U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                    FORM 10-Q

  [X]  Quarterly  report  pursuant  to  Section  13 or 15(d)  of the  Securities
  Exchange Act of 1934.

  For the quarterly period ended June 30, 1998.

  [ ]  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: 0-5367
                         D-LANZ DEVELOPMENT GROUP, INC.
              (Exact name of registrant as specified in its charter


Delaware                                             11-1717709
(State of otherjurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
                  400 Grove Street Glen Rock, New Jersey 07452
                     Address of principal executive offices)


                                 201- 445-8862
              (Registrant's telephone number, including area code)


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 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

        The Company had 10,100,000 shares of common stock outstanding


<PAGE>



                                     PART I
                              FINANCIAL INFORMATION

        Item 1. Financial Statements

        The condensed  financial  statements for the periods ended June 30, 1998
included  herein have been  prepared by D-Lanz  Development  Group,  Inc.,  (the
"Company")  without  audit,  pursuant  to  the  rules  and  regulations  of  the
Securities  and  Exchange  Commission  (the  "Commission").  In the  opinion  of
management,  the statements include all adjustments  necessary to present fairly
the  financial  position of the Company as of June 30, 1998,  and the results of
operations  and cash flows for the six month  periods  ended  June 30,  1997 and
1998.

      The Company's results of operations during the six months of the Company's
fiscal year are not necessarily indicative of the results to be expected for the
full fiscal year.

        The  financial  statements  included  in this  report  should be read in
conjunction  with the  financial  statements  and notes thereto in the Company's
Annual  Report on Form 10-K for the fiscal  years  ended  December  31, 1996 and
1997.




<PAGE>
<TABLE>
<CAPTION>

                         D-LANZ DEVELOPMENT GROUP, INC.
                         (A Development Stage Company)
                                  BALANCESHEET

                                     Assets

                                       
                                                                     June 30,
                                                      December 31,    1998
                                                      1997            Unaudited
Current assets
<S>                                                   <C>             <C> 
  Cash                                                $934            $528


Other assets
  License fees                                        252,500        252,500 
  Total other assets                                  252,500        252,500 
Total assets                                          $253,434       $253,028 

                        Liabilities and Stockholders' Equity
Current liabilities
   Officer loan payable                                               $500


Capital stock
  Preferred stock-authorized 50,000,000 shares
$.001 par value. At December 31, 1997 and June 30,
1998 the number of shares outstanding was -0-
  Common stock-authorized 100,000,000 shares, par
value of $.001. At  December 31, 1997 and June 30,
1998, there were 1,551,394 and 10,100,000 shares                      
outstanding.                                                          
                                                      $10,000         $10,100
  Additional paid in capital                          246,051         246,951
  Deficit accumulated during development stage        (2,617)         (4,523)
Total stockholders' equity                            253,434         252,528 
Total liabilities and stockholders' equity            $253,434        $253,028 




</TABLE>


             See    accompanying    notes   to    financial statements.



<PAGE>


<TABLE>
<CAPTION>


                                          D-LANZ DEVELOPMENT GROUP, INC.
                                          (A Development Stage Company)
                                             STATEMENT OF OPERATIONS
                                                                                             For the period from
                                                                                                reorganization
                          For the year    For the year     For the six       For the six     (December 31, 1990)
                         ended December  ended December    months ended     months ended              to
                            31, 1996        31, 1997         June 30,          June 30,            June 30,
                                                               1997             1998                 1998
<S>                           <C>             <C>              <C>               <C>                    <C> 
Income                        $-0-            $-0-             $-0-              $-0-                   $-0-

Less costs of goods sold       -0-             -0-              -0-               -0-                    -0-

Gross profit                   -0-             -0-              -0-               -0-                    -0-

Operations:
  General                      -0-           1,066              -0-             1,906                  4,523
and
administrative
  Amortization                 -0-             -0-              -0-             -0-                      -0-
Total expense                  -0-           1,066              -0-             1,906                  4,523

Profit (loss) from
operations and
 before Corporate
income tax expense             -0-             -0-              -0-           (1,906)                (4,523)

Corporate income tax           -0-             -0-              -0-               -0-                    -0-

Net profit or (Loss)         $-0-         $(1,066)            $-0-           $(1,906)               $(4,523)

Net income per share          $-0-            $-0-           $-0-              $(-0-)                   $-0-
Total number of shares        10,100,000      10,100,000       10,100,000        10,100,000             10,100,000
outstanding


</TABLE>










                               See accompanying notes to financial statements.




<PAGE>


<TABLE>
<CAPTION>

                         D-LANZ DEVELOPMENT GROUP, INC.
                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS

                                                                                                              For the period from
                                                                                                                   reorganization
                                             For the year      For the year     For the six     For the six     (December 31, 1990)
                                            ended December    ended December   months ended     months ended             to
                                               31, 1996          31, 1997        June 30,         June 30,            June 30,
                                                                                   1997             1998                1998
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                              <C>                 <C>           <C>         <C>                    <C>     
  Net profit (loss)                              $-0-                $(1,066)      $-0-        $(1,006)               $(4,523)
  Non cash transaction                                                                              100                  1,000
  Depreciation and amortization                   -0-                     -0-       -0-             -0-                    -0-

TOTAL CASH FLOWS FROM OPERATING ACTIVITIES        -0-                 (1,066)       -0-           (906)                (3,523)

CASH FLOWS FROM FINANCING ACTIVITIES
  Officer loan payable                                                                              500                    500
  Sale of shares of common stock                                        2,000                                            3,551
  Commitments and contingencies                   -0-                   -0-         -0-                                  -0-  
TOTAL CASH FLOWS FROM FINANCING ACTIVITIES        -0-                   2,000       -0-             500                  4,051

NET INCREASE (DECREASE) IN CASH                   -0-                    934        -0-           (406)                   528 
CASH BALANCE BEGINNING OF PERIOD                  -0-                     -0-       -0-            934                     -0-
CASH BALANCE END OF PERIOD                       $-0-                   $934       $-0-           $528                   $528 



</TABLE>








               See accompanying notes to financial statements.




<PAGE>


<TABLE>
<CAPTION>

                         D-LANZ DEVELOPMENT GROUP, INC.
                          (A Development Stage Company)
                        STATEMENT OF STOCKHOLDERS' EQUITY

                                                                  Additional     Deficit accumulated
      Date        Preferred  Preferred    Common    Common        paid           during development 
                    Stock      Stock      Stock       Stock     in capital       stage                   Total
<S>                  <C>       <C>      <C>             <C>       <C>              <C>          <C> 
12-31-1991           -0-       $-0-     1,551,394       $1,551                     $(1,551)     $-0-

12-31-1992           -0-       $-0-     1,551,394       $1,551                     $(1,551)     $-0-

12-31-1993           -0-       $-0-     1,551,394       $1,551                     $(1,551)     $-0-

12-31-1994           -0-       $-0-     1,551,394       $1,551                     $(1,551)     $-0-

12-31-1995           -0-       $-0-     1,551,394       $1,551                     $(1,551)     $-0-

12-31-1996           -0-       $-0-     1,551,394       $1,551                     $(1,551)     $-0-


 9 -30-1997(1)                            2,000,000      2,000                                     2,000
  9-30-1997(2)                            6,448,606      6,449     246,051                       252,500
12-31-1997                      Net                                                    (1,066)      (1,066)
                                loss                                      
                                                                
 12-31-1997          -0-       $-0-      10,000,000     10,000     246,051         $(2,617)      253,434

Unaudited
  6-30-1998(3)                              100,000        100         900                         1,000
  6-30-1998         Net loss                                                        (1,906)      (1,906)
                              
  6-30-1998          -0-       $-0-      10,000,000   $10,100    $246,951          $(4,523)     $252,528


(1) Sale of shares pursuant to Regulation D at $.001 per share.
(2) Issuance of shares for acquisition of License Rights valued at $.04 per share
(3) Issuance of shares for consulting fees at $.001 per share.



</TABLE>


                 See accompanying notes to financial statements.




<PAGE>


                         D-LANZ DEVELOPMENT GROUP, INC.
                          NOTES TO FINANCIAL STATEMENTS

   1. BASIS OF PRESENTATION

     The  accompanying  unaudited  financial  statements  of D-lanz  Development
Group, Inc., (the "Company"),  reflect all adjustments which are, in the opinion
of  management,  necessary  to a fair  statement  of the  results of the interim
periods  presented.  All such adjustments are of a normal recurring nature.  The
financial  statements  should be read in conjunction with the notes to financial
statements  contained in the Company's  Annual Report on Form 10KSB for the year
ended December 31, 1997.

2. NET INCOME PER SHARE

     Primary  earnings  per share  are  based on the  total  number of shares of
common stock  outstanding  on June 30, 1998.  On that date,  the total number of
shares of common stock outstanding was 10,100,000.

3. ACCOUNTING FOR INCOME TAXES

     The Company  follows  Statement of Financial  Accounting  Standards  (SFAS)
No.109,  "Accounting  for Income  Taxes," which  requires an asset and liability
approach of accounting for income taxes. Deferred tax assets and liabilities are
computed  annually for  differences  between  financial  statement basis and tax
basis  of  assets,   liabilities  and  available  general  business  tax  credit
carry-forwards.  A valuation  allowance is established  when necessary to reduce
deferred tax assets to the amount expected to be realized.

4. MARKETABLE SECURITIES

     The Company adopted Financial Accounting Standards Board ("FASB") Statement
No. 115,  "Accounting  for Certain  Investments in Debt and Equity  Securities",
which  requires  that  investments  in  equity   securities  that  have  readily
determinable  fair values and  investments  in debt  securities be classified in
three categories: held-to-maturity, trading and available-for-sale. Based on the
nature of the assets held by the Company and Management's  investment  strategy,
the Company's investments have been classified as available-for-sale. Management
determines  the  appropriate  classification  of debt  securities at the time of
purchase and reevaluates such designation as of each balance sheet date.

     Securities classified as  available-for-sale  are carried at estimated fair
value, as determined by quoted market prices,  with unrealized gains and losses,
net of tax, reported in a separate  component of stockholders'  equity. At March
31, 1998,  the Company had no  investments  that were  classified  as trading or
held-to-maturity as defined by the Statement.

 

     The following is a summary of cash, cash equivalents and available-for-sale
securities by balance sheet classification at March 31, 1998:
<TABLE>
<CAPTION>

                                                Gross             Gross                    Estimated
                                                Unrealized        Unrealized                Fair
         `                          Cost        Gains             Gains                     Value
                                    ------      -------------     -------------             -------------
<S>                                 <C>                                                     <C> 
Cash                                $528                                                    $528
Total cash and
  cash equivalents                  $528                                                    $528                      
 
</TABLE>

Note 5. Issuance of Common Shares

     On May 23,  1998,  the  Company  filed a  registration  statement  with the
Securities and Exchange Commission under the Securities Act of 1933 on Form S-8,
registering the sale of 300,000 common shares at $.01 per share in consideration
for  services  rendered and to be rendered  for an  aggregate  consideration  of
$3,000.  The common  shares were issued to Roger Fidler,  Esq,  Attorney for the
Company as escrow agent relating to the prospective payment of the common shares
as  performance  pursuant to two  consulting  contracts  occurs.  The consulting
contracts require payment as follows:  150,000 shares to Sound Capital, inc. and
150,000  common  shares  to  Thurcon  Capital,   inc.  The  common  shares  were
conditionally issued subject to the obligation of the escrow agent to return the
common  shares to the stock  transfer  agent  for  cancellation  in the event of
nonperformance by the prospective consultants.

     As of June 30,  1998,  the Company has  released  an  aggregate  of 100,000
common shares pursuant to the partial performance of the consultants as follows:
50,000 common shares to Sound Capital,  Inc. and 50,000 common shares to Thurcon
capital,  Inc. in  consideration of services valued at an aggregate of $1,000 or
$.01 per share.

Note 6. Consulting Contracts

     On April 5, 1998, the Company entered into a six month financial consulting
and  public  relations   agreement  with  Thurcon  Capital   Corporation,   Inc.
('Thurcon').  In consideration for the services, Thurcon will participate in the
Company's  Employee Stock Option Program and receive options to purchase 150,000
common  shares at a price of $.01 per  share.  These  options  will be issued in
50,000 share increments,  on April 15, 1998, July 15, 1998 and October 15, 1998.
The  Company  agrees to  register  these  shares  on Form S-8 as soon  after the
execution of this agreement as is possible.

 
     On April 5, 1998, the Company entered into a six month financial consulting
and public relations  agreement with Sound Capital,  Inc. ('Sound Capital').  In
consideration  for the  services,  Thurcon  will  participate  in the  Company's
Employee  Stock Option  Program and receive  options to purchase  150,000 common
shares  at a price of $.01 per  share.  These  options  will be issued in 50,000
share  increments,  on April 15, 1998,  July 15, 1998 and October 15, 1998.  The
Company  agrees to register these shares on Form S-8 as soon after the execution
of this agreement as is possible. As additional consideration Sound Capital will
receive a cash fee for a minimum period of six months of $1,500 per month,  with
a single  additional  payment of $1,500 due upon execution of this agreement for
expenses. The fee shall be paid monthly in advance.

     As of June 30, 1998,  the Company has  registered  the aggregate of 300,000
common  shares on Form S-8 and issued  300,000  common  shares  into escrow with
Roger  Fidler,  Esq.  as escrow  agent for this  transaction.  The  Company  has
released  an  aggregate  of 100,000  common  shares  pursuant  to the  financial
consulting  agreements  for an  aggregate  consideration  of  $1,000 or $.01 per
share.

     At June 30, 1998,  the Company is holding  200,00  common  shares in escrow
pending the execution of the balance of the agreements.

     The Company has  reflected  the  issuance of the 100,000  common  shares as
outstanding as of June 30, 1998.

<PAGE>

Item 2. Management's Discussion and Analysis or Plan of Operation

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                for the six months ended June 30, 1997 and 1998
                 -------------------------------------------------

     Except for the description of historical facts contained herein,  this Form
10Q-QSB  contains  certain  forward  looking  statements  that involve risks and
uncertainties as detailed herein and from time to time in the Company's  filings
with the Securities and Exchange  Commission and elsewhere.  Such statements are
based on  management's  current  expectations  and are  subject  to a number  of
factors and uncertainties  which could cause actual results to differ materially
from those described in the forward-looking  statements.  These factors include,
among others, the Company's  fluctuations in sales and operating results,  risks
associated  with  international  operations  and  regulatory,   competitive  and
contractual risks and product development.
 
     Results of operations  for the six months ended June 30, 1998 as compared
to the six months ended June 30, 1997.
- - ---------------------------------------------------------------------------


     Revenues  were $0 for the six  months ended June 30, 1998 as compared to
$0 for the six months ended June 30, 1997.  Costs of goods sold for the six
months  ended June 30,  1998,  were $0 as  compared to $0 for the six  months
ended June 30, 1997  representing a cost of goods sold percentage of 0% for the
six  months  ended June 30, 1998 as compared to 0% for the six months ended
June 30, 1997.  The cost of goods sold  percentage  during the second quarter of
fiscal 1998 remains  approximately  consistent  with the  percentage  during the
second quarter of fiscal 1997.

     General  and  administrative  costs for the six months  ended June 30, 1998
were $1,906, an increase of 0% over expenses of $0 for the six months ended June
30, 1997.

     Liquidity  and capital  resources  as of the end of the six  months ended
June 30, 1998.
- - ----------------------------------------------------------------------------


     The  Company's  cash  balance  was  $528  and  working   capital  was
$28 as at June 30, 1998.

     The Company's  primary  short-term needs for capital,  which are subject to
change,  are for  development  of its  manufacturing  to adequately  deliver new
products and an increase in inventory levels to fill large anticipated orders.

     Income tax: As of June 30, 1998, the Company has a tax loss  carry-forward
of $4,523.  The Company's  ability to utilize its tax credit  carry-forwards  in
future years will be subject to an annual limitation  pursuant to the "Change in
Ownership  Rules"  under  Section 382 of the Internal  Revenue Code of 1986,  as
amended.  However,  any annual  limitation  is not  expected  to have a material
adverse   effect  on  the   Company's   ability  to   utilize   its  tax  credit
carry-forwards.

     The Company  currently plans to expend  approximately  $2.0 million for the
expansion  and   development  of  its   manufacturing,   marketing  and  general
administrative  capabilities in connection with the fulfillment of the Company's
marketing program and the anticipated launch of the Company's products currently
under  development.  Additionally,  the Company  utilizes  cash  generated  from
operating activities to meet its capital requirements.

     The  Company  expects its capital  requirements  to increase  over the next
several years as it commences new research and development  efforts,  undertakes
new product development,  increases sales and administration  infrastructure and
embarks on developing in-house  manufacturing  capabilities and facilities.  The
Company's  future  liquidity  and capital  funding  requirements  will depend on
numerous  factors,  including the extent to which the Company's  products  under
development are successfully developed and gain market acceptance, the timing of
regulatory  actions regarding the Company's  potential  products,  the costs and
timing of expansion of sales, marketing and manufacturing activities, facilities
expansion  needs,  procurement  and  enforcement  of  patents  important  to the
Company's business, results of clinical investigations and competition.

     The Company  believes that its available cash and cash from  operations and
the commitment by management to provide  working  capital as required to sustain
the  existence of the Company will be  sufficient  to satisfy its funding  needs
until the Company's program for funding  operations and business startup begins.
Thereafter,  if cash generated from  operations is  insufficient  to satisfy the
Company's working capital and capital expenditure requirements,  the Company may
be required to sell additional  equity or debt  securities or obtain  additional
credit facilities.  There can be no assurance that such financing,  if required,
will be available on satisfactory terms, if at all.

<PAGE>





                                     PART II

                                OTHER INFORMATION

Item 1. Legal Proceedings.
No legal proceedings are pending against the Company.

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.




<PAGE>




                                   SIGNATURES

      In accordance  with the  requirements  of the  Securities  Exchange Act of
1934,  the  registrant  caused  this  report to be  signed on its  behalf by the
undersigned thereunto duly authorized.


                                                  D-LANZ DEVELOPMENT GROUP, INC.


                                 /s/Roger Fidler
                                Mr. Roger Fidler,
                                    President


Dated:            August 3, 1998


<PAGE>