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, 1997

                                     OR

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

                      COMMISSION FILE NUMBER:  333-9809


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


     Delaware                                              87-0561426 
(State or other jurisdiction                         (I.R.S. Employer
of incorporation or organization)                    Identification No.)


                   4085 West 4715 South, Kearns, Utah 84118  
                  (Address of principal executive offices)

                                (801) 967-0777      
            (Registrant's telephone number, including area code)

Check whether the issuer (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 report(s), and (2)
has been subject to such filing requirements for the past 90
days.

YES [X]     NO [ ]     

The number of $.001 par value common shares outstanding at March
31, 1997:  1,000,000
<PAGE>
                       PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements








                                









                          DURWOOD, INC.
                  (A Development Stage Company)

                       FINANCIAL STATEMENTS

              March 31, 1997 and December 31, 1996 


<PAGE>






                         C O N T E N T S


Balance Sheet  . . . . . . . . . . . . . . . . . . . . . . .  3

Statement of Operations  . . . . . . . . . . . . . . . . . .  4

Statement of Stockholders' Equity  . . . . . . . . . . . . .  5

Statement of Cash Flows  . . . . . . . . . . . . . . . . . .  6

Notes to the Financial Statements  . . . . . . . . . . . . .  7





















<PAGE>
                           DURWOOD, INC.
                   (A Development Stage Company)
                          Balance Sheets


                              ASSETS

                                                    March 31,   December 31,
                                                      1997          1996   
                                                   (Unaudited) 
CURRENT ASSETS

  Cash                                               $  1,635   $   3,250 

     Total Current Assets                               1,635       3,250 

OTHER ASSETS

  Deferred stock offering costs                           750         -

     Total Other Assets                                   750         -

     TOTAL ASSETS                                    $  2,385   $   3,250 


               LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

  Accounts payable                                   $    750   $     131 
  Tax payable                                              -          120 

     Total Current Liabilities                            750         251 

     TOTAL LIABILITIES                                    750         251 

STOCKHOLDERS' EQUITY 

  Preferred stock: 500,000 shares authorized of $0.001 
   par value but unissued                                  -           -  
  Common stock: 50,000,000 shares authorized of $0.001 
   par value, 1,000,000 shares issued and outstanding   1,000       1,000 
  Additional paid-in capital                            9,000       9,000 
  Deficit accumulated during the development stage     (8,365)     (7,001)

     Total Stockholders' Equity                         1,635       2,999 

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY        $2,385   $   3,250 



The accompanying notes are an integral part of these financial statements

                                   3
<PAGE>
                           DURWOOD, INC.
                   (A Development Stage Company)
                     Statements of Operations
                            (Unaudited)


                                                              From        
                                                          Inception on  
                                        For the              July 12,     
                                   Three Months Ended     1996 Through  
                                        March 31,           March 31,     
                                    1997         1996         1997        

REVENUES                         $      -    $     -    $      -  

EXPENSES                             1,364         -        8,365 

NET INCOME (LOSS)                $  (1,364)  $     -    $  (8,365)

NET EARNINGS (LOSS) PER SHARE
 OF COMMON  STOCK                $   (0.00)  $   0.00  




The accompanying notes are an integral part of these financial statements

                                   4
<PAGE>
                             DURWOOD, INC.
                     (A Development Stage Company)
                  Statements of Stockholders' Equity
                              (Unaudited)


                                                                     Deficit
                                                                   Accumulated
                                                       Additional  During the
                                        Common Stock     Paid-in   Development
                                     Shares     Amount   Capital     Stage


Balance, July 12, 1996                     -   $    -   $     -   $      -  

Common stock issued for cash at
  $0.01 per share on July 15, 1996  1,000,000    1,000     9,000         -  

Net loss for the five months 
 ended December 31, 1996                   -        -         -      (7,001)

Balance, December 31, 1996          1,000,000    1,000     9,000     (7,001)

Net loss for the three months
 ended March 31, 1997                      -        -         -      (1,364)

Balance, March 31, 1997             1,000,000  $ 1,000  $  9,000  $  (8,365)




The accompanying notes are an integral part of these financial statements

                                   5
<PAGE>
                             DURWOOD, INC.
                     (A Development Stage Company)
                       Statements of Cash Flows
                              (Unaudited)


                                                                        From
                                                                  Inception on
                                                   For the            July 12,
                                             Three Months Ended   1996 Through
                                                   March 31,         March 31,
                                               1997        1996        1997
CASH FLOWS FROM OPERATING ACTIVITIES

  Income (loss) from operations             $  (1,364)  $    -     $  (8,365)
  Adjustments to reconcile          
  Net income to net cash provided by
    operating activities:
   Increase in accounts payable                  (120)       -           750 
   Increase in tax payable                        619        -            -  

     Net Cash Used by Operating Activities       (865)       -        (7,615)

CASH FLOWS FROM FINANCING ACTIVITIES

  Payment of deferred stock offering costs       (750)       -          (750)
  Common stock issued for cash                     -         -        10,000 

Net Cash Provided by Financing Activities        (750)       -         9,250 

NET INCREASE IN CASH AND CASH
 EQUIVALENTS                                   (1,615)       -         1,635 

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF PERIOD                            3,250        -            -    
 

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD                              $   1,635   $    -     $   1,635 

Cash Paid For:

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



The accompanying notes are an integral part of these financial statements

                                   6
<PAGE>
                             DURWOOD, INC.
                     (A Development Stage Company)
                   Notes to the Financial Statements
                            March 31, 1997 


NOTE 1 -ORGANIZATION AND HISTORY

        a. Organization

        Durwood, Inc. (the "Company") was recently incorporated under the laws
of the State of Delaware on July 12, 1996.  The Company has not commenced
active business operations and is considered a development stage company.  The
proposed business and purpose of the Company's formation is to engage in the
business of making and selling custom pool cues as collectors items as well as
for playing pool and billiards; and to engage in and perform any and all acts
and activities customary in connection therewith, or incident thereto.  The
Company intends to use the proceeds of its proposed public offering, if
successful, to purchase equipment for manufacturing custom pool cues and also
wood and other raw materials for manufacture into finished goods inventory,
and for initial working capital to begin active business operations upon
completion of this offering.

        b. Accounting Method

        The Company's financial statements are prepared using the accrual
method of accounting. The Company has elected a December 31, year end.

        c. Cash and Cash Equivalents

        Cash equivalents include short-term, highly liquid investments with
maturities of three months or less at the time of acquisition.

        d. Earnings (Loss) Per Share

        The computations of earnings per share of common stock are based on
the weighted average number of shares outstanding at the date of the financial
statements.

        e. Income Taxes

        The Company provides for income taxes based on income reported for
financial reporting purposes.  At March 31, 1997, the Company has a loss
carryover of $8,365 which expires in 2012.  The potential benefit of the tax
loss carryover has been offset by a valuation allowance.

        f. Estimates

        The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period.  Actual results could differ from those estimates.

        g. Unaudited Financial Statements

        The accompanying unaudited financial statements include all of the
adjustments which in the opinion of management are necessary for a fair
presentation.  All such adjustments are of a normal recurring nature.
<PAGE>
                             DURWOOD, INC.
                     (A Development Stage Company)
                   Notes to the Financial Statements
                            March 31, 1997 


NOTE 2 - PUBLIC OFFERING

         The Company is offering, on a "best efforts, minimum - maximum" basis
up to 200,000 shares of its common stock to the public at $0.50 per share. 
The offering will terminate 120 days from the effective date thereof (or 150
days if extended by the Company) unless a minimum of $50,000 of subscriptions
have been received.  

NOTE 3 - GOING CONCERN

         The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business.  The Company has not established revenues
sufficient to cover its operating costs and allow it to continue as a going
concern.  The Company is seeking additional capital through its proposed
public offering (see Note 2).  In the interim, management is committed to
covering all operating and other costs. 

NOTE 4 - SUBSEQUENT EVENT

         On April 21, 1997, the Company received $51,750 from the proceeds of
the public offering.


<PAGE>
Item 2:  Management's Discussion & Analysis or Plan of Operations

      The Company was incorporated on July 12, 1996.  The Company
has not yet generated any revenues from operations and is
considered a development stage company.  To date, activities have
been limited to organizational matters, the preparation and
filing of the registration statement to register a public
offering of its securities, pursuant to which it sold 103,500
shares of common stock and raised gross proceeds of $51,750.  The
offering was not completed until after the end of the quarter for
which this report is filed, in April, 1997.  The Company has no
significant assets other than the net proceeds from the offering.

      Management's plan of operation for the next twelve months is
first to raise funds from this offering and then commence
operations.  The Company intends to use the net proceeds to
purchase various items of equipment needed to turn out and finish
the custom pool cues, as well as initial supplies of wood and
other raw materials from which to make the cues.  The remaining
portion of the proceeds will be used to pay rent and other
operating expenses of the Company and otherwise provide initial
working capital for the operation of the Company's proposed
business.  The net proceeds from this offering are the sole
anticipated source of funds other than any revenues generated
from operations, of which there is no assurance, and the Company
is totally dependent upon the offering proceeds for the ability
to commence its intended business operations.  The Company was
formed to engage in the business of manufacturing or otherwise
acquiring custom pool cues of collectible quality, as well as
quality custom pool cues for pool and billiards players.  The
Company intends to market such pool cues to private collectors
and the general public.  The Company has not engaged in any
operations nor conducted any research and development activities
to date, but will use the knowledge, skills and experience of its
President, who has been making custom pool cues for the past
several years, to attempt to produce high quality custom pool
cues and market them to pool and billiards players, collectors
and investors.  Although the President has produced and sold
approximately twenty handmade, custom pool cues in the past, the
Company has not produced or sold any products yet, and there is
absolutely no assurance that the proposed business will succeed
and that the Company will be able, with the proceeds of this
offering, to make and acquire custom pool cues  of the type that
will be considered collectible or that pool and billiards players
desire to acquire.  In the event the proposed business is
unsuccessful, there is no assurance the Company could
successfully become involved in any other business venture.  The
Company presently has no plans, commitments or arrangements with
respect to any other proposed business venture.  

      However, the Company's plan of operation for the next 12
months is to use approximately $5,000 of the net proceeds from
the offering to acquire various items of equipment necessary to
manufacture the pool cues, including inlay machines, cue smiths,
cutting bits, spindle bores and chucks, drill presses, belt
sander, scroll saw, work benches, etc.  This is in addition to
the tools, supplies and machine equipment already owned by the
President, which will be made available to the Company.  The
President believes, but there is no assurance, that acquisition
of the additional equipment which the Company intends to purchase
using proceeds of this offering, will enable him to significantly
increase the number of cues in process that he can work on at the
same time, and thus substantially increase the number of cues he
can produce within a given period of time, while at the same time
also improving the quality of the finished product.  Also, the
President believes, but there is no assurance, that he would be
able to increase both the amount and intricacy of both the
woodwork and inlay work to produce custom cues in higher price
ranges, where profit margins would typically (but not
necessarily) be greater.  It is presently anticipated that the
Company will begin producing custom cues that will sell for a few
hundred dollars, but as the knowledge, skills and experience of
the President increases over time, it is hoped that the Company
will be able to attract as buyers of its products persons
interested in spending several hundred or even more than a
thousand dollars for a high quality, custom cuestick.  The
difference in price of cuesticks relates primarily to the amount
and intricacy of the inlay work and woodwork, as well as the
materials used and the quality of construction.  The Company also
intends to use at least approximately $4,000 of net proceeds from
the offering, and more if more than the minimum offering amount
is raised, to purchase supplies of wood and other raw materials
inventory to use in the production of finished cues.  In
addition, the Company has allocated between $10-15,000 of the
proceeds of the offering for marketing costs.  It is presently
anticipated that this money will be expended for advertising in
such magazines as Billard News and Billiard Digest and for
traveling to shows, conventions and other gatherings of pool
players and pool cue makers and collectors where the Company's
cues can be displayed or advertised to become more well known. 
The President's reputation as a cuemaker is not well known
outsided the patrons of the billiards establishment where he
works and the Company will be operating in a highly competitive
industry that is very specialized and limited.  Many, if not most
of the Company's competitors have substantially greater financial
resources, technical expertise, management resources and
capabilities than the Company.  

      Management intends to commence operations as soon as
possible after the offering is completed and the proceeds
therefrom received by the Company.  At this time, no assurances
can be given with respect to the exact timing of commencement of
operations or the length of time after commencement that it will
be necessary to fund operations from proceeds of this offering. 
Management believes that the proceeds of this offering will be
sufficient to cover the operating expenses of the Company for six
months to a year after commencement of operations, during which
time managment is hopeful that the company will begin generating
sufficient revenues from sales and operations to thereafter cover
ongoing expenses.  However, there is absolutely no assurance of
this, and if the Company is unable to generate sufficient
revenues from operations to cover expenses within such time
frame, it may have to seek additional debt or equity financing
for which it has no commitments.  In the event such funding is
not available on acceptable terms, the Company may have to reduce
operations. 


                         PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

      None.

Item 2.  Change in Securities

      None.

Item 3.  Defaults Upon Senior Securities

      None.

Item 4.  Submission of Matters to a Vote of Security Holders

      None.

Item 5.  Other Information

      None.

Item 6.  Exhibits and Reports on Form 8-K

      None
<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.

                                   Durwood, Inc.



Date:  May 19, 1997                by: /s/ Darren Heiselt
                                         Darren Heiselt, President