U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                    Form 10-Q


(Mark One)

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

                  For the quarterly period ended March 31, 1997

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

       For the transition period from __________________ to ______________

Commission file number 0-9352

                            Gibbs Construction, Inc.
-------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            Texas                                               75-2095676
-------------------------------------------------------------------------------
(State or other jurisdiction of                             (IRS Employer
incorporation or organization                               Identification No.)

 1855 Wall Street, Garland, TX                                    75041
-------------------------------------------------------------------------------
(Address of principal executive offices)                        (Zip Code)

                                 (972) 278-3433
-------------------------------------------------------------------------------
                         (Registrant's telephone number)

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

         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 reports),  and (2)
has been subject to such filing requirements for the past 90 days. Yes X No ____


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 4,000,000



<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEETS


                                     ASSETS
<TABLE>
<CAPTION>

                                                                                  March 31,          December 31,
                                                                                   1997                1996
                                                                               -----------------------------------
                                                                                (Unaudited)

CURRENT ASSETS
<S>                                                                           <C>                   <C>         
    Cash                                                                      $      2,447          $    124,565
    Temporary Investments                                                              963                 1,503
    Accounts Receivable
        Trade                                                                    5,018,982             8,596,282
        Costs and Estimated Earnings in Excess of
            Billings on Uncompleted Contracts                                      803,687               976,681
    Prepaid Expenses                                                                19,376                19,376
    Deferred Tax Asset                                                             510,000               510,000
                                                                               -----------         -------------

            TOTAL CURRENT ASSETS                                                 6,355,455            10,228,407
                                                                               -----------          ------------

LAND, BUILDINGS AND EQUIPMENT                                                    1,093,172             1,084,380
        Less Accumulated Depreciation                                             (423,743)             (387,744)
                                                                               -----------          ------------

            NET LAND, BUILDINGS AND EQUIPMENT                                      669,429               696,636
                                                                               -----------          ------------


OTHER ASSETS
    Other Assets                                                                     2,454                 2,454
    Receivables From Affiliates and Employees                                      151,265               232,789
    Deferred Tax Asset                                                           1,618,640             1,572,740
                                                                               -----------          ------------

            TOTAL OTHER ASSETS                                                   1,772,359             1,807,983
                                                                               -----------          ------------

            TOTAL ASSETS                                                       $ 8,797,243           $12,733,026
                                                                               ===========           ===========
</TABLE>






                                   (Continued)
                                       F-1


<PAGE>



                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEETS
                                   (Continued)


                      LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>

                                                                                  March 31,          December 31,
                                                                                   1997                1996
                                                                                ----------------------------------
                                                                                (Unaudited)

CURRENT LIABILITIES
<S>                                                                           <C>                <C>            
    Cash Overdraft                                                            $     28,634       $             -
    Notes Payable                                                                  195,000               150,000
    Current Installments of Long-Term Debt                                         378,243               374,443
    Accounts Payable                                                             4,397,072             8,047,940
    Accrued Expenses                                                               688,497               719,749
    Billings in Excess of Costs and Estimated Earnings on
        Uncompleted Contracts                                                      993,775             1,142,164
    Payable to Stockholders                                                        406,055               406,055
                                                                              ------------         -------------

            TOTAL CURRENT LIABILITIES                                            7,087,276            10,840,351

LONG-TERM DEBT - Excluding Current Installments                                    469,640               563,254
                                                                               -----------         -------------

            TOTAL LIABILITIES                                                    7,556,916            11,403,605
                                                                               -----------          ------------

STOCKHOLDERS' EQUITY
    Common Stock of $.01 Par Value.  Authorized 7,500,000
        Shares; Issued and Outstanding 4,000,000
        Shares, respectively                                                        40,000                40,000
    Paid-In-Capital                                                              4,907,272             4,907,272
    Retained (Deficit)                                                          (3,706,945)           (3,617,851)
                                                                               -----------          ------------

            TOTAL STOCKHOLDERS' EQUITY                                           1,240,327             1,329,421
                                                                               -----------          ------------

            TOTAL LIABILITIES AND
                STOCKHOLDERS' EQUITY                                           $ 8,797,243           $12,733,026
                                                                               ===========           ===========
</TABLE>







                    The accompanying note is an integral part
                   of these consolidated financial statements
                                       F-2


<PAGE>



                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                          For the Three Months Ended
                                                                                                   March 31,
                                                                                   ------------------------------------
                                                                                        1997                      1996
                                                                                   -------------             ----------

<S>                                                                                 <C>                       <C>       
CONSTRUCTION REVENUES                                                               $8,693,918                $6,804,744

COST OF CONSTRUCTION                                                                (8,481,834)               (6,493,759)
                                                                                    ----------                ----------

    NET CONSTRUCTION REVENUES                                                          212,084                   310,985
                                                                                   -----------                ----------

BRONCO BOWL REVENUES                                                                         -                   908,602

BRONCO BOWL OPERATING EXPENSES                                                               -                 1,855,824
                                                                                --------------               -----------

    NET BRONCO BOWL EXPENSES                                                                 -                  (947,222)
                                                                                --------------               -----------

            GROSS PROFIT (LOSS)                                                        212,084                  (636,237)

GENERAL AND ADMINISTRATIVE EXPENSES                                                    327,415                   557,481
                                                                                   -----------               -----------

            (LOSS) BEFORE OTHER INCOME (EXPENSE)                                      (115,331)               (1,193,718)

OTHER INCOME (EXPENSE)
    (Loss) on Temporary Investments Transactions                                          (540)                        -
    Interest Income                                                                         64                         -
    Interest Expense, net of capitalized interest of $36,635
        at March 31, 1996                                                              (25,455)                  (33,533)
    Other                                                                                6,268                         -
                                                                                  ------------             -------------

            (LOSS) BEFORE INCOME TAXES                                                (134,994)               (1,227,251)

INCOME TAX BENEFIT                                                                      45,900                   402,171
                                                                                   -----------                ----------

NET (LOSS)                                                                         $   (89,094)                $(825,080)
                                                                                   ===========                 =========

(LOSS) PER SHARE                                                                 $       (0.02)             $      (0.21)
                                                                                 =============              ============

WEIGHTED AVERAGE NUMBER OF SHARES                                                    4,000,000                 4,000,000
                                                                                     =========                 =========
</TABLE>


                    The accompanying note is an integral part
                   of these consolidated financial statements
                                   (Continued)
                                       F-3


<PAGE>



                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>

                                                      Common Stock
                                                 ---------------------
                                                                                              Retained
                                                   Number                   Paid-In           Earnings
                                                 of Shares      Amount      Capital          (Deficit)           Total
--------------------------------------------------------------------------------------------------------------------------

<S>                                              <C>           <C>      <C>                 <C>                 <C>       
BALANCE, DECEMBER 31, 1995                       3,000,000     $30,000  $           -       $ 2,724,319         $2,754,319

    Sale of Common Shares -
        January, 1996                            1,000,000      10,000      3,712,500                 -          3,722,500

    Registration Costs, net of
        applicable tax effect                            -           -       (358,948)                -           (358,948)

    "S" Corporation Status Termination                   -           -      1,553,720        (2,219,336)          (665,616)

    1996 Net Loss                                        -           -              -        (4,122,834)        (4,122,834)
                                             ------------- ----------- --------------       -----------         ----------


BALANCE, DECEMBER 31, 1996                       4,000,000     $40,000     $4,907,272       $(3,617,851)         $1,329,421

    1997 Net Loss (Unaudited)                            -           -              -           (89,094)           (89,094)
                                             -------------  ---------- --------------      ------------        -----------

BALANCE, MARCH 31, 1997                          4,000,000    $40,000      $4,907,272       $(3,706,945)        $1,240,327
                                             =============  ==========     ==========       ===========         ==========
    (Unaudited)
</TABLE>





















                    The accompanying note is an integral part
                   of these consolidated financial statements
                                       F-4


<PAGE>




                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                             Three Months Ended
                                                                                                  March 31,
                                                                                  ----------------------------------------
                                                                                       1997                       1996
                                                                                  ----------------------------------------

CASH FLOW FROM OPERATING ACTIVITIES
<S>                                                                                 <C>                       <C>         
    Net (Loss)                                                                      $   (89,094)              $  (825,080)
    Adjustments to Reconcile Net Income to Net Cash
        From Operating Activities
            Depreciation                                                                 35,999                   194,395
            Loss on Temporary Investments Transactions                                      540                         -
            Deferred Taxes                                                              (45,900)                 (402,171)
    Changes in Current Assets and Liabilities
            (Increase) Decrease in Accounts Receivable                                3,577,300                  (101,181)
            Decrease in Billings Related to Cost
                and Earnings on Uncompleted Contracts                                    24,605                   109,500
            (Increase) in Inventories                                                         -                  (109,104)
            (Increase) in Prepaid Expenses                                                    -                    (8,360)
            (Decrease) in Accounts Payable                                           (3,650,868)                 (694,285)
            (Decrease) in Accrued Expenses                                              (31,252)                   (8,176)
                                                                                    -----------              ------------

                NET CASH FLOW (USED) BY
                   OPERATING ACTIVITIES                                                (178,670)               (1,844,462)
                                                                                     ----------               -----------

CASH FLOW FROM INVESTING ACTIVITIES
    Purchase of Equipment                                                                (8,792)                 (105,134)
    Bronco Bowl Renovations                                                                   -                (1,807,628)
    Decrease in Other Assets                                                             81,524                     3,057
                                                                                    -----------              ------------

                NET CASH FLOW PROVIDED (USED)
                   IN INVESTING ACTIVITIES                                               72,732                (1,909,705)
                                                                                    -----------               -----------

CASH FLOW FROM FINANCING ACTIVITIES
    Deferred Registration Costs                                                               -                  (127,358)
    Proceeds from Note Borrowings                                                        70,000                         -
    Repayments of Note Borrowings                                                      (114,814)                  (25,743)
    Repayments of Capital Lease Obligations                                                   -                   (33,614)
    Sale of Common Stock                                                                      -                 3,722,500
                                                                                  -------------               -----------

                NET CASH FLOW PROVIDED (USED) BY
                   FINANCING ACTIVITIES                                                 (44,814)                3,535,785
                                                                                    -----------               -----------
</TABLE>



                    The accompanying note is an integral part
                   of these consolidated financial statements
                                   (Continued)
                                       F-5


<PAGE>



                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Continued)

<TABLE>
<CAPTION>

                                                                                              Three Months Ended
                                                                                                   March 31,
                                                                                   --------------------------------------
                                                                                        1997                       1996
                                                                                   --------------------------------------

<S>                                                                                  <C>                        <C>       
NET (DECREASE) IN CASH                                                               $ (150,752)                $(218,382)

CASH AT THE BEGINNING OF THE PERIOD                                                     124,565                    64,183
                                                                                     ----------                 ---------

CASH AT THE END OF THE PERIOD                                                        $  (26,187)                $(154,199)
                                                                                     ==========                 =========

SUPPLEMENTAL DISCLOSURES OF CASH
    FLOW INFORMATION
        Cash Paid During  the Year For:
            Interest Expense                                                         $   29,945                   $70,168
                                                                                     ==========                   =======

SUPPLEMENTAL SCHEDULE OF NONCASH
    INVESTING AND FINANCING ACTIVITIES:

        Increase in Receivables From Affiliates and Employees                     $           -               $ 1,115,262
        Termination of "S" Corporation Status                                                 -                (1,115,262)
        Increase in Capital Lease Obligations                                                 -                   634,625
        Assets Purchased through Capital Lease                                                -                  (634,625)
        Reduction in Deferred Registration Costs                                              -                   326,151
        Registration Costs Offset Against Paid-in-Capital                                     -                  (326,151)
        Transfer of Retained Earnings to Paid-in-Capital                                      -                 1,396,082
        Increase in Paid-in-Capital                                                           -                (1,396,082)
                                                                                  -------------               -----------

                                                                                  $                          $
                                                                                  =============               ===========
</TABLE>















                    The accompanying note is an integral part
                   of these consolidated financial statements
                                       F-6


<PAGE>



                     GIBBS CONSTRUCTION, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                             MARCH 31, 1997 AND 1996




NOTE 1:         BASIS OF PRESENTATION

    The  accompanying  unaudited  consolidated  financial  statements  have been
    prepared in accordance  with generally  accepted  accounting  principals for
    interim  financial  information  and with the  instructions to Form 10-Q and
    Rule 10-01 of Regulations S-X. They do not include all information and notes
    required by generally accepted accounting  principals for complete financial
    statements.  However, except as disclosed, there has been no material change
    in  the  information  disclosed  in  the  notes  to  consolidated  financial
    statements included in the Annual Report on Form 10-K of Gibbs Construction,
    Inc. for the year ended December 31, 1996. In the opinion of management, all
    adjustments  (consisting of normal recurring accruals)  considered necessary
    for a fair presentation have been included.  Operating results for the three
    month period ended March 31, 1997,  are not  necessarily  indicative  of the
    results that may be expected for the year ending December 31, 1997.
































                                       F-7


<PAGE>



Item 2.  Management's Discussion and Analysis of Operations.

    Revenues  increased  in  the  first  quarter  of  1997  to  $8,693,918  from
$6,804,897 in the first quarter of 1996, an increase of approximately 28%. Gross
profits for the 1997 quarter, however, were $212,084 compared to $310,985 in the
earlier  period.  Although the gross  margins for the first quarter of 1997 were
lower than those from the first quarter of 1996,  2.4%  compared to 4.6%,  gross
margins improved from the fourth quarter of 1996 from 1.1%.

    The first quarter's revenues are traditionally the Company's lowest revenues
for any fiscal  quarter  during the fiscal  year  reflecting  less  construction
during the winter months.  The increase in revenues in the first quarter of 1997
compared to the first quarter of 1996  reflects a larger number of clients.  The
lower margins reflects the low margins on jobs performed for one client, most of
which were completed early in the quarter.  After  completing the jobs for which
the Company contracted with this firm, the Company quit bidding on these jobs.

    The effect of reduced gross margins was that the Company  incurred a loss of
about $90,000 or $0.02 per share for the first quarter of 1997. The loss for the
first quarter of 1996, was, however,  $825,000,  or $0.21 per share,  reflecting
primarily the losses associated with operation of the Bronco Bowl.

    In the first  quarter of 1997  selling,  general  and  administrative  costs
declined,  to  $327,145  from  $557,481,  compared  to the same  quarter  a year
earlier.  The earlier quarter  reflected  overhead  expenses incurred during the
startup and operation of the Bronco Bowl.  Selling,  general and  administrative
expenses,  however,  increased  slightly,  however,  from $317,981 in the fourth
quarter  of 1996.  This  small  increase  reflects  the  costs  incurred  in the
Company's first fiscal quarter for compliance activities associated with being a
publicly held Company.

Liquidity and Capital Resources

    The Company's  working capital ratio declined  somewhat in the first quarter
of 1997,  to 0.90,  compared to 0.94 at December  31,  1996.  Net cash flow from
operating  activities  decreased  by  approximately  $179,000  during  the first
quarter.  Management  of the Company  remains  confident  that it possesses  the
capital  resources to finance the increased  operations that commonly follow the
first  quarter of the fiscal  year and  continuation  of its  recovery  from the
Bronco Bowl.


                                     PART II

None




<PAGE>


                                   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.



                                                 Gibbs Construction, Inc.

May 13, 1997                                     /s/ Danny R. Gibbs
                                                 ------------------
                                                 Danny R. Gibbs, President and
                                                 Principal Financial Officer


<PAGE>