Securities and Exchange Commission
                                      Washington, D.C. 20549

                                             Form 10-Q

(Mark One)

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities 
Exchange Act of 1934 For the Quarterly Period Ended March 31, 1997.
or
[  ] Transition Report Pursuant to Section 13 or 15(d) of the Securities 
Exchange Act of 1934 For the Transition Period From       to       .

Commission file number    0-25552

                         DUALSTAR TECHNOLOGIES CORPORATION
            (Exact name of registrant as specified in its charter)

                 Delaware                          13-3776834
     (State or other jurisdiction of              (I.R.S. Employer
     incorporation or organization)               Identification No.)

                  11-30 47th Avenue, Long Island City, NY 11101
        (Address, including zip code of principal executive offices)

                               (718) 340-6655
               (Registrant's telephone number, including area code)

                              Not applicable
            (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  X   No   .

                        APPLICABLE ONLY TO CORPORATE ISSUERS:

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

     Common Stock, $.01 Par Value --- 9,000,000 shares as of May 12, 1997












<PAGE>
                                  Index

                       DualStar Technologies Corporation


Part I. Financial Information

Item 1. Financial Statements (Unaudited)

           Condensed consolidated balance sheets - March 31, 1997 and June
           30, 1996

           Condensed consolidated statements of operations - Three and
           nine months ended March 31, 1997 and 1996

           Condensed consolidated statements of cash flows - Nine months
           ended March 31, 1997 and 1996

           Notes to condensed consolidated financial statements - March
           31, 1997


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


Part II. Other Information

Item 6 - Exhibits and Reports on Form 8-K*


Signatures




 * No exhibits are included in this filing




<PAGE>
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements

DUALSTAR TECHNOLOGIES CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

<S>
                                 <C>             <C>
                                 March 31,       June 30,
                                 1997            1996
                                 (unaudited)
ASSETS
Current assets:                                  
     Cash                        $2,129,359      $2,023,992
     Marketable securities           43,151         910,029
     Contracts receivable, net   14,849,345      13,220,282
     Retainage receivable         4,063,954       4,547,101
     Costs and estimated                         
       earnings in excess of
       billings on uncomplted                            
       contracts                  2,725,132       2,763,051
     Income taxes receivable        243,015       1,225,532
     Deferred tax asset -                        
       current                      178,000         178,000
     Prepaid expenses and sundry                 
       receivable                   688,261       1,281,850
                                ------------    ------------
Total current assets             24,920,217      26,149,837
                                                 
Property and equipment, net       2,579,225       1,054,010
                                                 
Other assets:                                    
     Deferred tax asset - 
       long-term                    924,000         924,000
     Deferred charge                857,532               -
     Other                          172,128         253,633
                                ------------    ------------                
                                $29,453,102     $28,381,480
                                ============    ============
                                                 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:                            
      Accounts payable          $16,146,049     $11,015,924
      Billings in excess of                     
        costs and estimated
        earnings on uncomplted                          
        contracts                  2,552,404      3,477,465
      Accrued expenses and other                
        liabilities                3,897,094      2,565,102
                                 ------------   ------------
Total current liabilities         22,595,547     17,058,491
                                                
Mortgage payable - long-term         828,750              -
                                                
Contingencies                                   
                                                
Shareholders' equity:                           
      Common stock                    90,000         90,000
      Additional paid-in capital   4,995,836     14,995,836
      Deficit                     (9,057,031)    (3,762,847)
                                 ------------   ------------                
                                 $29,453,102    $28,381,480
                                 ============   ============

See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
DUALSTAR TECHNOLOGIES CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

<S>                            <C>           <C>            <C>           <C>
                               For the Three Months         For the Nine Months
                               Ended March 31,              Ended March 31,
                               1997          1996           1997          1996
                                                                
Contract revenues earned       $19,787,495   $20,343,115    $59,449,280   $50,924,879
Cost of revenues earned         20,983,704    18,302,912     58,352,413    44,900,705
                               ------------  ------------   ------------  ------------                   
Gross (loss) profit             (1,196,209)    2,040,203      1,096,867     6,024,174
General and administrative 
  expenses                       2,604,465     2,178,596      6,732,801     5,961,274
Costs incurred in connection                                              
  with joint venture                     -             -              -     4,096,428
                               ------------  ------------    -----------  ------------
Loss before benefit for                                         
  income taxes                  (3,800,674)     (138,393)    (5,635,934)    (4,033,528)
Benefit for income taxes                 -       (46,933)             -     (1,877,933)
                               ------------  ------------    ------------  ------------
Net loss                       ($3,800,674)     ($91,460)    ($5,635,934)  ($2,155,595)
                               ============  ============    ============  ============

                                                                
                                                                
Per share data:                                                 
    Primary                         ($0.42)       ($0.01)         ($0.63)        ($0.24)
                                                                
Weighted average shares                                         
outstanding                       9,000,000     9,000,000       9,000,000      9,000,000
                                                    
                                                             
See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
DUALSTAR TECHNOLOGIES CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED MARCH 31,
(UNAUDITED)

<S                                       <C>           <C>
                                         1997          1996
                                                   
Cash provided by (used in) operating               
  activities                             $237,498      ($1,550,345)
                                      ------------     ------------              
Cash flows from investing activities:              
  Acquisition of property and                   
    equipment                           (1,181,701)       (320,655)
  Decrease in sundry receivable          1,070,435               -
  Increase in deferred charges            (861,493)              -
  Redemption of investment in                       
    marketable securities                  866,878       4,107,684
                                       ------------    ------------
  Net cash provided by (used in)                    
    investing activities                  (105,881)      3,787,029
                                                   
Cash flows from financing activities:              
  Principal payments on mortgage           (26,250)              -
                                      -------------    ------------
  Net cash used in financing                    
    activities                             (26,250)              -
                                      -------------    ------------             
Net increase in cash                       105,367       2,236,684
Cash - beginning of period               2,023,992       2,072,856
                                      -------------    ------------
Cash - end of period                    $2,129,359      $4,309,540
                                      =============    ============
                                                   

Non-cash financing transactions:
In August 1996, the Company acquired real property which is financed by a 
$900,000 mortgage loan.


See notes to condensed consolidated financial statements
</TABLE>
<PAGE>
DUALSTAR TECHNOLOGIES CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)


MARCH 31, 1997


NOTE A - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with
the instructions to Form 10-Q and Article 10 of Regulation S-X.
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.  Operating
results for the three- and nine-month period ended March 31, 1997
are not necessarily indicative of the results that may be expected
for the fiscal year ended June 30, 1997.  For further information,
refer to the financial statements and footnotes thereto included in
the DualStar Technologies Corporation and Subsidiaries' annual
report for the fiscal year ended June 30, 1996.

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

General

This report contains forward-looking statements concerning DualStar
Technologies Corporation and Subsidiaries (the "Company").  Such
statements are subject to certain risks and uncertainties,
including, but not limited to, substantial and increasing
competition in the Company's core businesses, the Company's entry
into new lines of business, the evolving market for the Company's
emerging businesses, general economic conditions in the New York
Tri-State area, dependence upon major customers, acceptance by
customers of new services, potential liability and possible
insufficiency of insurance, entry into new geographic markets,
additional substantial capital requirements of the emerging
businesses, dependence upon a small number of key executives,
dependence upon internal expansion, stock market listing
requirements, and current labor conditions.  Readers are urged to
carefully review and consider the above risks and uncertainties, as
well as other disclosures made by the Company in its periodic
reports on Forms 10-K, 10-Q and 8-K which have been filed, or will
be filed, with the Securities and Exchange Commission. Such
disclosures attempt to advise interested parties of the factors
affecting the Company's business.

Liquidity and Sources of Capital

Cash provided by operations was $237,000 for the nine-month period
ended March 31, 1997 as compared to cash used by operations of $1.6
million in the comparable period in 1996.  The Company's working
capital at March 31, 1997 decreased by $6.8 million from June 30,
1996.  The decrease was due to capital expenditures associated with
the purchase and refurbishment of new corporate headquarters and
the Company's net loss for the nine-month period ended March 31,
1997.  Future operations may require additional working capital.
There can be no assurance that the Company will be able to obtain
such capital on terms satisfactory to it.

Results of Operations

Contract revenues decreased 2.7% in the three-month period ended
March 31, 1997 to $19.8 million, down $556,000 from the comparable
period in 1996.  The decrease was due primarily to the Company
either completing or beginning a few large contracts.  Since such
revenue streams typically peak during the middle of a project, this
depressed contract revenues during this period.  For the nine-month
period ended March 31, 1997, contract revenues were $59.4 million,
which were $8.5 million or 16.7% higher than the same period in
1996.  This increase was due primarily to the revenues generated by
the Company's new subsidiaries.

Gross (loss) was ($1.2) million or (6.0%) for the three-month
period ended March 31, 1997, compared to gross profit of $2.0
million or 10.0% for the comparable period in 1996.  Gross profit
decreased by $4.9 million or 81.8% in the nine-month period ended
March 31, 1997 from the comparable period in 1996.  In addition,
the gross profit margins were 1.8% for the  nine-month period ended
March 31, 1997, as compared to 11.8% for the same period in 1996.
The decreases were attributable primarily to cost overruns on the
Visy Paper and Mount Sinai Hospital projects by the Company's
mechanical contracting business.  In addition, there has been
substantial and increasing competition in this business, which has
compressed job profit margins.  In an effort to stay competitive in
its market place, the mechanical contracting subsidiary has
restructured its engineering, drafting and project management
departments.

<PAGE>
For the three-month period ended March 31, 1997, the Visy Paper and
Mount Sinai Hospital projects accounted for $3.7 million of
contract revenues and $6.0 million of costs of revenues.  Excluding
these projects, contract revenues were $16.1 million and gross
profit was $1.1 million or 6.8% for the three-month period.  For
the nine-month period ended March 31, 1997, the Visy Paper and
Mount Sinai Hospital projects accounted for $11.4 million of
contract revenues and $13.5 million of costs of revenues.
Excluding these two projects, contracts revenues were $48.0 million
and gross profit was $3.2 million or 6.7% for the nine-month
period.

For the three-month period ended March 31,1997, the Company's new
subsidiaries accounted for $5.7 million of revenues and had gross
profit of $644,000 or 11.3%. For the nine-month period ended March
31, 1997, the new subsidiaries accounted for $16.5 million of
revenues and had gross profit of $1.5 million or 9.1%.

General and administrative expenses increased $426,000 or 19.5% in
the three-month period ended March 31, 1997, and $772,000 or 12.9%
in the nine-month period ended March 31, 1997, as compared to the
same periods in 1996.  The increase in the three-month period was
due primarily to the write-off of leasehold improvements abandoned
by the Company due to the relocation of the Company's headquarters.
The increase in the nine-month period was due primarily to the
leasehold improvement write-off and costs associated with the
continued growth of the Company's new subsidiaries.  For the three-
and nine-month periods ended March 31, 1997, the new subsidiaries
accounted for $899,000 and $1.4 million of general and
administrative expenses respectively.  In an effort to reduce
overhead, the Company has begun to implement several cost reduction
programs, including the centralization and consolidation of the
accounting and administrative functions.

Net loss was approximately $3.8 million in the three-month period
ended March 31, 1997 as compared to a net loss of $91,000 in the
comparable period in 1996.  A net loss of approximately $5.6
million was incurred for the nine-month period ended March 31,
1997, as compared to a net loss of $2.2 million for the same period
in 1996.  The net losses in 1997 were attributable primarily to the
above factors. The net losses in 1996 were attributable primarily
to the costs incurred in connection with the joint venture that
performed services on the Lincoln Square project.
<PAGE>
PART II - OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

No reports on Form 8-K were filed during the three-month period
ended March 31, 1997.

<PAGE>


Signatures

Pursuant to the requirements 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.


                                DualStar Technologies Corporation


Date May 15, 1997            By: GREGORY CUNEO     
                                 Gregory Cuneo
                                 President and Chief Executive Officer


Date May 15, 1997            By: ROBERT J. BIRNBACH           
                                 Robert J. Birnbach
                                 Vice President and Chief Financial Officer