SECURITIES AND EXCHANGE COMMISSION
     Washington, D.C. 20549

     Form 10-QSB

     Quarterly Report Under Section 13 or 15(d)
     of the Securities exchange Act of 1934

For Quarter Ending March 31, 1999

Commission File Number #33-38119-C

     KENSINGTON INTERNATIONAL HOLDING CORPORATION

     (Exact name of registrant as specified in its charter)

Minnesota                                          41-1610632    
(State or other                              (IRS Employer
 jurisdiction of                               Identification No.)
 incorporation)

Suite 654 Interchange Tower, 600 S. Hy. 169, 
Minneapolis,                                                                    
     Minnesota 55426  
(Address of principal executive offices)               (Zip code)

Registrant's telephone number, including area code (612) 546-2075

Indicate by Check mark whether the registration (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 of such shorter period that the 
registrant was required to file such reports), and 92) has been subject to 
such filing requirements for the past 90 days.

Yes   *                No         

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

Weighted Number of Shares are 3,234,084 of common stock no par value.

                                     
CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE 
PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Statements in this discussion which are not historical facts may be considered 
"forward looking statements" within the meaning of Section 21E of the 
Securities Act of 1934, as amended, including projected sales based upon 
orders, estimated cost savings and savings that may be generated from 
restructuring. The words "believe", "expect", "anticipate", "estimate", and 
similar expressions identify forward looking statements. Any forward looking 
statement involves risks and uncertainties that could cause actual events or 
results to differ, perhaps materially, from the events described in the 
forward looking statements. Readers are cautioned not to place undue reliance 
on these forward looking statements. The Company undertakes no obligation to 
publicly update or revise any forward looking statement, whether as a result 
of new information, future events or otherwise. The risks associated with the 
Company's forward looking statements include, but are not limited to, risks 
associated with the Company's history of losses and uncertain profitability, 
reliance on a large customer, risks associated with competition, general 
economic conditions, reliance on key management and production people, future 
capital needs, dilution, effects of outstanding notes and convertible 
debentures, limited public market, low stock price, and lack of liquidity.

The following discussion and analysis should be read in conjunction with the 
Consolidated Financial Statements, related notes and other information 
included in this quarterly report on Form 10-QSB.  


Part I.  Financial Information

     Quarter Ended  MArch 31, 1999

     GENERAL

     The following financial information is submitted in response to the 
requirements of Form 10-QSB and does not purport to be financial statements 
prepared in accordance with generally accepted accounting principles. Certain 
information and footnote disclosures normally included in financial statements 
prepared in accordance with generally accepted accounting principles have been 
condensed or omitted, although the Company believes the disclosures that are 
made are adequate to make the information presented not misleading.  Further, 
in the opinion of the management, the interim financial statements reflect 
fairly the financial position and results of operations for the period 
indicated.

     The results of operations for the quarter ended as stated above are not 
necessarily indicative of results to be expected for the entire fiscal year 
ending December 31st.

Item 1.  Financial Statements

     The balance sheet of The Kensington Company, Inc. (the "Company") as of 
the Quarter stated above, and the related statement of income and changes in 
financial position thereto are incorporated herein by reference to the 
Company's quarterly report.

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

Results of Operations
For the quarter, revenues totaled $862k. This represents a slight decrease 
from revenue for the same period for 1998. Gross profits totaled $303k as 
compared to $310k for the previous year. Net income for the quarter totaled 
$15k, as compared to a $30k for the same period in 1998. Increased labor 
costs, due in part to a shortage of skilled workers and the low unemployment 
rate, were the main contributors to a decline in overall profits. The company 
has also reached its limit on output, with a single shift, at its plant. Due 
to the problem in recruiting new people, it is anticipated that revenues will 
be flat during the rest of 1999.  
The current backlog of customer PO's as of the end of the quarter continues to 
be strong, totaling approximately $675k. In order to have the ability to 
increase revenues, the company is exploring options such as forming strategic 
alliances with other manufacturers or acquisition of companies offering 
similar or complimentary products. As of today no specific companies have been 
identified.
                                  
Liquidity and Capital Resources
     For the quarter, the Company had a net income from operations of $64k. 
This positive net income has allowed the company to meet its debt obligations. 
The company also has access to a $200k line of credit. At this time there are 
no borrowings against the line.                         
     During the period stated the Registrant did not sell to directors, 
management and others, any common stock.

Inflation

     The rate of inflation has had a great impact on the Company's results of 
operations and is expected to have a continued impact on continuing operations 
due to the increase in wood product costs and the fact that we have to bid 
most of our projects and we can not pass all of the cost increases to our 
customers.

Part II.  Other Information

Item 1.  Legal Proceedings - None
Item 2.  Changes in Securities - None
Item 3.  Defaults upon Senior Securities - None
Item 4.  Submission of Matters to a Vote of Security Holders - 
None             Item 5.  Other Information - None
Item 6.  Exhibits and Reports on Form 8-K and the October 18, 1995
        S-8 filing as described in Item 2 herein.

     
     
     
     SIGNATURES

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







                                   THE KENSINGTON COMPANY, INC.

                                   Mark Haggerty
                                   Mark Haggerty
                                   Chief Executive Officer

                                          Jeff Etten                       
                                   Jeff Etten, C.F.O.
                                   

Dated:  April 26, 1999
        Minneapolis, Minnesota

KENSINGTON INTERNATIONAL HOLDING CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET     
MARCH 31, 1999 AND 1998                                             
(UNAUDITED)                                                                     
                                              
                                                                                
                                       1999               1998    
                                                          
               
ASSETS                                                                          
                                         
Current assets:                                                       
Cash                                 $48,430           $16,808
Accounts receivable                  484,099           642,274           
Inventories                          233,446           192,366        
Other current assets                 31,369           18,757     
Total current assets                 797,344          870,205        
                            
                                                                            
                                   
Other assets:  
Investment in oil and gas 
     properties, net                   67,927      81,451         
                           
  Investment in oil and gas 
     partnerships                                  29,641      
                           
     Investment in Ives                    0      
                           
     Investment in unconsolidated 
     partnerships                      10,000                                 
  Property and equipment, net          283,221      307,051
                            
  Loan Fees, Net                         31,260      38,385
                           
  Notes receivable - related parties     14,625      21,165                     
                                                                                

     Total other assets                  407,033      477,693
                            
                                                                                
                                   
                                     $1,204,377      $1,347,898
                               
                                                                                
                                   
          LIABILITIES AND STOCKHOLDERS' 
EQUITY                                                                          
      
Current liabilities:   
Line of Credit                             $0              $177,000      
     Note payable - related parties     124,715            238,217
                            
  Current portion of long-term debt     30,652              56,392
                           
  Current portion of obligations under
     capital leases                     16,022             22,835
                           
  Accounts payable                    271,866                327,085
                            
  Accrued Expenses                    233,593               268,880
  Intercompany                          0                     0
                     
     Total current liabilities          676,848      1,090,409                  
                                                                                
   
                                                                                
                                   
     Long-term debt, net of current 
     portion                            815,615      722,933
                            
     Obligations under capital leases, 
     net of current portion               5,912         22,526 
                           
     Total liabilities                 1,498,375      1,835,868  
                              
                                                                                
                                   
                                                                                
                                   
STOCKHOLDERS' 
EQUITY                                                                          

Common stock                    3,596,883           3,664,383
     Additional paid-in capital         0                 0
                      
  Accumulated deficit          (3,721,329)     (3,907,801)
                               
  Stock subscriptions receivable     (169,552)     (244,552)
                             
     Total stockholders' equity      (293,998)     (487,970)
                             
                                                                                
                                   
                                   $1,204,377      $1,347,898
                               
                                                                                
                                   
KENSINGTON INTERNATIONAL HOLDING CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE QUARTER ENDED MARCH 31, 1999 AND 1998
(UNAUDITED)                                                                     
                                              
                                                       
                                           1999             1998 
                         
                                                                                
                                   
Revenues:                                                                       
                                            
  Product sales                      $861,893          $897,059
                             
  Oil and gas sales                   0                 186
                        
     Total revenues                  861,893           897,245
                            
                                                            
Cost of sales:
                                   
Cost of products sold                 559,198      587,233
Oil and gas costs                         0          0
Total cost of sales                      559,198      587,233

Gross profit                             302,695      310,012
                            
Operating expenses                    238,776      229,634
                            
                                                                                
                                   
Income (loss) from operations          63,919      80,378
Other income (expense):
Interest expense                      (48,517)    (50,430)
Miscellaneous income                    0          0
Total other income (expense)          (48,517)     (50,430)

Income (loss) before income taxes 
and extraordinary item                  15,402      29,948
                           
  Provision for income taxes (benefit)     0          0
                      
                                                            
Income before extraordinary item          15,402      29,948 
Extinguishment of debt, net of income 
taxes of $0                                 0           0
                      
Net income (loss)                          15,402      29,948
                           
Accumulated deficit, beginning           (3,736,721)     (3,937,749)
                               
Accumulated deficit, ending              ($3,721,319)     ($3,907,801)
Earnings Per Share                       $0.00               $0.01
                          
WEIGHTED NUMBER OF SHARES OUTSTANDING     3,234,084      3,138,340
                              
                                                            
KENSINGTON INTERNATIONAL HOLDING CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE QUARTER ENDED MARCH 31, 1999 & 1998
(UNAUDITED)                                                                     
                                              

                                            1999      1998 

Cash Flows from operating activities:                              
     Net income (loss)                   $15,402      $29,948
                            
     Adjustments to reconcile net 
     income (loss)to cash flows from 
     operating activities:
     Depreciation, depletion and 
     amortization                         15,423      15,028
                           
   Extinguishment of debt                               0
                      
   Changes in operating assets 
and liabilities:                                                
Accounts  receivable                     79,724           (167,494)         
Inventories                             (37,603)          (2,440) 
                           
    Other current assets                  (9,161)           25,877
                           
    Other assets                           0                0
                      
    Accounts payable                    (11,499)           16,103
                           
    Other current liabilities          (40,296)           79,573
                           
      Cash flows from operating 
     activities                       11,990             (3,405)
                           
                                             
Cash flows from investing 
activities:                                                                     
                     

     Decrease in notes receivable -
     related parties                     2,000                0 
                      
  Purchase of property and equipment     1,588              3,646 
                          
  Sale of Stock                              0     
  Cash flows from investing activities     412               3,646
                          
                                                            
Cash flows from financing activities:                              
     
     Increase (decrease) in Line of 
     Credit                                (35,000)          28,901
                           
  Increase (decrease) in notes 
     payable - related parties              0                  0
                      
  Proceeds short, long-term debt            0                  0
                       
  Payments on long-term debt             (600)              15,227
                           
  Payments on obligations under 
     capital leases                      (592)                  0 
                      
      Cash flows from financing 
     activities                       ($36,192)            $13,674
                            

Increase (decrease) in cash           ($23,790)            $6,623
                           
Cash, beginning                        72,220               10,185      
Cash, ending                           $48,430               $16,808