U.S. SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                           FORM 10-QSB

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

     For the quarterly period ended March 31, 1999

[   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

     For the transition period from        to

            Commission File No. 33-3583-S

            PRESTIGE CAPITAL CORPORATION
(Exact name of small business issuer as specified in its charter)

            Nevada                          93-0945181
(State or Other Jurisdiction of           (IRS Employer Incorporation
or Organization)                           Identification No.)

     311 South State, Suite 400, Salt Lake City, Utah 84111
           (Address of principal executive offices)

                   (801) 364-9262
             (Issuer's telephone number)

                   Not Applicable
(Former name, address and fiscal year, if changed since last report)

Check  whether the issuer (1) has filed all reports required  to
be  filed by Section 13 or 15(d) of the Exchange Act during  the
preceding 12 months (or for such shorter period that the  issuer was
required to file such reports), and (2) has been subject  to such
filing requirements for the past 90 days.  Yes  [  ]
No [ X]

APPLICABLE  ONLY  TO  ISSUERS INVOLVED IN BANKRUPTCY  PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:

Check whether the registrant has filed all documents and reports
required  to  be  filed by Sections 12,  13,  or  15(d)  of  the
Exchange Act subsequent to the distribution of securities  under a
plan confirmed by a court.  Yes  [   ]   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:
9,680,000 shares of common stock.

<PAGE>

                     FORM 10-QSB
            PRESTIGE CAPITAL CORPORATION

                        INDEX
                                                       Page
PART I.   Financial Information

          Financial Statements

          Balance Sheets - March 31, 1999 and
          December 31, 1998                               3

          Statements of Operations - Three Months
          Ended March 31, 1999 and 1998, and
          Inception to March 31, 1999                     4

          Statements of Cash Flows - Three Months
          Ended March 31, 1999 and 1998,
          and Inception to March 31, 1999                 5

          Notes to Consolidated Financial Statements      6

          Management's Discussion and Analysis of
          Financial Condition and Results of Operations   7

PART II.  Other Information                               8

Signatures                                                8


                             PART I.
                      Financial Information

In   the   opinion  of  management,  the  accompanying  unaudited
financial  statements included in this Form  10-QSB  reflect  all
adjustments  (consisting  only  of  normal  recurring   accruals)
necessary  for  a fair presentation of the results of  operations for
the  periods presented.  The results of operations  for  the periods
presented are not necessarily indicative of the  results to be
expected for the full year.

                          2
<PAGE>

            PRESTIGE CAPITAL CORPORATION
           (A Development Stage Company)
                  Balance Sheets


                      ASSETS

                                         March 31,    December 31,
                                           1999           1998
                                         (Unaudited)
CURRENT ASSETS

  Cash                                   $    8,769      $    100
  Total Current Assets                        8,769           100
  TOTAL ASSETS                           $    8,769      $    100

  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES

  Accrued interest                       $   19,732      $18,931
  Accounts payable                                -        8,355
  Notes payable - related party              21,000        1,000
  Total Current Liabilities                  40,732       28,286

LONG-TERM LIABILITIES
  Note payable - related party               25,000       25,000
  Total Long-Term Liabilities                25,000       25,000
  Total Liabilities                          65,732       53,286


STOCKHOLDERS' EQUITY (DEFICIT)

 Common stock authorized: 50,000,000
  common shares at $0.001 par value;
  380,000 and 380,000 shares issued
  and outstanding, respectively                 380          380
 Capital in excess of par value             268,587      268,587
 Deficit accumulated during the
  development stage                        (325,930)    (322,153)

   Total Stockholders' Equity (Deficit)     (56,963)    ( 53,186)

  TOTAL LIABILITIES AND STOCKHOLDERS'
   EQUITY (DEFICIT)                      $    8,769    $     100
                         3

The accompanying notes are an integral part of these financial statements.

<PAGE>

                  PRESTIGE CAPITAL CORPORATION
                  (A Development Stage Company)
                    Statements of Operations
                           (Unaudited)

                                                             From
                                                         Inception on
                                      For the             February 7,
                                 Three Months Ended      1986 Through
                                      March 31,            March 31,
                                  1999        1998            1999

REVENUES                          $     - $      -            $     -

EXPENSES
  General and administrative        2,976    2,089             56,198
  Interest expense                    801      500             19,732

   Total Expenses                   3,777    2,589             75,930

DISPOSAL OF ASSETS                      -        -            250,000

NET LOSS                   $       (3,777) $(2,589)         $(325,930)


BASIC LOSS PER SHARE       $        (0.01) $  (0.01)

WEIGHTED AVERAGE NUMBER
  OF SHARES                       380,000   370,000

                 3

The accompanying notes are an integral part of these financial statements.

<PAGE>

                  PRESTIGE CAPITAL CORPORATION
                 (A Development Stage Company)
              Statements of Cash Flows (Unaudited)

                                                               From
                                                           Inception on
                                        For the             February 7,
                                    Three Months Ended     1986 Through
                                       March 31,            March 31,
                                  1999             1998       1999

CASH FLOWS FROM OPERATING
 ACTIVITIES

Net loss                          $   (3,777) $   (2,589)   $(325,930)
 Adjustments to reconcile net
   loss to net cash provided
   (used) by operating activities:

  Loss from disposal of assets            -           -       250,000
 Changes in operating assets
  And liability accounts:
  Increase (decrease) in
    accounts payable                 (8,355)      2,089             -
  Increase in accrued interest          801         500        19,732
  (Increase) in inventory                 -           -      (165,000)
   Net Cash (Used) by
     Operating Activities           (11,331)          -      (221,198)

CASH FLOWS FROM INVESTING
 ACTIVITIES                               -           -             -

CASH FLOWS FROM FINANCING
 ACTIVITIES

  Proceeds from notes payable
   - related party                  20,000            -        21,000
  Issuance of common stock
   for cash                              -            -       208,967
   Net Cash Provided by Financing
    Activities                      20,000            -       229,967

NET INCREASE (DECREASE) IN CASH      8,669            -         8,769


CASH AT BEGINNING OF PERIOD            100            -             -

CASH AT END OF PERIOD               $8,769     $      -       $ 8,769

CASH PAYMENTS FOR:

 Income taxes                      $     -     $      -       $     -
 Interest                          $     -     $      -       $     -

NON-CASH FINANCING ACTIVITIES:

 Issuance of stock for inventory   $     -     $      -       $60,000
 Issuance of note payable for
   inventory                       $     -     $      -       $25,000

                            5

The accompanying notes are an integral part of these financial statements.

<PAGE>

                  PRESTIGE CAPITAL CORPORATION
                  (A Development Stage Company) Notes
                to the Financial Statements
              March 31, 1999 and December 31, 1998


NOTE 1 - CONDENSED FINANCIAL STATEMENTS

       The  accompanying financial statements have been  prepared by
       the  Company  without  audit.   In  the  opinion   of
       management,  all  adjustments (which include  only  normal
       recurring  adjustments) necessary to  present  fairly  the
       financial  position, results of operations and cash  flows at
       March  31, 1999 and 1998 and for all periods presented have
       been made.

       Certain  information  and  footnote  disclosures  normally
       included  in  financial statements prepared in  accordance
       with  generally accepted accounting principles  have  been
       condensed   or  omitted.   It  is  suggested  that   these
       condensed  financial  statements be  read  in  conjunction
       with  the  financial statements and notes thereto included in
       the  Company's  December 31,  1998  audited  financial
       statements.   The results of operations for periods  ended
       March 31, 1999 and 1998 are not necessarily indicative  of the
       operating results for the full years.

                          6

<PAGE>

       MANAGEMENT'S DISCUSSION AND ANALYSIS OF
    FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations

Three Month periods Ended March 31, 1999 and 1998

The  Company  had no revenue from continuing operations  for  the
three-month periods ended March 31, 1999 and 1998.

General  and administrative expenses for the three month  periods
ended  March  31,  1999 and 1998, consisted of general  corporate
administration, legal and professional expenses,  and  accounting and
auditing costs.  These expenses were $2,976 and  $2,089  for the
three-month  periods  ended  March  31,  1999   and   1998,
respectively.

Interest expense in the three-month periods ended March 31,  1999 and
1998, was $801 and $500, respectively.

As  a result of the foregoing factors, the Company realized a net
loss  of  $3,777 for the three months ended March  31,  1999,  as
compared to a net loss of $2,589 for the same period in 1998.

Liquidity and Capital Resources

At  March  31, 1999, the Company had working capital  deficit  of
approximately  $31,963, as compared to $28,186  at  December  31,
1998. The Company's cash in the amount of $8,769 resulted from  a loan
from an  officer and director, bearing interest  at  eight
percent per annum and payable on demand. The funds were loaned to the
Company  to  fund  its revival and finance  its  becoming  a reporting
company  under the Securities Exchange  Act  of  1934. Management
believes  that the Company has  sufficient  cash  and
short-term investments  to meet the  anticipated  needs  of  the
Company's  operations  through  at  least  the  next  12  months.
However,  there  can  be no assurances to  that  effect,  as  the
Company  has no significant revenues and the Company's  need  for
capital may change dramatically if it acquires an interest  in  a
business  opportunity during that period.  The Company's  current
operating  plan is to (i) handle the administrative and reporting
requirements  of a public company, and (ii) search for  potential
businesses, products, technologies and companies for acquisition. At
present,  the Company has no understandings,  commitments  or
agreements with  respect  to  the acquisition  of  any  business
venture,  and  there can be no assurance that  the  Company  will
identify  a  business  venture suitable for  acquisition  in  the
future.  Further,  there can be no assurance  that  the  Company
would  be successful in consummating any acquisition on favorable
terms  or  that it will be able to profitably manage any business
venture it acquires.


                           7


<PAGE>


              PART II.  OTHER INFORMATION

EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS:  Included  only  with the electronic  filing  of  this
report  is the Financial Data Schedule for the three-month period
ended March 31, 1999 (Exhibit Ref. No. 27).

REPORTS ON FORM 8-K:  None

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.

                              PRESTIGE CAPITAL CORPORATION
Date: November 16, 1999       By: /s/ Glen R. Ulmer, President

                           8