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:  June 30, 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 June
30, 1997:  1,103,500
<PAGE>
                       PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

      See attached.

<PAGE>















                          DURWOOD, INC.
                  (A Development Stage Company)

                       FINANCIAL STATEMENTS

               June 30, 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

                                               June 30,        December 31,
                                                1997               1996
                                             -----------        ----------
                                             (Unaudited) 
CURRENT ASSETS

 Cash                                       $     39,744       $     3,250

   Total Current Assets                           39,744             3,250
                                             -----------        ----------

   TOTAL ASSETS                             $     39,774       $     3,250
                                             -----------        ----------


                LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

 Accounts payable                           $      5,611       $       131
 Tax payable                                          -                120
                                             -----------        ----------
   Total Current Liabilities                       5,611               251
                                             -----------        ----------
   TOTAL LIABILITIES                               5,611               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, 1,103,500 and
  1,000,000 shares issued and outstanding          1,104             1,000
 Additional paid-in capital                       48,534             9,000
 Deficit accumulated during the development
 stage                                           (15,505)           (7,001)
                                             -----------        ----------
   Total Stockholders' Equity                     34,133             2,999
                                             -----------        ----------
   TOTAL LIABILITIES AND STOCKHOLDERS'
   EQUITY                                   $     39,744       $     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             For the            July 12,
                     Six Months Ended   Three Months Ended    1996 Through
                         June 30,            June 30,           June 30,
                     1997        1996     1997       1996         1997
                    ------      -----    ------     -----       -------
REVENUES           $    -      $    -   $    -     $    -      $     -

EXPENSES             8,504          -     7,140         -        15,505
                    ------      -----    ------     -----       -------
NET INCOME (LOSS)  $(8,504)    $    -   $(7,140)   $    -      $(15,505)
                    ------      -----    ------     -----       -------
NET EARNINGS
 (LOSS) PER SHARE
 OF COMMON
 STOCK             $ (0.00)    $ 0.00   $ (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)

Common stock issued for cash at
 $0.50 per share on April 21, 1997   103,500      104    51,646           -

Stock issuance costs                      -        -    (12,112)          -

Net loss for the six months
 ended June 30, 1997                      -        -         -        (8,504)
                                   ---------   ------   -------     --------
Balance, June 30, 1997             1,103,500  $ 1,104  $ 48,534    $ (15,505)
                                   ---------   ------   -------     --------




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              For the         July 12,
                            Six Months Ended  Three Months Ended  1996 Through
                                June 30,            June 30,        June 30,
                             1997      1996      1997      1996      1997
                            -------    -----    -------   -----    -------
CASH FLOWS FROM
 OPERATING ACTIVITIES

 Income (loss) from
  operations               $ (8,504)  $   -    $ (7,140) $   -    $(15,505)
 Adjustments to reconcile
  Net income to net cash
  provided by operating
  activities:
  Increase in accounts
   payable                    4,741       -       4,861      -       5,611
  Increase in tax payable       619       -          -       -          -
                            -------    -----    -------   -----    -------
   Net Cash Used by
    Operating Activities     (3,144)      -      (2,279)     -      (9,894)
                            -------    -----    -------   -----    -------
CASH FLOWS FROM
 FINANCING ACTIVITIES

 Payment of deferred
  stock offering costs      (12,112)      -     (11,362)     -     (12,112)
 Common stock issued
  for cash                   51,750       -      51,750      -      61,750
                            -------    -----    -------   -----    -------
   Net Cash Provided by
    Financing Activities     39,638       -      40,388      -      49,638
                            -------    -----    -------   -----    -------
NET INCREASE IN CASH
 AND CASH EQUIVALENTS        36,494       -      38,109      -      39,744

CASH AND CASH
 EQUIVALENTS AT
 BEGINNING OF PERIOD          3,250       -       1,635      -          -
                            -------    -----    -------   -----    -------
CASH AND CASH
 EQUIVALENTS AT
 END OF PERIOD             $ 39,744   $   -    $ 39,744  $   -    $ 39,744
                            -------    -----    -------   -----    -------
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
                            June 30, 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 June 30, 1997, the Company has a loss
       carryover of $15,500 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.


                                       7
<PAGE>
                             DURWOOD, INC.
                     (A Development Stage Company)
                   Notes to the Financial Statements
                            June 30, 1997 


NOTE 1 -     ORGANIZATION AND HISTORY (Continued)

     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.

NOTE 2 - PUBLIC OFFERING

    The Company offered to the public, 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 was terminated on April 21, 1997 when the Company
    received $51,750 and issued 103,500 shares of common stock.

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.
    

                                       8

<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 and preparation and filing
of a 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
completed 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
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 conduct its 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, there is absolutely no assurance that the proposed business
will succeed and that the Company will be able, with the proceeds
of the 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 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.  

      At this time, no assurances can be given with respect to 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. 

<PAGE>
                         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:  September 11, 1997          by: /s/Darren Heiselt
                                       Darren Heiselt, President