                                                       Increase/
Source of Revenue Earned           1997      1996      (Decrease)
------------------------
<S>                            <C>        <C>          <C>
Commission:
Transactional               $   2,331,860 $ 1,516,059  $  815,801
Mutual fund sales                 581,119     687,433    (106,314)
Insurance/Annuity                 564,810     402,736     162,074
Investment banking fees           325,303      58,116     267,187
Sale of direct
 participation programs           224,725     252,260     (27,535)
                               ----------- ----------  -----------
  Total Commissions             4,027,817   2,916,604   1,111,213
                              
Other:
Misscellaneous                    144,899      83,440      61,459
                               ----------- ----------- -----------
TOTAL                      $    4,172,716  $3,000,044 $ 1,172,672
                               =========== =========== ===========
</TABLE>

     Overall total revenue increased $1,172,672 or 39.10% for the
year ended December 31, 1997, as compared to same period 1996.

     The Company has a diverse base of registered representatives
at   December  31,  1997,  ranging  from  transactional  oriented
producers  to insurance and mutual fund producers.  Transactional
revenue  was  approximately 55.90% of total revenue, compared  to
50.5% at December 31, 1996.  This increase is due to the increase
in production as well as general market conditions experienced in
the  three Orlando, Florida area branches.  One branch office was
opened  in  Delray  Beach, Florida during the second  quarter  of
1997.

       Mutual   fund  revenue  and  limited  partnership  revenue
decreased  $106,314 and $27,535 or 15.5% and 11.0%, respectively.
These  decreases  are  due  primarily to  market  conditions  and
changes.

      Insurance and annuity revenue increased 40.30% or  $162,074
for  the period ended December 31, 1997, as compared to the  same
period  ended 1996. This change reflects a deliberate  change  in
focus  towards diversification of business at the corporate level
throughout  the existing branch system as well as recruitment  of
representatives.

      Investment  banking fees increased $267,187 or 459.80%  for
the  year ended December 31, 1997 as compared to the same  period
ended  1996.  This increase relates to the fact that the  Company
was  successful  in  bringing  a  best  efforts  offering  of  an
affiliate,  Federal Mortgage Management II, Inc.  to  the  public
during December 1997.

      Miscellaneous revenue increased $61,459 or 73.70%  for  the
year ended December 31, 1997 as compared to the same period ended
1996.   This increase is in direct proportion to the increase  in
transactional  revenue, which increased $815,801 or  53.90%  over
the same period.

      This  historical increase in revenues is  not  expected  to
continue during fiscal 1998.  This is due to the fact that one of
the  Altamonte Springs branch offices moved to their  own  broker
dealer  during the fourth quarter of 1997.  Although  the  branch
contributed  approximately  18.3% of total  revenues  for  fiscal
1997, the Company is in negotiations with a number of brokers and
other  NASD  member branch offices to supplement  this  temporary
loss  of  revenue and anticipated an ultimate increase in overall
revenues.

      As  a  result of expansion activities during most of fiscal
1997, not only did the Company experience increased revenues, but
the  related expenses have also increased.  The table  set  forth
below  reflects  the expense categories of the Company  in  which
there  were significant increases or decreases for the year ended
December 31, 1997, as compared to the same period in 1996:
<TABLE>
<CAPTION>

                                                       Increase/
Expense Category                  1997      1996       (decrease)
----------------               ---------- ----------   -----------
<S>                            <C>        <C>          <C>
Advertising                    $    6,969 $    4,165   $    2,804
Board of Directors fees            20,000     16,000        4,000
Branch office support              58,000       ---        58,000
Clearing charges                  322,314    238,889       83,425
Commissions                     3,131,258  2,275,456      855,802
Consulting                         57,720     49,988        7,732
Insurance                          10,412     16,651       (6,239)
Occupancy                          92,946     89,343        3,603
Office Expense                     25,130     27,041       (1,911)
Salaries/Wages                    373,702    316,308       57,394
Taxes                              34,394     29,991        4,403
Telephone                          31,661     26,789        4,872
Travel/Entertainment               35,952     50,874      (14,922)
</TABLE>

      Advertising  expense increased $2,804 for  the  year  ended
December 31, 1997, compared to the same period ended 1996.   This
increase relates to general advertising by the Company.

     Board of Directors fees increased $4,000 or 25% for the year
ended  December  31, 1997 as compared to the  same  period  ended
1996.  This increase relates to the addition of one board member,
specifically,  Mr. Dennis B. Schroeder during  the  third  fiscal
quarter of 1997.

      Branch office support increased $58,000 for the year  ended
December 31, 1997, compared to the same period ended 1996.

      Clearing charges increased for the year ended December  31,
1997  as compared to the same period in 1996 in the aggregate  of
$83,425  or 35%.  This increase is directly attributable  to  the
increase  in  transactional commission income.  The  increase  of
$83,425 compared to the increase in
transactional revenue of $815,801 equates to approximately  10.3%
of  the  increase  in  transactional  revenue.   The  Company  is
currently  reviewing  alternative clearing  agreement  terms  and
arrangements.

      Commission  expense increased $855,802 for the  year  ended
December 31, 1997. The increase  equates to approximately 73%  of
the  net  increase in total revenue.  This increase is in  direct
proportion  to the overall increase in revenue when  compared  to
the  year  ended December 31, 1997 and to the same  period  ended
1996, specifically 75.1% and 75.8%, respectively.

     Consulting fees increased $7,732 for the year ended December
31,  1997,  as  compared  to the same period  ended  1996.   This
increase  relates to the fact that during the second  quarter  of
1997,  the  Company entered into a contract with a board  member,
Dr. Robert E. Windom.  Dr. Windom is compensated $2,000 per month
to expand the marketing and servicing of Affinity Groups.

      Insurance  expense decreased $6,239 or 37.5% for  the  year
ended  December 31, 1997, compared to the same period ended 1996.
This  decrease  relates  to the fact that  individual  states  no
longer require surety bonds.

     Occupancy costs increased by $3,603 or 4% for the year ended
December 31, 1997 as compared to the same period in 1996.
     
      Office  expense decreased $1,911 or 7% for the  year  ended
December  31,  1997  as compared to the same period  ended  1996.
Office  expense  includes supplies, printing  and  postage.   The
decrease   is  attributable to the Companys focused  efforts  to
decrease variable overhead during 1997.

      Salaries and wages increased $57,394 or 18.2% for the  year
ended December 31, 1997, as compared to the same period ended  in
1996.  This increase relates to the Company employing a full time
compliance  officer  as  well as an accounting  assistant.   Such
decision  was  based primarily upon the Companys prior  reliance
upon  only  one  individual to oversee both  the  compliance  and
accounting functions of the Company.  Coupled with the growth  of
the number of representatives, branches and revenue during fiscal
1997, the increased work load to process, monitor and oversee the
transactions required additional personnel.

     Taxes increased $4,403 or 14.7%, for the year ended December
31,  1997  as  compared  to  the same period  ended  1996.   This
increase directly relates to increases in the number of personnel
and to salaries and wages in general.

      Telephone  expense increased 18.2% or $4,872 for  the  year
ended  December  31, 1997 as compared to the  same  period  ended
1996.  This increase relates to the Stickney Point Road location.
During  the  second  quarter of 1997, the phone  system  at  that
location  was  upgraded to include voice mail and to  accommodate
several  registered persons that were hired during that  quarter.
However,  upon  termination of several of  the  individuals,  the
costs  associated with the phone system, including  line  charges
and  long distance charges, were reevaluated and eliminated.  The
Company  does  not expect increases in telephone  expense  during
1998, unless more representatives are added at the Stickney Point
Road location.

     Travel and entertainment decreased $14,922 or 29.4% for the
year ended December 31, 1997, as compared to the year ended
December 31, 1996.  This decrease relates to the Company's cost
cutting efforts.  It is expected that travel expenses will
increase during fiscal 1998 due to the fact that the Company will
be increasing its Affinity Group marketing efforts.

Item 7:   Management Discussion and Analysis of Financial
Condition and Result of Operations

   Total revenue increased 39.1% for the year ended December  31,
1997, compared to a 50% increase for the year ended December  31,
1996  over  the same period ended 1995.  During 1998,  management
anticipates a significant decrease in transactional revenue for a
least   the   first  two  fiscal  quarters.   This  decrease   is
anticipated and expected due to the loss of one of the  Altamonte
Springs   branches  as  well  as  general  market  and   seasonal
conditions.  However, the Company believes that with  the  Delray
Beach,   Florida  office,  the  New  York  office   and   several
prospective  registered  persons  and other  NASD  broker  dealer
branch  offices  with which the Company is in  negotiations,  the
decrease   in transactional revenue will be offset.    Management
is also reviewing a plan to cut overall, line item expenses.

   The  Company  participated  in three  underwritings  in  1997,
specifically,  The  Outlet Mall Network, Inc. (OMNI).   Federal
Mortgage Management II, Inc. (FMMII), and the Executive  Wealth
Management  Services, Inc.  (EWMS) private offering of  250,000
shares of common stock.

   Effective September 26, 1995, the Company began a best efforts
private  placement of $500,000 in 12% Promissory Notes  ("Notes")
for  HomeVestors.  As a result of the placement of  these  Notes,
the  Company  earned placement fees of $10,000 and note  offering
management fees of $3,000 for the year ended December  31,  1996.
The  offering  was  closed in 1996, hence  the  Company  did  not
receive any fees related to this financing during fiscal 1997.

   During  fiscal  1997, the Company acted as managing  placement
agent on a best efforts basis for the Outlet Mall Network, Inc.  The
private  placement  offering was for 2.5 million units.  The  Company
earned  commissions and placement fees of $111,287 for  the  year
ended  December  31, 1997.   Additionally, for  serving  as  best
efforts managing placement agent, Executive received warrants  to
purchase  shares of OMNIs Class B Common Stock.  The  warrants
have  an  exercise price of $2.00 and expire June 10, 2007.   The
Company  has  assigned no value to the warrants due to  the  fact
that  there  is  no liquid quotable  market and therefore,  their
value is not determinable.

  The Company began  a best efforts public offering of $5,000,000
in  Promissory Notes in Federal Mortgage Management II, Inc.   As
of December 31, 1997, the Company had placed $1,532,500 principal
balance  of  the  Notes.  As of December 31,  1997,  the  Company
earned  commissions  of  $109,530  offering  management  fees  of
$43,055 and a non accountable expense allowance of $36,670.

Effective December 15, 1995, the Company initiated a new private placement
of  80,000  shares of the Company's stock at  $6  a  share.   The
shares  contained  in this offering were drawn equally  from  the
authorized  but unissued shares of the Company and  the  majority
shareholder.   As  of  December 31,  1996,  approximately  25,860
shares  of the Company's stock had been sold resulting  in  gross
proceeds to the Company of approximately $77,600.

      In May, 1996, the Board of Directors passed a resolution to
split  the  outstanding common stock shares of  Executive  Wealth
Management  Services,  Inc  on a five  for  one  basis  effective
September  20,  1996.   Common  stockholders  of  record  as   of
September  20,  1996, were entitled to the five for  one  forward
common stock split.

      During  the first quarter of 1997, the majority shareholder
purchased 42,500 shares of Common Stock at $1.20 per share.

      On  June 9, 1997, the Company initiated a private placement
of  250,000  shares of the Companys Common Stock at a  price  of
$2.00  per  share.   Net proceeds from the  sale  were  used  for
general  working  capital and expansion  of  operations.   As  of
December  31,  1997,  81,500 shares were  sold  and  the  private
placement was closed.

      As of March 13, 1997, the Company had entered into a Letter
of  Intent with American Healthcare Alliance ("AHA"), the largest
nationwide  network  of  Preferred  Provider  Managed  Healthcare
Systems   and  Organizations,  whereby  the  parties  agreed   to
undertake  a  formal contractual relationship in which  Executive
will engage in the marketing, on an endorsed basis, of designated
financial  services  and products as well as  other  services  to
physician  and  healthcare providers who  are  members  of  AHA's
Preferred Provider Organizations.  In this regard, Executive  has
obtained  an  exclusive  marketing agreement  with  the  nation's
largest provider of a pre-paid tax audit defense program to offer
their  services  to AHA's 180,000 plus physician  members  on  an
endorsed  basis.  The marketing of this program, conducted  on  a
direct  mail  basis, commenced on February 4, 1997.  Pursuant  to
the  terms  of  the  exclusive marketing agreement,  the  Company
receives first year and renewal commissions on the fees  paid  by
the physician members for the service.

      On  August 19, 1997, the Company entered into a  Letter  of
Intent  with  FLAMEDCO,  Inc., a for  profit  subsidiary  of  the
Florida  Medical Association, Inc., to market a Business  Owners
Policy   to   the  physician  members  of  the  Florida   Medical
Association.   The  Company  and  FLAMEDCO,  Inc.  are  currently
negotiating  the  terms of a formal contract for  this  marketing
endeavor.

      On  October  22,  1997,  Executive  prepared  a  Form  SB-2
Registration  Statement  under the  Securities  Act  of  1933  to
conduct  a  Secondary  Public Offering of  the  Companys  Common
Stock,  with the intent of fulfilling the requirements  necessary
to  be  listed on a national stock market exchange.  The  Company
has  engaged the services of FMC Capital Markets, Inc. to  assist
it in locating a qualified broker/dealer to conduct the Secondary
Public  Offering and Executive is presently meeting with  various
groups  and broker/dealer entities who have shown an interest  in
the Company.

      In  addition  to  AHA,  Executive  has  also  entered  into
contracts  with  the pre-paid tax audit defense  firm  to  market
their services,  on an exclusive basis, to members of other large
medical andhealthcare affinity groups and associations including,
but  not  limited  to Kentucky Medical Association  (KMA),  the
American  Medical  Association (AMA) and  the  Colorado  Dental
Association (CDA).  On December 15, 1997, various executives of
the  Company  made  a  formal presentation to  personnel  of  AMA
Solutions,  Inc.  concerning  the tax  audit  defense  firm.   On
February  18, 1998, counsel for AMA Solutions, Inc.  advised  the
Company  that  they have decided to submit the tax audit  defense
service  as  a  new  product for potential  solicitation  to  AMA
physician  members and that a business plan would be  drafted  in
the near future concerning the implementation of the service.

      In  April, 1996, the Company secured a Super Master General
Agent Contract with an A+ (Superior) (A.M. Best rating) insurance
company  to market, on a wholesale level, the insurance company's
Universal  Life  Insurance,  Term  Insurance,  Survivorship  Life
Insurance  and  Annuity products.  These insurance  products  are
marketed  by   Executive to insurance agents and  agencies  on  a
national level, who in turn offer the products at retail to their
clients  and prospect.  Executive receives an override commission
on each insurance policy or annuity that is sold by the agents or
agencies who license under Executive's Super Master General Agent
Contract.

Future Operations

      At  September  30, 1997, the Company had  approximately  98
registered  representatives.  At December 31,  1997  this  number
dropped  to  approximately 65.  The Company realizes the  decline
will  have  a significant impact on the revenues of the  Company.
To  compensate  for  the loss of revenues   attributable  to  the
decline of registered persons, the Company has devoted much  time
and  energy to the development of a plan to increase revenues and
decrease expenses.  The plan includes, but is not limited to  the
following:

          Evaluate more cost effective clearing services;

          Work with current branch offices to promote recruitment   
          of seasoned professionals;

          Hire an in-house recruiter who is to be compensated   
          in overrides;

          An across the board cost cutting to lower expenses as a
          percentage  of total revenues.  The same  approach  was
          used  in fiscal 1994, when 1993 figures reflected  that
          total  expenses were 153.5% of revenue.  The  plan  was
          successful  and dropped the percentage of  expenses  to
          revenues to 103.6%.  Like the 1994 plan, which  focused
          on  increasing  of  revenues while  at  the  same  time
          decreasing expenses, the 1998 plan is comparable in its
          focus.   Management realizes that it is more  difficult
          to    increase   revenues   by   way   of    recruiting
          representatives  than  to  increase  revenues  with  an
          existing  sales force, hence, the hiring of an in-house
          recruiter with minimal upfront cost and more  back  end
          incentive relative to their performance;

          Continued development of the Companys registered investment
          advisory service.  The Company has devoted much  effort
          and  time to this endeavor.  The branch office most key
          to  the  success  of  the RIA, is an Altamonte  Springs
          office.   Since September, 1996, when the first  stages
          were implemented, the Company  has placed approximately
          five  million dollars under management, as  of  January
          31, 1998.  The Company anticipates this amount to reach
          twenty-five million dollars by December 31,  1998.   If
          assets  reach  $25,000,000, the Company will  file  for
          federal registration with the SEC.

      In  1997  management  has and will be implementing  several
growth and expansion related initiatives.  These initiatives will
include, but are not limited to the following:

     -  Expanded service and marketing to "Affinity Groups",
     -  Possible secondary public offering and capitalization,
     -  Continued branch development and expansion,
     -  Registered investment advisory activities
     -  Increased investment banking activities,

      The  Company  and  its management continue  to  pursue  the
addition  of  new  offices and new registered representatives  to
existing  offices.  Management is currently in negotiations  with
prospective offices in Florida and New York, as well  as  several
representatives for its home office location.

      The  Company  had been negotiating for the  acquisition  or
merger  of  one  of its Altamonte Springs branch offices  into  a
company  owned  branch.   In addition,  the  Company  would  have
purchased  with  stock  all of the outstanding  shares  of  Allen
Douglas  Securities,  Inc.  The Company and  its  President  made
advances  and  loans to the principal(s) and/or  entities  during
such  period.  An agreement in principle was offered on July  23,
1997.  A counteroffer received on July 29, 1997 was rejected  and
such  rejection  was ratified by the Board of Directors  as  they
were unable to justify the terms of such counteroffer.  The firm,
however,  agreed  to  help  facilitate  the  transition  of   all
registered  representatives in said  office  to  the  new  broker
dealer on or before December 31, 1997.  All advances and/or loans
amounting to $15,000 have been repaid in full.

     The Company made advances and/or loans to certain principals
and/or entities at its other Altamonte Springs branch office  for
their recruitment of an additional branch office in Delray Beach,
Florida.  Such advances and/or loans have been repaid in full.

      In addition, on October 6, 1997, Executive entered into  an
agreement  with  Sun  Insurance Marketing Network,  Inc.  (Sun)
whereby  Sun, which is the national marketing agent for AIG  Life
Companies,  Inc.  (AIG) Long Term  Care  Insurance  Marketing
Program,  has agreed to refer and recruit Series 6 and  Series  7
securities  licensed  insurance  agents  to  Executive   and   to
encourage said agents to contract with the Company to place their
variable   life,  variable  annuity  and  mutual  fund  business.
Management believes it can recruit a significant number of  these
agent/brokers during fiscal 1998.

      For  approximately two and one half years, the Company  has
aggressively engaged in, and committed significant financial  and
personnel resources to an extensive market study and analysis  of
the  viability of marketing, on an exclusive and endorsed  basis,
various insurance, financial and securities-related products, and
other  services to members of large medical affinity  groups  and
associations.  In this regard, Executive has established contacts
and  relationships with various medical associations and affinity
groups  and  has presented comprehensive marketing  proposals  to
specific  groups.   The Company will continue  to  develop  these
relationships  along  with  attempting  to  establish  additional
relationships with new groups in 1998.

      Effective  March,  1997, the Company has  entered  into  an
exclusive  "Service  and Non-Circumvention  Agreement"  with  FMC
Capital   Markets, Inc. ("FMC") of  Naples, Florida.   Under  the
Agreement,  among  other things, FMC shall make introductions  to
and  presentations  with  and/or on  behalf  of  the  Company  to
underwriters,   broker/dealers,  corporations,  partnerships   or
individuals  that  may  invest and/or  assist  Executive  with  a
secondary public offering of securities issued by Executive.  FMC
has  agreed  to  provide these services on a  contingency  basis.
Executive  will  issue  warrants to FMC  equal  to  1.5%  of  the
securities and warrants placed as a direct effort of FMC as  well
as  a  cash  fee  in the amount of 1.5% of the value  of  amounts
obtained or to be obtained by Executive under the Agreement.

      In  conjunction  with and concurrent to the  aforementioned
Agreement,  the  Company has retained the services  of  James  D.
Cullen,  P.A.  to  provide  legal services  with  regard  to  the
structuring,  documentation and other corporate matters  required
and  necessary  for a secondary public offering of the  Company's
stock.  Legal fees related to such work are not to exceed $20,000
plus  reimbursement for costs incurred on behalf of the  Company.
The  Company  has provided James  D. Cullen, P.A. with  a  $5,000
retainer, with a balance of $15,000 due only upon closing of  any
secondary public offering transaction by the Company.

     The Company expects to make presentations under the guidance
of  FMC  and James D. Cullen, P.A. to underwriters during  fiscal
1998.

Regulatory Net Capital
     
     As a securities broker-dealer, the Company is subject to the
net  capital  rules of the United States Securities and  Exchange
Commission  and  similar rules in force in the states  where  the
Company  is  registered  as  a  securities  broker-dealer.    The
aggregate indebtedness of a securities broker-dealer in  relation
to  its  net  capital is also subject to Commission rules.   Such
rules  are  somewhat  complex in the manner that  regulatory  net
capital  is  computed.  In summary, however, the  computation  of
regulatory net capital relates to the stockholder's equity of the
Company  taking  into account deductions from such  stockholder's
equity  which  relate to non-allowable assets which  are  a  non-
liquid  type  and  reductions in the market value  of  investment
securities  owned  by  the  Company  in  accordance  with   rule-
prescribed   "haircuts".    Under  the   rules,   the   aggregate
indebtedness  of the Company in relation to its net  capital  may
not exceed a ration of 15 to 1.

   The  table  set forth below, with respect to the Company,  the
amount  of  regulatory net capital and the  amount  of  aggregate
indebtedness and the ratio thereof to such regulatory net capital
as of December 31, 1997 and 1996:
<TABLE>
<CAPTION>
                                         1997      1996
                                      --------  ---------
       <S>                           <C>       <C>
       Net Capital                   $101,615  $  22,618
       Aggregate Indebtedness         208,756    177,616
       Ratio of aggregate 
           indebtedness to 
           net capital               7.85 to 1   2.06 to 1
</TABLE>

      The  National Association of Securities Dealers, Inc.  (the
"NASD")  requires  certain  members,  such  as  the  Company,  to
maintain  net  capital  equal  to the  greater  of  130%  of  the
Commission's  net  capital requirement or  6  2/3%  of  aggregate
indebtedness.   Thus,  the  Company is  required  to  maintain  a
minimum  net capital requirement of $13,924.  As of December  31,
1997, the Company had excess net capital of $87,691.

Item 8.   Financial Statements and Supplementary Data

Included  with this Annual Report on Form 10-K SB as  an  Exhibit
are the financial statements specified in Instruction (a) to this
Item 7.

Item  9.    Changes  in  and Disagreements  with  Accountants  on
Accounting and Financial Disclosure

     None.

                            PART III


Item 10.  Directors and Executive Officers of the Registrant.

      The  table  set  forth  below reflects  the  directors  and
officers of the Company.
<TABLE>
<CAPTION>

Name, age and, if a director,
the term of director service       Positions held with Executive
-----------------------------      -----------------------------
<S>                                <C>
Guy  S. Della Penna, Age 45,        Director, President and Chief Executive Officer
March 1990 to present

Robert E. Windom, M.D., age 65     Director
June 1993 to present

Dennis B. Schroeder, age 60,       Director
August 1997 to present

Bonnie  S. Gilmore, age 36,        Senior Vice President, Chief 
                                   Financial Officer, Secetary

Robert H. DeVore, Esq., age 38     Senior Vice President,
                                   General Counsel, and Director of 
                                   Insurance Marketing

Barbara   J.  Knox,  age  56       Vice  President, Chief Compliance Officer
</TABLE>

Information Concerning Directors and Officers

      Mr.  Della  Penna has been a resident of Sarasota,  Florida
since   1980  and  is  the  founder  and  President  of   Capital
Management.  Capital Management was organized by Mr. Della  Penna
in  1989.   Under the auspices of Capital Management,  Mr.  Della
Penna  has provided financial and advisory services, as  well  as
insurance   products,  to  individuals  and  corporate  entities.
Capital  Management acts as general agent for  various  insurance
companies.   Mr.  Della Penna has been active  in  the  financial
industry  for  approximately 18 years.   Mr.  Della  Penna  is  a
General   Securities  Principal  and  Financial  and   Operations
Principal  pursuant to NASD Rules.  During the period April  1980
to  January 1986, Mr. Della Penna served as the Assistant to  the
Chairman  of the Board of Snelling & Snelling, Inc., as  well  as
Assistant  Treasurer.  Snelling & Snelling, Inc. is a  franchisor
of  an employee recruitment business.  While with such firm,  Mr.
Della Penna also served as a member of the Executive, Acquisition
and  Pension and Profit Sharing Committees.  Mr. Della Penna also
served as the personal business manager and financial advisor  to
the Snelling family and affiliated entities and in such capacity,
was  responsible for cash management, tax and investment analysis
and   commitments.    The  Snelling  family  is   the   principal
shareholder of Snelling & Snelling, Inc.

      During  the  period April 1978 through February  1980,  Mr.
Della  Penna  was  an associated person of Lehman  Brothers,  New
York,  New  York,  where  he  was involved  in  the  structuring,
documentation  and marketing of tax exempt financings  issued  by
state  and local governments.    Mr. Della Penna also during  the
period  June  1989  to  August 1989 was an associated  person  of
Miller  Securities,  Inc.  and its successor  Miller,  Johnson  &
Kuehn,  Inc.  in  Sarasota, Florida.  Mr.  Della  Penna  holds  a
Bachelor of Science degree in Business Administration from Ithaca
College,  Ithaca,  New  York and received a  Master  of  Business
Administration degree in Finance from the State University of New
York, Albany, New York.  Mr. Della Penna also presently serves in
an  individual capacity as the co-General Partner of a  privately
capitalized limited partnership formed under Florida Law.   Since
August  1990, Mr. Della Penna has served as the sole shareholder,
director,  and  officer (President, Secretary and  Treasurer)  of
Midwest  Energy Corporation, which acts as the co-General Partner
of such privately held limited partnership.  Such private limited
partnership,  known  as  Federal Resource Income  Program,  Ltd.,
principally  engages  in the purchase and  holding  of  producing
petroleum leases.

      Mr. Della Penna, together with Capital Mortgage Management,
Inc., a Florida corporation wholly-owned by Mr. Della Penna, also
presently  serve  as the co-General Partners of Federal  Mortgage
Investors, Ltd., a Florida limited partnership which is  publicly
held.   Mr.  Della  Penna also serves as the  sole  director  and
officer  (President, Secretary and Treasurer) of Capital Mortgage
Management,  Inc.  Mr. Della Penna has served in such  capacities
since   August  1991.   Federal  Mortgage  Investors,  Ltd.   was
organized  to  invest, hold and deal in residential  real  estate
mortgages.   Mr.  Della  Penna is also the  sole  shareholder  of
Federal   Mortgage   Management,  Inc.,  and   Federal   Mortgage
Management  II,  Inc., which were organized to invest,  hold  and
deal in residential real estate mortgages.

     During the period June 1984 through June 1989, Mr. Della
Penna was associated with Executive as a sales representative.
Such association was prior to Mr. Della Penna's acquisition of
Executive in March 1990.  Such association was not continuous
during such period.   Mr. Della Penna has in the past and in the
future devoted significant time, to the business and affairs of
the Company.

      Robert  E. Windom, M.D. is a resident of Sarasota, Florida.
Dr.  Windom  holds a Bachelor of Arts degree from Duke University
and graduated from the Medical School of Duke University in 1956.
During  the  period 1956 through 1960, Dr. Windom engaged  in  an
internship  residency in internal medicine at Parkland  Hospital,
Dallas,  Texas.  During the period 1960 through 1986, Dr.  Windom
engaged  in  the private practice of internal medicine-cardiology
in  Sarasota,  Florida.   In 1986, Dr. Windom  was  appointed  by
President  Ronald  Reagan  to serve as  Assistant  Secretary  for
Health  and  to head the United States Public Health  Service  in
Washington, D.C.  Dr. Windom served as Assistant Secretary  until
1989.   Since 1989, Dr. Windom acted as a health care  consultant
on  a  domestic and international basis.  Currently,  Dr.  Windom
engages  in  numerous  activities and holds  numerous  positions,
including   that   of  Principal,  Council  for   Excellence   in
Government,  Washington, D.C.; member of the Secretarys  Council
on  Health Promotion/Disease Prevention, Department of Health and
Human  Services,  Washington, D.C.;  member  of  Governor  Lawton
Chiles  Healthy  Start  Work Group; spokesman  for  the  Florida
Medical  Association,  Chairman, Cardiac  Disease  of  the  Young
Council, American Heart Association, Florida Affiliate; member of
the  Advisory  Board  of SunBank/Gulf Coast,  Sarasota,  Florida;
member  of  the  Board  of Directors of Power  Brands,  Inc.  and
BESTech,  Inc.; Director of the Boys and Girls Club  of  Sarasota
County  Foundation, Inc.; Director of the Sarasota  Heart  Center
Foundation;   Director  of  New  College  Associates,   Sarasota,
Florida;  as  well  as Clinical Professor of  Internal  Medicine,
University  of South Florida School of Medicine, Tampa,  Florida;
and  Assistant Professor of Medicine, University of Miami  School
of  Medicine, Miami, Florida.  In the past, Dr. Windom has served
as  a  member  of  a  number of Boards, both  from  a  commercial
business  standpoint  and with respect to  community  activities,
including  member of Governor Lawton Chiles Workshop  on  Health
Reform;  Campaign  Chairman of Sarasota United  Way  (1989-1990);
member  of  Floridas Aging and Adult Services  Advisory  Council
(1986-1991);  Director  of  Coast Bank (now  SunBank/Gulf  Coast)
(1989-1993);   member  of  Governor  Robert   Grahams   Advisory
Committee  for Alzheimer Disease (1986); and member of the  Board
of  Directors of First Presidential Savings and Loan Association,
Sarasota, Florida (1983-1986).  Dr. Windom is a published  author
and  frequent  speaker  on medical and  other  subjects  and  has
received  numerous  awards  and honors,  including  distinguished
alumnus  award,  Duke University Medical Center.  Presently,  Dr.
Windom  is  a member of the Sarasota County Medical Society,  the
Florida  Medical  Association, the American Medical  Association,
the   American  Heart  Association,  the  American   College   of
Physicians,  the  American  College of  Cardiology,  the  Florida
Society of Internal Medicine and the American Society of Internal
Medicine.  Dr. Windom will be compensated for his services  as  a
director of Executive.

      Dennis  B. Schroeder, age 60, serves as a director  of  the
Company,  and  resides in Naples, Florida.  He  has  over  thirty
years  of  experience in the investment banking industry.   After
serving in the U.S. Marine Corps and attending the University  of
Minnesota,  Mr.  Schroeder  began his  extensive  career  on  the
trading  desk at Juran & Moody Securities in St. Paul, Minnesota.
Mr. Schroeder continued his investment banking career with a move
to  Francis  I.  DuPont in Minneapolis, Minnesota to  head  their
syndication department.  In 1955 Mr. Schroeder founded  Miller  &
Schroeder Financial, Inc. in Minneapolis , Minnesota.   Miller  &
Schroeder  Financial,  Inc.  is  one  of  the  largest   regional
investment  banking firms in the U.S. specializing in tax  exempt
securities  and  corporate  finance  with  underwriting  totaling
billions of dollars annually.  Mr. Schroeder retired from  Miller
&  Schroeder  Financial,  Inc. in  1988  as  Chairman  and  chief
Executive  Officer.  From 1988 through 1991,  Mr.  Schroeder  was
Chairman  of the Board of Directors and Chief  Executive  Officer
of  F & G Consultants, Inc. and signed a three year contract with
USF&G  Financial  Services, Inc. a division  of  USF&G  Insurance
Company   of  Baltimore,  Maryland  (a  fifteen  billion   dollar
company).    Mr.  Schroeder  was  responsible  for   establishing
distributorship   for   twelve  USF&G   mutual   funds   totaling
approximately  one  billion  dollars; acting  as  President/Chief
Executive Officer for coordinating the marketing and distribution
efforts  for USF&G Investment Services Inc.; developing  a  pilot
program  for independent property and casualty insurance agencies
to  sell securities; and coordinating the sale and divestiture of
unprofitable  USF&G companies and divisions.   From 1993 to  1997
Mr.  Schroeder served as Chairman and Chief Executive Officer  of
Lotto  World, Inc., a national publishing company.  Mr. Schroeder
was  instrumental in raising over $14,000,000 in capital for  the
company   through  private  placements  and  an  Initial   Public
Offering.   Mr.  Schroeder serves on several Board  of  Directors
including,  Gulf  Coast  National Bank of  Naples,  Florida,  and
Financial Marketing Holding Company, Inc., as well as FMC Capital
Markets, Inc.

      Bonnie  S.  Gilmore, age 36, joined Executive  in  December
1992.   Ms.  Gilmore  serves  as  Senior  Vice  President,  Chief
Financial Officer, Chief Compliance Officer and Secretary.  Prior
to   joining  Executive,  Ms.  Gilmore  was  Vice  President  and
Assistant  Operations  Director of  Integrity  Securities  Group,
Sarasota, Florida, a securities broker-dealer.  Ms. Gilmore  held
such  position during the period December 1991 to November  1992.
During  the  period December 1989 to September 1991, Ms.  Gilmore
was  District  Manager  of Crossland Savings,  F.S.B.,  Sarasota,
Florida,  a  Federal savings bank.  During the period  July  1989
through  November 1989, Ms. Gilmore was an associate of  Meridian
Associates,  Inc. and during the period April 1989  through  July
1989,  served  as a Vice President of John Haylett  and  Company,
Inc.,  Sarasota, Florida.  During the period April  1988  through
April  1989,  Ms.  Gilmore  served as  Financial  and  Operations
Principal,  General Securities Principal and Municipal Securities
Rule  Making  Board  Principal of Financial  Information  Centers
Brokerage of Sarasota, Florida.  Ms. Gilmore also serves in  such
capacities  with Executive.  During the period May  1985  through
February  `1987, Ms. Gilmore was an associated person of  Stuart-
James   Investment  Banking,  Lincolnshire,  Illinois.   Meridian
Associates, Inc. and Financial Information Centers Brokerage  are
securities broker-dealers.  John Haylett and Company, Inc.  is  a
financial consulting firm.

      Robert  H.  DeVore, Esq., age 38, serves  Executive  Wealth
Management  Services, Inc. in the capacity of Vice President  and
General Counsel.  Mr. DeVore graduated from Denison University in
1982  with  a  Bachelor of Arts Degree in Political Science.   In
1986, Mr. DeVore graduated from the University of Toledo, College
of  Law,  and  holds a Juris Doctor degree.  While attending  the
University of Toledo, College of Law, Mr. DeVore was a member  of
the  University  of  Toledo  Law  Review  and  received  American
Jurisprudence awards for excellent achievement in the studies  of
Civil  Procedure  and  Secured  Transactions.   Mr.  DeVore  also
interned   for  U.  S.  Magistrate  James  G.  Carr.    Following
graduation  from  the University of Toledo College  of  Law,  Mr.
DeVore  engaged in private practice in Sarasota, Florida and  was
an  associate  of  a  Sarasota, Florida law firm.   Mr.  DeVore's
practice  emphasis related to civil, commercial and  construction
litigation.   During  the  period 1993 through  March  1996,  Mr.
DeVore  acted as counsel for a Sarasota, Florida based  insurance
agency  and  insurance marketing entity.  Mr. DeVore has  been  a
producing  insurance  agent  since 1993  in  the  lines  of  life
insurance,  health  insurance and annuities.   Mr.  DeVore  is  a
member of the Florida Bar and holds life and health insurance and
variable annuity licenses issued by the State of Florida as  well
as a Series 7 General Securities Representative License.

      Barbara  J.  Knox,  age  56, serves  the  Company  as  Vice
President  and  Chief  Compliance  Officer.   Prior  to   joining
Executive,  Ms. Knox was Vice President and Managing  Partner  of
Century  Securities, a Sarasota based securities  firm.   In  the
preceding period, Ms. Knox was Vice President and Manager of  the
Equity Research Department of Marion Bass Securities Corporation,
a  Charlotte,  North Carolina firm.  During this time,  Ms.  Knox
also  served  as Due Diligence Officer and Equity Sales  Trainer.
Ms.  Knox  also served as Vice President, Compliance Officer  and
Chief  Operations  Manager  for  Meridian  Associates,  Inc.,   a
Sarasota  based securities broker-dealer.  Ms. Knox has  been  in
the  securities  business  for over 18  years  as  an  investment
executive  and  commodities broker with firms  such  as  Shearson
American Express, Dean Witter Reynolds, Inc. and Raymond James  &
Associates.   Ms. Knox holds NASD Series 3,7,24 and  63  licenses
and is Florida Life and Variable Annuity licensed.

Item 11.  Executive Compensation

For  his  services  as President and Chief Executive  Officer  of
Executive,  Mr.  Della Penna is compensated on the  basis  of  an
annual  salary  of $100,000.  Additionally, Mr.  Della  Penna  is
entitled to receive reimbursement for expenses sustained  by  him
in   connection   with  the  carrying  out  of   his   employment
responsibilities.

The   table   presented   below  presents   estimated   aggregate
compensation to be paid to each executive officer of Executive in
excess of $100,000 and for all executive officers as a group  for
the fiscal years ending December 31, 1996, 1995, 1994, and 1993:
<TABLE>
<CAPTION>
                   SUMMARY COMPENSATION TABLE
                                                          Long Term Compensation
                Annual Compensation                   Awards                  Payouts
(a)            (b)   (c)           (d)        (e)     (f)            (g)          (h)        (i)
                                             Other                  Securities
Name                                         Annual   Restricted    Under-                   All Other
and                                          Compen-  Stock         lying         LTIP       Compen-
Principal                                    sation   Award(s)      Options/      Payouts    sation
Position       Year  Salary ($)    Bonus ($)   ($)      ($)         SARs (#)       ($)          ($)
---------      ----  ----------    --------  -------  ----------    --------      --------   ---------                    
<S>            <C>   <C>            <C>        <C>      <C>           <C>           <C>        <C>
               1997   100,000        ---      8,000      ---          ---           ---         ---
Guy S.         1996   100,000        ---      8,000      ---          ---           ---         ---
Della Penna    1995   102,467        ---      8,000      ---          ---           ---         ---
President/CEO  1994   106,250        ---        ---      ---          ---           ---         ---
               1993   125,000        ---        ---      ---          ---           ---         ---
All Other
Executive      1997   136,733        ---        ---      ---          ---           ---         ---
Officers       1996   120,192        ---        ---      ---          ---           ---         ---
               1995    82,224        ---        ---      ---          ---           ---         ---
               1994    79,200        ---        ---      ---          ---           ---         ---
               1993   147,800        ---        ---      ---          ---           ---         ---
</TABLE>


For  their  services as directors, Dr. Windom, Mr. Schroeder  and
Mr.  Della  Penna  receive annual compensation  of  $8,000  each.
Meetings  of  the  Board of Directors of  the  Company  are  held
quarterly.

      Long-Term  Stock Option Plan.  The Long-Term  Stock  Option
Plan  which  became  effective on November  22,  1995,  the  date
adopted by the Board of Directors.  No option granted under  this
Plan may be exercised prior to stockholder approval.

     The purpose of the Stock Option Plan is to initially attract
the  employment of or to induce existing key employees to  remain
in  the employ of Executive or any subsidiary of the Company, and
to  encourage such employees to secure or increase on  reasonable
terms  their  stock ownership in the Company.  Additionally,  the
Plan  is  intended  to  provide benefit to contractors  providing
services  to  the Company which have been or are believed  to  be
instrumental  in  developing or expanding  the  business  of  the
Company  or  which are otherwise anticipated to have  significant
and  material  benefit to the Company, to induce  any  person  or
entity  to  continue relationship with the Company and to  reward
certain  individuals or entities with commission or finders  fees
without  immediate  cash payment by the Company.   The  Board  of
Directors   of  the  Company  believes  the  Plan  will   promote
continuity  of  management and increase  incentive  and  personal
interest in the welfare of the Company by those who are primarily
responsible for shaping and carrying out the long range plans  of
the  Company  and  securing its continued  growth  and  financial
success.

      The  initial maximum number of shares of common stock which
were  to  be  issued pursuant to the exercise of options  granted
under  the  Plan  is  five hundred thousand (500,000)  after  the
reverse  stock  split.   As of December  31,  1997,  all  500,000
options  under  this  plan  had been granted.   The  table  below
presents  the  options granted to executive officers  during  the
year ended December 31, 1997:
<TABLE>
<CAPTION>
       
       Option Grants For The Year Ended December 31, 1997
                                
                                
(a)             (b)                   (c)                 (d)                    (e)
                                      Percent of Total
                                      Options Granted
                Options               To Employees         Exercise or Base      Expiration
Name            Granted (#)           in Fiscal Year       Price ($/Sh)          Date
                Pre-Split/Post-Split                       Pre-Split/Post-Split
--------------  --------------------  ----------------     --------------------  -------------
<S>             <C>                   <C>                  <C>                   <C>
Guy S.                                                
Della Penna
President 
& CEO            79,000/395,000             79%                 $3.00/$.60       November 2005

Other            21,000/105,000             21%                 $3.00/$.60       November 2005

</TABLE>

Item  12.   Security Ownership of Certain Beneficial  Owners  and
Management.

      As  of  December 31, 1997, Guy S. Della Penna  beneficially
owns  of  record, a total of  1,455,835 shares, which constitutes
approximately  56.6%  of  the  shares  outstanding.   The   table
presented below reflects the percentage of share ownership vested
in  Mr. Della Penna of record and beneficially as of December 31,
1997.
<TABLE>
<CAPTION>

                                                Amount and
                                                Nature of       Percent of Class
                      Name and Address          Beneficial            as of
Title of Class        of Beneficial Owner       Ownership       December 31, 1997
---------------       -------------------       -----------     -----------------
<S>                   <C>                       <C>             <C>
Common Stock,         Gaeton S. Della Penna,    
$.002 par value       Trustee, Gaeton S.         1,455,835  
                      Della Penna Rev. Living    Shares;
                      Trust Dtd 6/1/92,          Record               56%
                      141 Ogden Street           Ownership
                      Sarasota, FL  34242

Common Stock,         Russell W. Lee, Trustee                         13%
$.002 par value       William Edmund Davies      350,000
                      Trust Dtd. 12/13/91        Shares
                      3513 Pinecrest Street      Record
                      Sarasota, FL  34239        Ownership
</TABLE>

Item 13.  Certain Relationships and Related Transactions

     As a result of ownership or contractual provisions vested in
or  involving  Mr.  Della Penna, the Company is  affiliated  with
several business entities ("Affiliates").  Set forth below  is  a
listing of such Affiliates, indicating the basis or nature of Mr.
Della Penna's control of such Affiliates:

<TABLE>
<CAPTION>
Name of Affiliate and                    Summary of            Nature or Basis
Form of Organization                  Business Activity         of Control
-----------------------------         ------------------       ----------------
<S>                                   <C>                     <C>
Federal  Mortgage  Investors, Ltd.    Buyer and seller        Individual  co-general 
("Federal Mortgage"), a Florida       of residential real     partner; beneficial
limited  partnership                  estate mortgage loans   owner of all outstanding
                                                              voting common stock of
                                                              corporate co-general
                                                              partner, Capital Mortgage 
                                                              Management,                                   Inc.


Federal Resource Income Program,      Owner of  producing     Individual  co-general
Ltd. ("Federal Resource"), a          oil and gas leaseholds  Partner; beneficial
Florida limited partnership                                   owner of all outstanding
                                                              voting common stock
                                                              of corporate co-general partner,
                                                              Midwest Energy Corporation

Capital Growth Management, Inc.       Investor in equity      Beneficial owner of
("Capital Growth"), a Florida         and debt securities     all outstanding voting
corporation                                                   common stock; sole
                                                              director and officer

Capital Management Group, Inc.        Seller of Insurance     Beneficial owner of
("Capital Management"), a Florida     and related products,   all outstanding voting 
corporation                           financial planning      common stock; sole
                                      services                director and officer



Federal  Mortgage  Management, Inc.   Buyer  and  seller      Beneficial owner of
("FMMI"), a Florida corporation       of residential real     all outstanding vot-
                                      estate  mortgage loans  ing common  stock, sole
                                                              director and CEO


HomeVestors Funding, Inc.             Franchise development   Beneficial owner of 50%
(HVF),  a Florida corporation                               outstanding  voting common 
                                                              stock

Federal Mortgage Management II        Buyer and seller of     Beneficial ownder of
Inc. (FMMII), a Florida               residential real        all outstanding voiting
Corporation                           estate                  common stock, sole director
                                      mortgage loans          and CEO
</TABLE>

         Federal Mortgage is a publicly held limited partnership.
No  current transactions between the Company and Federal Mortgage
are pending or proposed.

      The  limited partnership interests of Federal Resource  are
beneficially held by 28 persons. No current transactions  between
the  Company and Federal Resource Income Program are  pending  or
proposed.

      Federal Mortgage Management II, Inc. is a development stage
corporation.  Upon a successful public offering of its Promissory
Notes, it will commence operational activities.


Item 14.Exhibits,  Financial Statement Schedules and  Reports  on
          Form 8K

(a)The Financial statements of the Company for the fiscal year
          ended December 31, 1997, as audited by Bobbitt,
          Pittenger & Co., P.A., Certified Public Accountants, is
          included as Exhibit 1 attached to this report

     Pursuant to the requirements of Section 13 or 15(d) 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.

                              EXECUTIVE WEALTH MANAGEMENT
                                         SERVICES, INC.


                              By:  Guy S. Della Penna
                                  ----------------------
                                Guy S. Della Penna, President
                                Chief Executive Officer



                              By:  Bonnie S. Gilmore
                                  ----------------------
                                Bonnie S. Gilmore
                                Senior Vice President, Chief Financial
                                Officer and Secretary

February 25, 1998