SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, DC  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 January 31, 1997

   [ ] 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 2-98997-NY

                 
                 NOVA INTERNATIONAL FILMS,  INC.
      (Exact name of Registrant as specified in its charter)


Delaware                                               11-2717273
(State or other jurisdiction                      I.R.S. Employer
of incorporation or                                 Identification
organization)                                             Number)

501 S.E. Columbia Shores Boulevard
Suite 350
Vancouver, Washington                                       98661
(Address of principal                                   (Zip Code)
executive offices)

Registrant's telephone number, including area code:  (360) 737-6800

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         

Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date:
                                 
Common, $.00001 par value per share: 73,583,000 outstanding as of
March 10, 1997



                 PART I  -  FINANCIAL INFORMATION


Item 1.   Financial Statements


                  NOVA INTERNATIONAL FILMS, INC.

                  Index to Financial Information

                  Period Ended January 31, 1997



          Item                                         Page

Item 1 - Financial Statements

     Balance Sheets                                     3

     Statements of Operations                           4

     Statements of Cash Flows                           5

     Notes to Financial Statements                      6-8

Item 2 - Management's Discussion and Analysis of
     Financial Condition and Results of Operations      9




           NOVA INTERNATIONAL FILMS, INC.
                  BALANCE SHEETS
                    (Unaudited)


                                          JANUARY 31,   OCTOBER 31,
                                             1997          1996     

ASSETS

Cash                                     $     14,455   $     14,797
Furniture and equipment at cost, less
  accumulated depreciation                        293            390

  Total assets                           $     14,748   $     15,187


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

LIABILITIES:

Accounts payable and accrued expenses    $      5,000   $      5,200

  Total liabilities                      $      5,000   $      5,200

COMMITMENTS AND CONTINGENCIES                     -              -

STOCKHOLDERS' EQUITY (DEFICIT):

Common Stock, $.00001 par value; 100,000,000
  shares authorized, 73,583,000 shares issued
  and outstanding, respectively.         $        736   $        736
Additional paid-in capital                  8,197,260      8,197,260
Accumulated deficit                        (8,188,248)    (8,188,009)

  Total stockholders' equity (deficit)   $      9,748   $      9,987

  Total liabilities and stockholders'
    equity (deficit)                     $     14,748   $     15,187



The accompanying notes are an integral part of these statements.




          NOVA INTERNATIONAL FILMS, INC.
             STATEMENTS OF OPERATIONS
                   (Unaudited)


                                                                              
                                          For the         For the
                                        Quarter Ended  Quarter Ended
                                        Jan. 31, 1997  Jan. 31, 1996


REVENUES                                $         -    $         -

COSTS AND EXPENSES:
 General and administrative                     213          1,340
 Depreciation and amortization                   97             97
                                                310          1,437
  OPERATING LOSS                               (310)        (1,437)
OTHER INCOME:
 Interest income                                 71            123
                                                 71            123
OTHER EXPENSES:
 Interest expense                                 -              - 
                                                  -              - 
LOSS BEFORE PROVISION FOR
 INCOME TAXES                                  (239)        (1,314)
PROVISION FOR INCOME TAXES                        -              - 
NET LOSS BEFORE                                
 EXTRAORDINARY INCOME                          (239)        (1,314)

EXTRAORDINARY INCOME:
 Forgiveness of Debt                             -       3,375,119

NET INCOME (LOSS)                       $      (239)   $ 3,373,805



Net (Income loss) per share             $    .00000    $    .04585

Average no. of shares outstanding        73,583,000     73,583,000



The accompanying notes are an integral part of these statements.






          NOVA INTERNATIONAL FILMS, INC.
             STATEMENTS OF CASH FLOWS
            INCREASE (DECREASE) IN CASH
                    (Unaudited)


                                                                              
                                          For the         For the
                                        Quarter Ended  Quarter Ended
                                        Jan. 31, 1997  Jan. 31, 1996

Cash flows from operating activities:
  Net loss                              $      (239)  $     (1,314)
  Adjustments to reconcile net loss
  to net cash provided by operating
  activities:
   Depreciation and amortization                 97             97
  Net changes in assets and
   liabilities:
   Accounts payable                            (200)          (936)
    Total adjustments                          (103)          (839)
    Net cash provided (used) by
     operating activities                      (344)        (2,153)

  Net (decrease) increase in cash              (342)        (2,153)
  Cash at beginning of period                14,797         23,619
  Cash at end of period                 $    14,455   $     21,466



The accompanying notes are an integral part of these statements.



          NOVA INTERNATIONAL FILMS, INC.
          NOTES TO FINANCIAL STATEMENTS
                January 31, 1997

    1)  Nature of Business and Organization

   Nova International Films, Inc. (the Company) was incorporated on November
   27, 1984 in the State of Delaware.  The Company was formed for the purpose
   of financing and producing motion pictures for distribution in the
   theatrical, home video and pay and free television markets throughout
   the world.

   a.  Issuance of Common Stock

   On January 2, 1986, the Company completed a public offering, whereby
   ten million (10,000,000) units were sold at $.10 per unit, each unit
   consisting of one (1) share of Common Stock, $.00001 par value, and one
   (1) Redeemable Common Stock Purchase Warrant. These warrants have now
   lapsed.

   b.  Disposition of Assets

   On May 12, 1993 (the "Closing"), the stockholders of the Company
   approved an Acquisition Agreement dated March 3, 1993 (the "Acquisition
   Agreement") by and between the Company and Epic Productions, Inc.
   ("Epic"), pursuant to which the Company sold, assigned, transferred and
   conveyed to Epic and Epic acquired from the Company (i) all of the
   issued and outstanding shares of capital stock of each of Byzantine
   Fire, Inc. a California corporation, Wings of the Apache, Inc., a
   California corporation, and A/R Productions, Ltd., a California
   corporation (collectively, the "Subsidiary Corporations"); (ii)  all
   rights to the completed films "Triumph of the Spirit", "Firebirds" and
   "Why Me?", (sometimes collectively herein the "Completed Films"); and
   (iii) the Company's rights related to the film project "Carlito's Way"
   and Jean Claude Van Damme.  In exchange therefor, Epic assumed all debts
   and liabilities of the Company with respect to the assets acquired, paid
   the Company the sum of $50,000, acquired the Bank Loan from the Bank as
   described in Note #5 "Debt" and modified the loan arrangements
   thereafter plus other indebtedness due Epic from the Company.

    2)  General

   The financial statements for the year ended October 31, 1996 are unaudited.
   However, it is management's opinion that all adjustments necessary for fair
   presentation of these financial statements have been made and are included
   herein.

    3)  Summary of Significant Accounting Policies

   a.  Financial Statement Presentation

   In accordance with the provisions of Statement of Financial Accounting
   Standards No. 53, the Company has elected to present an unclassified
   balance sheet.

                         NOVA INTERNATIONAL FILMS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1997



   b.  Depreciation and Amortization

   Furniture and equipment is recorded at cost and is depreciated on a
   straight-line basis over the estimated useful lives of the related
   assets, which is typically five years.


   c.  Per Share Amounts

   Per share amounts are based on the weighted average number of shares
   outstanding during the period.

   4)  Furniture and Equipment

   The following is a summary of Furniture and Equipment at cost, less
   accumulated depreciation:
                                      January 31,        October 31,
                                         1997               1996   

        Office/Computer Equipment       $38,153           $38,153
        Telephone Equipment              10,934            10,934
        Furniture & Equipment
             at cost                     49,087            49,087
        Accumulated Depreciation         48,794            48,697
                                        $   293           $   390

    5) Debt

   In connection with the financing of the film "Triumph of the Spirit", the
   Company was unable to pay Credit Lyonnais Bank Nederland N.V. (the "Bank")
   the note payable (the "Bank Loan") incurred to finance such film at its
   original maturity date of March 31, 1991.  The Company was able to negotiate
   an extension of the maturity date of this note until September 30, 1991, but
   thereupon the Company became in default of its obligation.

   Upon the Closing of the Acquisition Agreement, Epic acquired the Bank Loan
   from the Bank and modified the payment terms of the Bank Loan assigned to it
   and other indebtedness of the Company to Epic.  In October 1993, Epic
   assigned and contributed to the capital of the Company all of such
   indebtedness of the Company to Epic plus accrued and unpaid interest.  In
   addition, at the Closing, $3 million of indebtedness (plus interest thereon)
   under the Bank Loan was not acquired by Epic, pursuant to which the Bank,
   Epic and the Company agreed that such portion of the Bank Loan (The
   "Nonrecourse Obligations") be payable interest and then principal only from
   operating receipts from "Triumph of the Spirit" which was acquired by Epic
   pursuant to the Acquisition Agreement.


                         NOVA INTERNATIONAL FILMS, INC.
                         NOTES TO FINANCIAL STATEMENTS
                                January 31, 1997



   As of November 30, 1996, Nova assigned to Epic and Epic assumed the
   remaining $3 million Nonrecourse Obligations plus interest thereon. 
   As such no interest was accrued for Fiscal Year Ended October 31, 1996.

   7)  Liquidity and Capital Resources

   At the current time, the Company's sole means to pay for its overhead
   operations is its existing cash reserves in the total amount of $14,455
   as of January 31, 1997.  Accordingly, the Company has significantly
   reduced its overhead.





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

Results of Operations

     The Company had no revenues for the quarters ended January
31, 1997 and 1996.  During the fiscal quarter ended January 31,
1997, the Company had a net loss of $(239) as compared to net
income of $3,373,805 for the fiscal quarter ended January 31,
1996.  The net income for the fiscal quarter ended January 31,
1996 is principally due to the forgiveness of debt of $3,375,119
resulting from Epic assuming as of November 30, 1995 the
remaining $3 million Nonrecourse Obligations.  As a result of the
foregoing, the Company has eliminated its bank indebtedness.

Liquidity and Capital Resources

     At the current time, the Company's sole means to pay for its
overhead operations is its existing cash reserves in the total
amount of $14,455 as of January 31, 1997.  Accordingly, the
Company has significantly reduced its overhead.  In connection
therewith, the Company does not pay any officer salaries and
rent.  Its costs primarily include only those costs necessary to
retain its corporate charter, file necessary tax returns and
report to the Securities and Exchange Commission, and certain
expenses in seeking business opportunities.

     In addition, as a result of the closing of the Acquisition
Agreement (see Notes to the Financial Statements included
elsewhere herein), the Company has no current business operations
and has begun and will continue to seek another business
opportunity.  As of the date of this report, the Company has no
agreement, understanding or arrangement to acquire or participate
in any specific business opportunity.  No assurance can be given
that the Company will be able to consummate any such arrangements
or, if consummated, that such business opportunity will be
successful.



                  PART II  -  OTHER INFORMATION

Item 1.   Legal Proceedings.

          None.

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.

Item 5.   Other Information.

          None.

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

          (a)  Exhibits.

          There are no exhibits applicable to this Form 10-Q.
          
          (b)  Reports on Form 8-K.

          Listed below are reports on Form 8-K filed during the
          quarter for which this report is filed:

          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.



                                   NOVA INTERNATIONAL FILMS, INC.
                                   (Registrant)



Dated: March 12, 1997              By:  /s/William Rifkin        
                                        William Rifkin, 
                                        Chairman of the Board
                                        (Principal Executive Officer)



Dated: March 12, 1997              By:  /s/William Rifkin         
                                        William Rifkin, Principal 
                                        Financial Officer



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