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

                                  FORM 10-QSB/A

(Mark One)

/ /      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996.

/ /      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934 FOR THE TRANSITION PERIOD FROM ___________ TO __________.


For the transition period from ____________ to _______________

                         COMMISSION FILE NUMBER 0-2686


                                QUADRATECH, INC.
        ----------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                      NEVADA                               95-4396848
-----------------------------------------------         -----------------
(State or other jurisdiction of incorporation           (I.R.S. Employer 
or organization)                                       Identification No.)


10804 SOUTH LA CIENEGA BLVD., INGLEWOOD, CA                   90306
-----------------------------------------------         ------------------
(Address of principal executive offices)                    (Zip Code)


Registrant's telephone number, including area code         310-649-0780
                                                        -------------------

                                      N/A
     ---------------------------------------------------------------------
     (Former name, former address and former fiscal year, if changed since
     last report.)


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 / /    No /X/

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: At June 30, 1996, there were
outstanding 13,349,012 shares of the Registrant's Common Stock, $.001 par value.

        Transitional Small Business Disclosure Format:  Yes / /    No /X/

 
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                         PART I: FINANCIAL INFORMATION
                                     INDEX

<TABLE>
<CAPTION>
                                                                     Page Number
                                                                     -----------
<S>                                                                     <C>
ITEM 1: Financial Statements

Consolidated Balance Sheet as of June 30, 1996 (Unaudited) . . . . . . .  2
Consolidated Statements of Operations for the six months        
  ended June 30, 1996 and 1995 (Unaudited) . . . . . . . . . . . . . . .  4
Notes to Consolidated Financial Statements (Unaudited) . . . . . . . . .  5

ITEM 2: Management's Discussion and Analysis or
        Plan of Operation  . . . . . . . . . . . . . . . . . . . . . . .  6

                          PART II: OTHER INFORMATION

ITEM 6: Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . .  6

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  7
</TABLE>

PART I. FINANCIAL INFORMATION

             ITEM 1. FINANCIAL STATEMENTS



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                                QUADRATECH, INC.

                           CONSOLIDATED BALANCE SHEET
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                          JUNE 30, 1996                        JUNE 30, 1995
<S>                                         <C>                                     <C>
ASSETS
------
CURRENT ASSETS

         Cash in Savings                         8,743                              111,422    
         Trade Receivables                      37,314                                3,114
         Less:  Allowance for Doubtful          18,827                               18,487
                                             ---------

         Other Loans                            13,234                                3,000
         Inventory                              45,598                               25,235
         Prepaid Expenses                        5,832
         Deferred Income Taxes                  10,667
                                             ---------
         Security Deposit                                                             4,530
         Motor Vehicle                                                                2,500
                                                                                   --------
               Total Current Assets          $ 102,562        Total June 30, 1995   149,801
                                             ---------                             --------

Plant & Equipment

         Plant & Equipment                   $ 232,419
         Less: Accum Deprec                    (34,839)
                                             --------- 
                                               197,580                               32,753

Other Assets

        Patents Marks & Copyrights           $  16,575
        Less: Accum Amortization                  (486)  
                                            ----------                                   
                                                16,089                               22,490
        Deposits                                26,087
        Deferred Income Taxes                  565,062
                                             ---------
                                               607,138

Total Assets                                 $ 907,380                             $205,044
                                             =========                             ========
</TABLE>





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                                QUADRATECH, INC.

                           CONSOLIDATED BALANCE SHEET
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                       JUNE 30, 1996            JUNE 30, 1995
<S>                                                     <C>                          <C>
LIABILITIES AND STOCKHOLDERS EQUITY

Current Liabilities

        Bank Overdraft                                   $  13,925 
        Accounts Payable                                    40,089                   170,905
        Accrued Expenses                                   167,764                     1,575

        Deposits                                            27,500
        Loan Payable - Officer/Shareholder                 288,262                   100,000

Stockholders Equity

        Common stock, $.001 par value
        authorized 50,000,000 shares issued
        and outstanding 13,349,012                          13,349                    11,168

        Paid in Capital                                  1,684,738                   770,283

        Accumulated deficit                             (1,328,247)                 (848,885)
                                                        -----------                         


        Total Liabilities and Stockholders Equity       $  907,380                 $ 205,044
                                                        ==========                 =========
</TABLE>


                See notes to consolidated financial statements.



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                                QUADRATECH, INC.

                      CONSOLIDATED STATEMENT OF OPERATIONS
                                  (UNAUDITED)

<TABLE>
<CAPTION>
SIX MONTHS ENDED:                                    JUNE 30, 1996            JUNE 30, 1995
<S>                                                  <C>                       <C>
Revenues                                                  $58,498                  14,104

Cost of Sales                                              30,442                  41,477
                                                     ------------            ------------

Gross Profit/Loss                                          28,056                 (27,373)


Selling, General and Administrative Expenses              446,078                 270,821
                                                     ------------            ------------

Losses from Operations                                   (418,022)               (298,194)
                                                     ============            ============ 

Net Loss Per Share                                           (.04)                 (.0267)

Weighted Average Number of Common Shares Outstanding   12,929,253              11,168,745
</TABLE>

                See notes to consolidated financial statements.



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                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE A - BASIS OF PRESENTATION

THE ACCOMPANYING UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS HAVE BEEN PREPARED
IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES FOR INTERIM
FINANCIAL INFORMATION AND WITH THE INSTRUCTIONS TO FORM 10-QSB AND ITEM 310(b)
OF INITIAL CAP REGULATION S-B. ACCORDINGLY, THEY DO NOT INCLUDE ALL OF THE
INFORMATION AND FOOTNOTES REQUIRED BY GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
FOR COMPLETE FINANCIAL STATEMENTS.

IN THE OPINION OF MANAGEMENT, ALL ADJUSTMENTS (CONSISTING OF NORMAL RECURRING
ACCRUALS) CONSIDERED NECESSARY FOR A FAIR PRESENTATION HAVE BEEN INCLUDED.


NOTE B - EARNINGS PER SHARE

THE COMPANY CALCULATES EARNINGS PER SHARE BASED ON THE AVERAGE NUMBER OF SHARES
OUTSTANDING FOR THE PERIOD.




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ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATION

THE MANAGEMENT FOCUSED ON REFINING ITS PATENTED TECHNOLOGIES AND DEVELOPING
INITIAL PRODUCT SALES.

COMPANY PRODUCTION CAPACITY WAS IMPROVED TO SUCCESSFULLY AID IN THE
MANUFACTURING AND MARKETING OF THE COMPANY'S OIL ABSORBENT MATERIAL PRODUCTS IN
THE UNITED STATES AND ASIA.

THE COMPANY BEGAN TESTING A REVOLUTIONARY NEW EQUINE BEDDING MATERIAL CALLED
STABLEMATE.  STABLEMATE, A NON TOXIC BEDDING MADE FROM RECYCLED PAPER PRODUCTS
COATED WITH PATENTED 4TK DETOXIFYING AGENT, IS PRICED COMPETITIVE WITH CURRENT
BEDDING PRODUCTS AND OFFERS SEVERAL MAJOR ADVANTAGES OVER EXISTING PRODUCTS.

TOTAL REVENUE FOR SECOND QUARTER $58,498 REPRESENTING AN INCREASE OVER
SECOND QUARTER OF 1995.

THE COMPANY'S LOSS OF $419,022 REPRESENTS AN INCREASE COMPARED TO
SECOND QUARTER OF 1995.

SELLING, GENERAL AND ADMINISTRATIVE COSTS ALSO ROSE TO $446,078 AS A
RESULT OF THE CONTINUING COSTS ASSOCIATED WITH THE MOVE, ACQUISITION OF
PRODUCTION AND PRODUCTION EQUIPMENT, DEVELOPING SALES AND MARKETING
PRESENTATIONS AND NETWORKS AND INCREASING MARKETING COST ASSOCIATED WITH THE
SALE OF PRODUCTS TO ITS CUSTOMERS.

LIQUIDITY AND CAPITAL RESOURCES -

THE LIQUIDITY OF THE COMPANY AND ITS AVAILABLE CAPITAL RESOURCES HAVE DECREASED
PRIMARILY DUE TO THE ACQUISITION OF PRODUCTION EQUIPMENT. THE DECREASE WAS
PARTIALLY OFFSET BY THE SALE AND ISSUANCE OF STOCK FOR CASH OR IN CANCELLATION
OF INDEBTEDNESS.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

        (A)  Exhibits:  None

        (B)  Reports on Form 8-K: None





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                               QUADRATECH, INC.

                                  SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.

                                        QUADRATECH, INC.
                                        ---------------------------------
                                                (Registrant)


        Date: December 5, 1996          /s/  MARIA COMFORT
                                        ---------------------------------
                                        Maria Comfort, Chief Executive Officer


        Date: December 5, 1996          /s/  WILLIAM SNYDER
                                        ---------------------------------
                                        William Snyder, Treasurer



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