UNITED STATES
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C.  20549

Form 10-QSB/A

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

FOR THE FISCAL QUARTER ENDED  JUNE 30, 1997

Commission File Number  0-8146

(MOUNTAIN STATES RESOURCES CORPORATION)
(Exact name of registrant as specified in charter)

UTAH                                       87-0280886
State or other jurisdiction of      (IRS Employer I.D. No.)
Incorporation or organization

501 Waller St., Austin, Texas 78702
(Address of principal executive offices)

Issuer's telephone number, including area code  (512) 476-6925

Securities registered pursuant to section 12(b) of the Act:
Title of each class    Name of each exchange on which registered
        None                   N/A

Securities registered pursuant to section 12(g) of the Act:
Title of each class    Name of each exchange on which registered
Common Stock,                  None
Par Value  $.10
        
Check whether the Issuer (1) filed all reports required to be 
filed by section 13 or 15(d) of the Exchange Act during the past 
12 months (or for such shorter period that the registrant was 
required to file such report(s), and (2) has been subject to such 
filing requirements for the past 90 days.  
(1)  Yes  (  ) No  (X)    (2)  Yes (X)  No  (  )

Number of shares of common stock outstanding at June 30, 1997:  
10,764,733.















Part I: Financial Information Item 1: 
Consolidated Financial Statements


Index to Consolidated Financial Statements         Page


Consolidated Balance Sheets                         3
        

Consolidated Statements of Operation                4


Consolidated Statements of Cash Flows               5
        

Consolidated Statements of Stockholders' Equity     6


Notes to Consolidated Financial Statements          7




































                           MOUNTAIN STATES RESOURCES CORPORATION
                         Consolidated Balance Sheets - (restated)
                          
                                       June 30           March 31
                                         1997              1997
                                     (unaudited)         (audited)
                                                 ASSETS          
Current Assets
 Cash and Cash Equivalents         $    29,923        $    18,112
 Accounts Receivable - Trade         1,492,423            983,352
 Inventory                             570,549            181,060
 Other Receivables - Advances          195,080            127,971
  Total Current Assets               2,287,975          1,310,495
           
Property, Plant, and Equipment 
 (at cost) net                         773,028            784,039

Long Term Notes Receivable             419,774            419,774

TOTAL ASSETS                       $ 3,480,777        $ 2,514,308

                              LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities
 Accounts Payable - Trade          $ 1,387,651        $   875,734
 Bank Line of Credit                   871,140            725,000
 Other Accrued Expenses                488,584            113,185
 Current Maturities of
  Long-term Debt                       174,026            174,026
 Current Portion of Obligations
  Under Capital Leases                  41,097             41,097
  Total Current Liabilities          2,962,498          1,929,042

Long Term Notes
 Notes Payable                         460,895            506,806
 Obligations under Capital 
  Leases For Equipment                 165,799            182,044
  Total Long Term Notes                626,694            688,850

Stockholders Equity
 Preferred stock at $2 par value; 
  Authorized 10,000,000 shares; 
  None issued or outstanding 
 Common stock at $.10 par value;     1,076,473          1,076,473
  Authorized 50,000,000; 
  10,764,733 shares issued 
  and outstanding         
 Additional paid-in capital         (1,046,058)        (1,046,058)
 Accumulated Deficit                (  138,830)        (  133,999)
  Total Stockholders Equity         (  108,415)        (  103,584)

TOTAL LIABILITIES AND 
 STOCKHOLDERS EQUITY               $ 3,480,777        $ 2,514,308



The accompanying notes are an integral part of these financial 
statements.
                  MOUNTAIN STATES RESOURCES CORPORATION
            Consolidated Statements of Operation - (restated)
                   For the Three Months Ended June 30
                              (UNAUDITED)

                                       1997               1996    

Net Revenues:
 Hardware, Software & Peripherals  $   818,634        $    54,827
 Service, Support & Integration        293,147             72,459
 Network Installation                  118,003          1,097,847
                                     1,229,784          1,476,905
Cost of Goods Sold                
 Hardware, Software & Peripherals      402,204             46,491
 Service, Support & Integration        190,546             47,098
 Network Installation                   80,325            713,601
                                       673,075            988,425

Gross Margin                           556,709            488,480

Selling, General and Administrative    539,077            428,246   

Operating Income (Loss)                 17,632            60,233

Other Income (Expense)              (   22,463)        (   69,304)    

Net Income (Loss)                   (    4,831)             9,071

Earnings (Loss) Per Share          $      (.00)       $       .00

Weighted average number of shares 
 Outstanding used in earnings 
 (loss) per share calculation       10,764,733          9,784,733






















The accompanying notes are an integral part of these financial 
statements.
                  MOUNTAIN STATES RESOURCES CORPORATION
         Consolidated Statements of Stockholders' Equity - (restated)
                For the Year Ended March 31, 1997 (Audited) 
                and Quarter Ended June 30, 1997 (unaudited)

                                   Additional
                    Common Stock    paid in  Accumulated 
                 Shares    Amount   Capital    Deficit   Total

Balance
March 31,
1996           9,784,733   978,473 (1,046,058) 348,386  280,801 


Common stock 
issued for 
services         500,000    50,000                       50,000   

Common stock 
options 
exercised        480,000    48,000                       48,000

Net Loss for
the year 
ended 
March 31, 
1997                                          (482,385)(485,385)

Balance
March 31, 
1997          10,764,733 1,076,473 (1,046,058)(133,999)(103,584)

Net loss 
for the 
Three months
ended 
June 30, 1997                                 (  4,831)(  4,831)

Balance 
June 30, 
1997          10,764,733 1,076,473 (1,046,058)(138,830)(108,415)














The accompanying notes are an integral part of these financial 
statements.
                       MOUNTAIN STATES RESOURCES CORPORATION
                Consolidated Statement of Cash Flow - (restated)
                         For the three months ended June 30
                                  (unaudited)

                                         1997              1996

Cash Flows from Operating Activities:
Net Income (Loss)                  $(    4,831)        $  123,377
 Adjustments to reconcile net income
  to net cash, provided by operating 
  activities:
 Depreciation expense                   29,746             13,845
 Change in accounts payable            511,917            850,474
 Change in inventory                (  389,489)         (  36,011)
 Change in accounts receivable      (  509,071)         ( 516,538)
 Change in accrued expenses         (  375,399)         (  43,234)
Net Cash Provided by 
 Operating Activities                   13,671            391,911

Cash Flows from Investment Activities:
 Investment in property & equipment (   18,735)           222,358
 Investment in other assets         (   67,109)           118,993
Net Cash provided by (Used by)        
 Investing Activities               (   85,844)           341,351
 
Cash Flows from Financing Activities:
 Proceeds from Line of Credit          146,140
 Change in long term debt           (   45,911)         ( 605,820)
 Change in capital lease obligations(   16,245)         ( 109,163)
Net Cash Provided by (Used by) 
 Financing Activities                   83,984          ( 714,983)

Net Increase in Cash                    11,811             18,279

Cash at Beginning of Period             18,112             29,554
Cash at End of Period                   29,923             47,833



Supplemental disclosures:
 Cash paid for interest            $   27,297          $   15,600













The accompanying notes are an integral part of these financial 
statements.
                MOUNTAIN STATES RESOURCES CORPORATION
        NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Restated)
                             June 30, 1997                  
                              (unaudited)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation:
The accompanying unaudited interim financial statements have been 
prepared in accordance with generally accepted accounting 
principals and the rules of the Securities and Exchange Commission 
(the SEC), and should be read in conjunction with the audited 
financial statements and notes thereto contained in the Company's 
latest annual Report filed with the SEC on Form 10-KSB/A.  In the 
opinion of management, all adjustments consisting of normal 
recurring adjustments, necessary for the fair presentation of 
financial position and the results of operations for the interim 
periods presented have been reflected here in. The results of 
operation are not necessarily indicative of the results to be 
expected for the full year. Notes to the financial statements 
which would substantially duplicate the disclosure contained in 
the audited financial statements for the year ended March 31, 
1997, as reported in the Form 10-KSB/A have been omitted.

Nature of Business and Organization
Micro-Media Solutions, Inc. (formerly Mountain States Resources 
Corporation, ("MSRC")), was organized under the laws of the State 
of Utah on April 15, 1969. MSRC began operations in April 15, 1969, 
as a mining, mineral extraction and oil and gas exploration company.  
MSRC discontinued its operations in 1993 and became a development 
stage company as described in the Statement of Financial Accounting 
Standards No.7, "Accounting and Reporting by Development Stage 
Enterprises". On June 23, 1997, the then shareholders of Micro-Media 
Solutions, Inc.,(MSI-Texas), entered into an agreement and plan of 
reorganization with MSRC whereby MSRC acquired all of the issued and 
outstanding stock of MSI-Texas in exchange for 9,310,000 shares of Common 
Stock of MSRC. The transaction was accounted for as a recapitalization. 
As part of the reorganization, MSRC changed its name to Micro-Media 
Solutions, Inc., (a Utah Corporation), ("MSI") (the "Company"). 

MSI-Texas is an Austin, Texas, based technology corporation formed 
to provide computer hardware, software programming, system installation and 
support, maintenance, media duplication, and kitting to the public and private 
sectors.  In addition, MSI-Texas is certified by the State of Texas 
as a Historically Underutilized Business (HUB). 












                    MOUNTAIN STATES RESOURCES CORPORATION
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Restated)
                                JUNE 30, 1997
                                 (Continued)

Principles of Consolidation
The consolidated financial statements for the years ended March 31, 
1998 and 1997, include the accounts and transactions of MSI and 
MSI-Texas.  All significant inter-company accounts and transactions 
have been eliminated in the accompanying consolidated financial 
statements.  MSI, however, did not have any material asset or 
liability accounts or account balances. With the exception of 
MSI's equity accounts, the significant account balances belong 
to MSI-Texas.


Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with 
an original maturity of three months or less to be cash 
equivalents.

Earnings (Loss) Per Share
The earnings (loss) per share is computed on the basis of the 
weighted average number of shares outstanding during the period.  
All historical per share data has been restated to reflect stock 
splits and the effect of the merger transaction of Micro-Media 
Solutions, Inc.

Use of Estimates and Certain Concentrations 
Management of the Company has made a number of estimates and 
assumptions relating to the valuation and reporting of assets and 
liabilities and the disclosure of contingent assets and 
liabilities to prepare these consolidated financial statements in 
conformity with generally accepted accounting principles.  
Although actual results could differ from those estimates, 
Management believes its estimates are reasonable. Certain 
components, subassemblies and software included in the Company's 
computer systems are obtained from sole suppliers or limited 
number of suppliers. The company relies, to a certain extent, upon 
its suppliers' abilities to enhance existing products in a timely 
and cost-effective manner, to develop new products to meet 
changing customer needs and to respond to emerging standards and 
other technological developments in the computer industry.  The 
Company's reliance on a limited number of suppliers involves 
several risks, including the possibility of shortages and/or 
increases in costs of components and subassemblies, and the risk 
of reduced control over delivery schedules.

The computer and telecommunications industries.  The Company has a 
large number of customers on which it performs ongoing credit 
evaluations and generally does not require collateral from its 
customers.  Historically, the Company has not experienced 
significant losses related to receivables from individual 
customers or groups of customers in any particular industry of 
geographic area.


                   MOUNTAIN STATES RESOURCES CORPORATION
           NOTES TO CONSOLIDATED FINANCIAL STATEMENT (Restated)
                                JUNE 30, 1997
                                 (Continued)

Restated Financial Statements
The accompanying financial statements have been restated from the 
statements originally issued. These statements have been restated to 
report the transaction between MSRC and MSI-Texas as a recapitalization.  
The original financial statements reported the transaction as a purchase.  
Changes in the financial statements are as follows:

                                   June 30, 1997            March 31, 1997
Balance Sheet:               As Reported  As Restated  As Reported  As Restated 
 Goodwill                    $   732,594  $       -0-  $   751,329  $       -0-
 Additional paid-in capital    5,600,652   (1,046,058)   5,600,652   (1,046,058)
 Accumulated deficit          (6,052,946)  (  138,830)  (5,746,125)  (  133,999)
  
                            For the Three Months Ended    
                                  June 30, 1997           
Statement of Operation       As Reported  As Restated  
 Selling, General & 
  Administrative             $   557,812  $   539,077  
 Net Loss                     (   23,566)  (    4,831) 
 Earnings (Loss) Per Share          (.01)         .00  
 Weighted average number of 
  shares outstanding used in 
  earnings (loss) per share 
  calculation                 10,764,733   10,764,733  
 
Certain amounts previously reported have been reclassified for 
presentation purposes in the restated financial statements. These amount 
are not material to the financial statements. Restated financial statements and 
Form 10KSB/A for March 31, 1997 have previously been filed with the SEC.

NOTE 2.  SHORT-TERM BORROWINGS.

The Company owes $200,000 payable in cash to a third party due 
November 8, 1997 at 20% for borrowings used for acquisition into 
Mountain States Resources Corporation.

The Company had a secured credit agreement with Bank One providing 
for borrowings of up to $725,000, based on the amount of the 
Company's eligible receivables.  As of June 30, 1997 the Company 
owed $700,000 on the line.  Under the agreement, the Company is 
subject to certain financial and other covenants including certain 
financial ratios.

The credit agreement matured on August 18, 1997 and Bank One 
notified the company that the bank would not renew the credit 
line.  The Company is currently searching for a new banking 
relationship and has tentative agreements with two banking 
institutions.  




                   MOUNTAIN STATES RESOURCES CORPORATION
           NOTES TO CONSOLIDATED FINANCIAL STATEMENT (Restated)
                                JUNE 30, 1997
                                 (Continued)

Note 3. GOING CONCERN

As shown in the accompanying consolidated financial statements, 
the Company has incurred a net loss in the current quarter of 
$4,831 and as of that date, the Company's current liabilities 
exceeded its current assets by $674,523.  At June 30, 1997, the 
Company owes accounts payable with dates due in excess of thirty 
(30) days.  These factors create an uncertainty about the 
Company's ability to continue as a going concern.  The ability of 
the Company to continue as a going concern is dependent on the 
Company's attaining additional financing to fund expenses related 
to operations and capital improvements. The Company has signed a 
letter of intent for $4 million on a firm commitment basis with 
$1,060,000 to be received during October, 1997, $1,060,000 to be 
received during January 1998, and an additional $2,000,000 during 
calendar 1998.  In addition, the Company plans a secondary 
offering during fiscal 1998.  The financial statements do not 
include any adjustments that might be necessary if the Company is 
unable to continue as a going concern.

































Part I: Financial Information Item 2: Management's Discussion and 
analysis of financial condition and results of operations

The following discussion and analysis provides information which 
management believes is relevant to an assessment and understanding 
of the Company's results of operations and financial condition.  
This discussion should be read in conjunction with the 
Consolidated Financial Statements appearing in Item 1.

GENERAL

Micro-Media Solutions, Inc. (formerly Mountain States Resources 
Corporation, ("MSRC")), was organized under the laws of the State 
of Utah on April 15, 1969. MSRC began operations in April 15, 1969, 
as a mining, mineral extraction and oil and gas exploration company.  
MSRC discontinued its operations in 1993 and became a development 
stage company as described in the Statement of Financial Accounting 
Standards No.7, "Accounting and Reporting by Development Stage 
Enterprises". On June 23, 1997, the then shareholders of Micro-Media 
Solutions, Inc.,(MSI-Texas), entered into an agreement and plan of 
reorganization with MSRC whereby MSRC acquired all of the issued and 
outstanding stock of MSI-Texas in exchange for 9,310,000 shares of Common 
Stock of MSRC. The transaction was accounted for as a recapitalization. 
As part of the reorganization, MSRC changed its name to Micro-Media 
Solutions, Inc., (a Utah Corporation), ("MSI") (the "Company"). 

MSI-Texas is an Austin, Texas, based technology corporation formed 
to provide computer hardware, software programming, system installation and 
support, maintenance, media duplication, and kitting to the public and private 
sectors.  In addition, MSI-Texas is certified by the State of Texas 
as a Historically Underutilized Business (HUB). 

Among the principal cost to market and sell the Company's products are 
advertising and promotion cost, salaries and commissions, general and 
administrative expenses. The Company's operation results may be subject to 
fluctuations on a quarterly and an annual basis as a result of various 
factors, including, but not limited to, fluctuating market pricing for 
computer and semiconductor memory products, industry competition, seasonal 
government purchasing cycles, and working capital restrictions on 
manufacturing and production.

The Company's revenues consist of hardware sales, software sales and the 
delivery of technical services, including installing and maintaining network 
systems. The technical service sales of the Company typically yield a higher 
gross margin than the hardware and software sales of the Company.  This is 
due, in part, to the intense competition in the hardware and software sales 
sector from Original Equipment Manufactures and distributors. As a result, 
the Company, is attempting to strategically reposition itself from 
emphasising hardware sales to intensifying sales of technical services.







RESULTS OF OPERATIONS

1997 First Quarter and 1996 First Quarter.

Net sales for the 1997 First Quarter were $1,229,784 versus 
$1,476,905 for the 1996 First Quarter.  A decrease of 16.7 
percent.  The decrease is primarily due as a result of the completion of a large
network installation project without any new projects cued to follow.

Cost of sales was $673,075 resulting in a gross margin of 45.3% in the 1997 
First Quarter versus sales of $988,425 resulting in a gross margin of 33.1% in 
the 1996 First Quarter, a decrease of 31.9 percent.  The decrease was the 
result of lower net sales and increase in service related sales which 
typically have a higher margin.

Selling general and administrative expenses increased to $539,077 
in the 1997 First Quarter from $428,246 in the 1996 First Quarter, 
an increase of 25.9 percent.  This increase is primarily due to 
additional management personnel.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 1997, the Company had working capital deficit of 
$674,523, compared to a working capital deficit of $618,547
at June 30, 1996. The Company's working capital is not expected 
to improve until later in the fiscal year. 
 
The company has financed its growth primarily through borrowings.  
As of June 30, 1997, the Company's sources of internal and 
external financing were limited.  It is not expected that internal 
sources of liquidity will improve until net cash is provided by 
operating activities, and until such time, the company will rely 
upon external sources for liquidity. The Company has signed a 
letter of intent with an investment banking firm for $4,000,000 to 
be funded over the next sixteen months beginning with $1,060,000
on or before October 30, 1997.

PART II: Other Information

Item 2:  Changes in Securities

The company is currently engaged in the private placement (the "Private 
Placement") of up to 4,000,000 shares of common stock, par value $.10 per 
share (the "Common Stock") and up to 4,000,000 shares of Series A Preferred 
Stock, par value $.10 per share (the "Series A Preferred Stock"), all to 
"accredited investors" as that term is defined in Rule 501(a) of Regulation D
promulgated under the Securities Act of 1933, as amended.

The Company plans to use the proceeds from the sale of the Shares for working
capital, repayment of indebtedness and hiring of new personnel for recently 
received new contracts based upon those in place at September 15, 1997 and 
the successful completion of the private placement-funding revenue for 
calendar 1998, which should exceed $15,000,000.

The company is obligated to issue up to 1,500,000 shares of common stock to 
employees and consultants. 

Item 4:  Submission of matters to a vote of the security holders

On September 26, 1997, a special meeting of the security holders 
of the Company will be held to change the name of the company to 
Micro-Media Solutions, Inc.

Item 5:  Other Matters

None

Item 6: Exhibits and Reports on Form 8K

(a) Exhibits

None.

(b) Reports on Form 8K

None.









































SIGNATURES

        Pursuant to the requirements of Section 13 or 15(d) of the 
Securities Exchange Act of 1934, the Registrant has duly caused 
this Report to be signed on its behalf by the undersigned, 
thereunto duly authorized.


Date 10/20/98        By /S/ Jose G. Chavez
                           Jose G. Chavez, President

Pursuant to the requirements of the Securities Exchange Act of 
1934, this report has been signed below by the following persons 
on behalf of this Registrant and in the capacities and on the 
dates indicated.

Signature                   Capacity                 Date


/s/ Jose G. Chavez                                  10/20/98
    Jose G. Chavez          President and Chairman 
                            of the Board of Directors 


/s/ Mitchell Kettrick                                10/20/98
    Mitchell Kettrick       Vice-President and 
                            Director     


/s/ David Hill                                       10/20/98
    David Hill              Chief Financial Officer       



/s/ Ernesto Chavarria                                10/20/98
    Ernesto Chavarria       Director