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

         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 1-10320
                                -------

                             FBR Capital Corporation
                             -----------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)

           Nevada                                           13-3465289
-------------------------------                           ----------------
(State of Other Jurisdiction of                           (I.R.S. Employer
Incorporation of Organization)                            Identification No.)

           14988 North 78th Way, Suite 203, Scottsdale, Arizona 85260
           ----------------------------------------------------------
                    (Address of Principal Executive Offices)

                                  (602)483-1466
                 ----------------------------------------------
                 (Issuer's Telephone Number Including Area Code


--------------------------------------------------------------------------------
              (Former Name, Former Address and Former 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  registrant  was  required  to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days.      Yes   X           No
               ----             ----

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: At May 13, 1997, Issuer had
outstanding 4,648,205 shares of Common Stock, par value $.005 per share.

Transitional Small Business Disclosure Format:  Yes          No   X
                                                    ----         ----

                            Page 1 of 12 Total Pages
                              Exhibit Index - None
<PAGE>
PART 1.     FINANCIAL INFORMATION
ITEM 1.     FINANCIAL STATEMENTS

                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                                 BALANCE SHEETS
<TABLE>
<CAPTION>
                                                                 March 31          June 30
ASSETS                                                             1997             1996
                                                                   ----             ----
                                                                (Unaudited)
CURRENT ASSETS:
<S>                                                            <C>             <C>          
   Cash and cash equivalents                                   $     35,322    $      61,871
   Investment in U.S. Government Treasury Bills                     380,339                -
   Investment in common stock of Parlux Fragrances, Inc.            901,875        3,746,250
   Receivable from acquiror of discontinued operations                    -          750,000
   Other current assets                                              27,847            6,991
                                                               ------------    -------------

TOTAL ASSETS                                                   $  1,345,383    $   4,565,112
                                                               ============    =============


LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                                            $     22,881    $     121,789
   Accrued expenses                                                  48,545          180,417
   Convertible notes payable                                         19,500          117,000
                                                               ------------    -------------

              Total current liabilities                              90,926          419,206
                                                               ------------    -------------

SERIES A REDEEMABLE PREFERRED STOCK:
   $.01 par value;
      529 shares authorized;
      517 shares issued and outstanding;
      at liquidation value of $5,600 per share                    2,895,200        2,895,200
                                                               ------------    -------------

STOCKHOLDERS' EQUITY (DEFICIT):
   Preferred stock, $.01 par value;
      10,000,000 shares authorized;
      no shares outstanding except 517 shares issued as
       Series A Redeemable Preferred Stock                                -                -
   Common stock, $.005 par value;
      16,777,667 shares authorized;
      4,648,205 and 4,419,548 shares issued and outstanding          23,241           23,183
   Additional paid-in capital                                     7,245,850        7,241,768
   Accumulated deficit                                           (6,065,459)      (6,014,245)
   Unrealized loss on investment                                 (2,844,375)               -
                                                               ------------    -------------

              Total stockholders' equity (deficit)               (1,640,743)       1,250,706
                                                               ------------    -------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)           $  1,345,383    $   4,565,112
                                                               ============    =============
</TABLE>
      The accompanying notes are an integral part of these balance sheets.
                                       -2-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                            STATEMENTS OF OPERATIONS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                               1997            1996
                                                               ----            ----
<S>                                                         <C>           <C>           
Operating expenses                                          $ (129,135)   $            -
                                                            ----------    --------------

              Loss from operations                            (129,135)                -
                                                            ----------    --------------

Other income (expense):
   Other income                                                 15,018                 -
   Interest expense                                             (6,723)                -
   Gain on extinguishment of debt                               53,385                 -
   Interest income                                              16,241                 -
                                                            ----------    --------------

              Other income (expense), net                       77,921                 -

Loss from discontinued operations                                    -        (3,059,738)
                                                            ----------    --------------

   Net loss                                                 $  (51,214)   $   (3,059,738)
                                                            ==========    ==============

Earnings per common share and common share equivalents:
   Loss per share from continuing operations                $     (.01)   $            -
   Loss per share from discontinued operations                       -              (.69)
                                                            ----------    --------------

              Net loss per share                            $     (.01)   $         (.69)
                                                            ==========    ==============


Weighted average common share and common share
 equivalents outstanding                                     4,648,205         4,419,548
                                                            ==========    ==============
</TABLE>
        The accompanying notes are an integral part of these statements.
                                       -3-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                            STATEMENTS OF OPERATIONS
                   THREE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                 1997            1996
                                                                 ----            ----
<S>                                                           <C>           <C>           
Operating expenses                                            $  (46,668)   $            -
                                                              ----------    --------------

              Loss from operations                               (46,668)                -
                                                              ----------    --------------

Other income (expense):
   Interest expense                                                 (721)                -
   Other income                                                   15,018                 -
   Interest income                                                 5,533
                                                              ----------    --------------

              Other income (expense), net                         19,830                 -

Loss from discontinued operations                                      -        (2,322,731)
                                                              ----------    --------------

   Net income (loss)                                          $  (26,838)   $   (2,322,731)
                                                              ==========    ==============

Earnings per common share and common share equivalents:
   Income per share from continuing operations                $        -    $            -
   Loss per share from discontinued operations                         -              (.53)
                                                              ----------    --------------

              Net income (loss) per share                     $        -    $         (.53)
                                                              ==========    ==============


Weighted average common share and common share
 equivalents outstanding                                       4,648,205         4,419,548
                                                              ==========    ==============
</TABLE>
        The accompanying notes are an integral part of these statements.
                                       -4-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                            STATEMENTS OF CASH FLOWS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                          1997            1996
                                                                          ----            ----
<S>                                                                    <C>           <C>           
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                            $  (51,214)   $            -
                                                                       ----------    --------------
   Adjustments to reconcile net loss to net cash
    provided by (used in) operating activities:
      Depreciation                                                              -           340,872
      Discontinued operations                                                   -        (3,059,738)
      Gain on extinguishment of debt                                      (53,385)                -
      (Increase) decrease in:
        Accounts receivable                                                     -           650,644
        Inventories                                                             -           253,024
        Other assets                                                      (20,856)        1,881,399
      Increase (decrease) in:
        Accounts payable and accrued expenses                            (208,255)          137,746
                                                                       ----------    --------------

              Total adjustments                                          (282,496)          203,947
                                                                       ----------    --------------

      Net cash provided by (used in) continuing operations               (333,710)        3,263,685
      Net cash used in discontinued operations                                  -        (3,059,738)
                                                                       ----------    --------------

              Net cash provided by (used in) operating activities        (333,710)          203,947
                                                                       ----------    --------------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Receipt of amount due from acquiror of discontinued operations         750,000                 -
   Investment in U.S. Government Treasury Bills, net                     (380,339)                -
   Purchase of property and equipment                                           -           (48,393)
                                                                       ----------    ---------------

              Net cash provided by (used in) investing activities         369,661           (48,393)
                                                                       ----------    --------------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Repayment of convertible notes payable                                 (62,500)                -
                                                                       ----------    --------------

              Net cash used in financing activities                       (62,500)                -
                                                                       ----------    --------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                      (26,549)          155,554

CASH AND CASH EQUIVALENTS, beginning of period                             61,871           339,715
                                                                       ----------    --------------

CASH AND CASH EQUIVALENTS, end of period                               $   35,322    $      495,269
                                                                       ==========    ==============
</TABLE>
Non-cash financing activities:

   On October 21,  1996,  the  Company  completed  extinguishment  of $97,500 of
   Convertible  Notes in exchange for an  aggregate  of $62,500 in cash,  11,500
   shares of the  Company's  Common  Stock,  and five  three-year  Warrants (the
   Warrants)  each to purchase up to 2,500 shares of the Company's  Common Stock
   at $2 per share.  The total amount of debt  (including  principal and accrued
   but  unpaid  interest  of  $22,525)  extinguished  pursuant  to the  exchange
   aggregated  $120,025.  This amount,  less the cash paid,  value of the common
   stock  and  the  Warrants  issued  in  the  exchange  offer,  resulted  in an
   extraordinary gain on the extinguishment of debt in the amount of $53,385.

        The accompanying notes are an integral part of these statements.
                                       -5-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                          NOTES TO FINANCIAL STATEMENTS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)



SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and the  instructions to Form 10-QSB.  Accordingly,  they do not include all the
information and footnotes required by Generally Accepted  Accounting  Principles
("GAAP") for complete financial  statements.  In the opinion of management,  all
adjustments  (which include only normal recurring  adjustments)  necessary for a
fair  presentation  of the results for the interim  periods  presented have been
made.  The results for the nine month and three  month  periods  ended March 31,
1997 may not be indicative of the results for the entire year.  These  financial
statements  should be read in  conjunction  with the Company's  Annual Report on
Form 10-KSB for the fiscal year ended June 30, 1996.

Cash and Cash Equivalents and Investments

The Company's policy is to invest cash in excess of expenditure  requirements in
income-producing  investments.  Temporary cash investments are all highly liquid
investments  with  maturity  of three  months  or less  when  purchased  and are
considered to be cash  equivalents  for cash flow  purposes.  Investments in the
common stock of Parlux Fragrances,  Inc. and U.S.  Government Treasury Bills are
accounted for in accordance with Statement of Financial Accounting Standards No.
115, "Accounting for Certain Investments in Debt and Equity Securities".

The  Company's  investment  in  common  stock  of  Parlux  Fragrances,  Inc.  is
classified as "available for sale". Changes in the market value are reflected in
the  stockholders'  equity  section of the  Company's  balance  sheet  under the
caption "Unrealized loss on investment".

Earnings (Loss) Per Common Share

Earnings  (loss) per common share is computed by dividing  net income  (loss) by
the  weighted  average  number of  common  share and  common  share  equivalents
outstanding during the period.  Primary and fully diluted earnings per share are
considered to be the same in all periods. The impact of outstanding warrants and
stock options were not included in the calculation of net loss per share in 1997
and  1996,  as their  inclusion  would  have an  anti-dilutive  effect  on those
results.

Income Taxes

The Company has a net operating loss carryforward of approximately $6,300,000 at
March 31, 1997.  Historically,  no federal tax benefit has been  recorded due to
the  uncertainty  of the  Company's  ability to realize  benefits by  generating
taxable  income in the future.  These  carryforwards  expire through fiscal year
2012.  Due to a greater  than 50% change in the  ownership  of the  Company,  as
defined in the
                                       -6-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                          NOTES TO FINANCIAL STATEMENTS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)



Internal  Revenue  Code,  resulting  from  various  equity  offerings,   certain
restrictions  exist as to the use of net operating loss  carryforwards to offset
future taxable income.

Although the Company has significant net operating loss carryforwards  available
to offset future  taxable  income,  due to the  uncertainty  as to the Company's
future  earnings,  a full  valuation  allowance  has been provided to offset all
deferred  tax  assets.  No income  taxes  have been  provided  for either of the
interim periods based on the Company's ability to utilize its net operating loss
to offset taxable income, if any, during the periods.

ITEM 2.        MANAGEMENT'S  DISCUSSIONS AND ANALYSIS OF FINANCIAL  CONDITION
               AND PLAN OF OPERATIONS

Plan of Operations

On July 28, 1996, the Company sold to Parlux Fragrances, Inc. (Parlux) virtually
all of the assets, properties and rights owned by the Company in connection with
its business (the "Asset Sale").

The Company has not conducted any operations since the Asset Sale.  Accordingly,
the results of its previous  operations  are not  material.  The reasons for the
Asset Sale and the  discontinuance  of the Company's  business  were  previously
reported in the Company's Proxy Statement,  dated April 22, 1996 and Form 10 KSB
for the fiscal year ended June 30, 1996.

Upon the  consummation  of the Asset  Sale and  Exchange  Offer and  payment  of
certain  expenses,  the Company  had  approximately  $630,000  in cash.  Of that
amount, approximately $56,000 was applied to discharge certain accounts payable,
including  legal,  accounting and consulting fees for the fiscal year ended June
30, 1996. On March 31, 1997, the Company had  approximately  $35,000 in cash and
approximately  $380,000 in U.S.  Government  Treasury Bills. The Company expects
that it will earn approximately  $20,000 from interest during the current fiscal
year ending June 30, 1997.

Corporate and  administrative  expenses for the current fiscal year are expected
to be approximately $130,000 including $82,000 in fees and expense reimbursement
to the directors,  $18,000 for accounting fees for audit and tax returns, $3,000
for office and telephone expenses,  $17,000 for liability insurance,  $6,000 for
stock transfer  services and approximately  $4,000 for  miscellaneous  expenses.
Expenditures  for liability  insurance are primarily to cover  exposure that may
arise from products previously sold by the Company that are still in the market.
Administrative  expense relates  primarily to resolution of matters arising from
the  Company's  prior  business.  Funds to pay the  expenses  are expected to be
derived from interest  income earned during the year and from the Company's cash
on hand.
                                       -7-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                          NOTES TO FINANCIAL STATEMENTS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)




The Company has been seeking to identify a possible  business  combination  with
one or more entities  interested in acquiring or being  acquired by the Company.
The Company is free to investigate  businesses of essentially any kind or nature
including  but not  limited to,  finance,  technology,  manufacturing,  service,
research   and   development,   healthcare,    communications,    insurance   or
transportation. While the Company has not chosen any particular area of business
in which it may propose to engage and has not conducted any market  studies with
respect to any business, property or industry, the directors of the Company have
considered the strengths and weaknesses of the Company and  established  certain
initial  criteria  for its  search.  The  Company  will  first  seek a  business
combination  with a company  having a business or line of products  which in the
business  judgment  of the Board of  Directors  has good  prospects  for  future
profits  and growth.  In view of the  Company's  small size and book value,  the
appropriate candidate is expected to be an emerging or developing company. Other
priority  candidates  may be those desiring to become a public company and those
which have an interest in acquiring  the company's  cash and net operating  loss
carryforwards.

A number of companies have been identified which in the judgment of the Board of
Directors could meet the criteria set forth above and discussions have been held
with several of them.  There is no assurance of the  availability,  viability or
success of any  acquisition  or the  results  of  operations  of the  Company in
connection  with  any  acquisition  or  business  venture.  Even  if a  suitable
candidate for a business  combination is found and negotiations are successfully
completed,  there is no assurance of successful operations after the combination
has been effected or that existing  stockholders  of the Company will not suffer
substantial  dilution  of  their  equity  position,  either  upon  the  business
combination itself or upon the completion of any additional  financing which may
be necessary.

The  Company  does not  believe  that it is an  investment  company  required to
register as such under the  Investment  Company Act of 1940, as amended.  If the
Company has not concluded a business  combination before June 28, 1997, that is,
one year after the Asset Sale, and if, because of its continued ownership of the
Parlux  Stock or other  securities,  it would be required to register or seek an
exemption from such  registration,  the Company  anticipates  that it will sell,
transfer  or  otherwise  divest  itself of its  ownership  thereof,  redeem  any
outstanding  Preferred Stock and make a determination as to whether to liquidate
and  distribute  its  assets  or  to  continue  to  seek  out  viable   business
combinations.  See Page 10 for  information  about an exchange offer relative to
Parlux stock owned by the Company.

The  Company  continues  to hold the  Parlux  Stock and on March 31,  1997,  had
approximately  $35,000  in cash in  banks  and  approximately  $380,000  in U.S.
Government  Treasury Bills maturing in August 1997. The Parlux Stock may be sold
to the public pursuant to a currently effective Registration Statement under the
Securities Act of 1933, covering those shares.  Under the terms of the Company's
outstanding Preferred Shares,  however, no sale of the Company's assets having a
fair market value of $250,000 or more, either alone or in the aggregate with all
other sales of the Company assets,  may be sold without the prior consent of the
holders of a majority of the Preferred Stock unless the net
                                       -8-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                          NOTES TO FINANCIAL STATEMENTS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)



proceeds of the sale are applied to the payment of the Redemption  Price ($5,600
per share) of the Preferred  Stock.  The aggregate  Redemption  Price of the 517
shares of  Preferred  Stock  outstanding  is  $2,895,200  and the holders of the
Preferred  Stock have a liquidation  preference  in that amount.  The Company is
obligated  to  redeem  all of the  Preferred  Stock  by June 27,  1997.  If such
redemption is not effected,  the holders of the majority of the Preferred  Stock
have the right to demand the  liquidation of the Company and the  application of
its assets to satisfy their liquidation preference.

On June 28,  1996,  the market  value of the Parlux Stock was $10.125 per share,
and the  aggregate  value  would  have  been  sufficient  to pay  the  aggregate
Redemption  Price.  At that  time,  however,  the  Parlux  Stock  had  not  been
registered  for  resale  under  the  Securities  Act of 1933  and,  accordingly,
transfer  thereof was restricted.  The Parlux Stock was registered on August 12,
1996,  on which date the last sale price had  declined  to $7.625 per share.  On
March 31, 1997, the last sale price was $2.4375 per share.  On May 13, 1997, the
last sale  price was  $3.125  per share.  If, by June 27,  1997,  the  mandatory
redemption date for the Preferred  Shares,  the market price of the Parlux Stock
has not  substantially  recovered,  or if some  accommodation  cannot be reached
between the Company and the holders of the  Preferred  Stock,  the Company  will
probably be required to pay  substantially  all of its cash,  in addition to the
proceeds of any sale of the Parlux Stock,  to fulfill its  obligation to pay the
Redemption Price. Any significant  reduction in the amount of its available cash
will probably reduce the Company's  value as an acquisition  candidate for other
businesses  and the Company's  opportunities  to effect a favorable  acquisition
transaction will be substantially reduced.

The Company has cash available to fund current expenditures but will be required
to  raise  additional   capital  for  future   acquisitions  or  other  business
opportunities.

On January  13,  1994,  the  Company  entered  into a series of 10%  convertible
subordinated  promissory  notes due January 15,  1996 (the  Convertible  Notes),
totalling $5,157,750.  On June 30, 1996,  simultaneously with the closing of the
Asset Sale, the Company  completed an exchange offer with certain holders of the
Convertible Notes in the aggregate principal amount of $5,040,750. The remaining
$117,000 of Convertible  Notes,  held by three note holders,  were recorded as a
current liability on the June 30, 1996, balance sheet.

On  October  21,  1996,  the  Company  completed  extinguishment  of  $97,500 of
Convertible Notes in exchange for an aggregate of $62,500 in cash, 11,500 shares
of the  Company's  Common  Stock  (market  value  of $.36 per  share),  and five
three-year  Warrants (the  Warrants)  each to purchase up to 2,500 shares of the
Company's  Common  Stock at $2 per share.  The total  amount of debt  (including
principal and accrued but unpaid interest of $22,525)  extinguished  pursuant to
the exchange aggregated $120,025.  This amount, less the cash paid, value of the
common  stock and the  Warrants  issued in the  exchange  offer,  resulted in an
extraordinary gain on the extinguishment of debt in the amount of $53,385.
                                       -9-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                          NOTES TO FINANCIAL STATEMENTS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)



The Company believes that the remaining holder of the last Convertible  Note, in
the principal amount of $19,500,  will also accept a settlement of the Company's
obligations  on terms not  requiring  the full cash payment of the amount due on
the  Convertible  Note.  Funds for this settlement are expected to come from the
Company's cash on hand.

During  November  1996,  the  Company  received a request for payment of claimed
amounts totaling  approximately  $137,000  purported to be owed to Muelhens GMBH
with whom the Company had a  distribution  agreement  from December 1993 to June
30, 1995.  As set forth in the  Company's  Annual  Report on Form 10-KSB for the
fiscal year ended June 30, 1996,  distribution agreements with Muelhens GMBH and
affiliated  parties  were  terminated  effective  June 30,  1995 on a basis that
relieved  the Company of  obligations  to Muelhens - affiliated  companies.  The
Company  believes  that  the  claimed  amounts  were  included  in the  numerous
transactions  resolved  in the  termination  arrangements  in June  1995  and so
advised the attorneys for the claimant by letter of March 11, 1997.  The Company
is not  presently  able to  determine  whether  this request for payment will be
pursued and what amount, if any, ultimately may be due and owing thereon.

On February 25, 1997,  the Company made an exchange  offer to the holders of its
Series A preferred stock ("Preferred  Stock") which offered to exchange for each
share of Preferred Stock,  663 shares of the common stock of Parlux  Fragrances,
Inc. ("Parlux  Shares") owned by the Company.  The exchange offer was subject to
acceptance by the holders of not less than 506 shares of Preferred Stock (97.87%
of the  outstanding  shares)  prior to  termination  of the exchange  offer,  as
extended,  on April 30, 1997. Tenders were received for more than 513 of the 517
shares of  Preferred  Stock  outstanding  and the  exchange is being  completed.
Consummation of the exchange offer  eliminates the possibility  that the holders
of  Preferred  Stock can cause  liquidation  of the  Company  to secure  partial
payment of an aggregate  redemption  price of $2,895,200 with respect to the 517
shares of  Preferred  Stock  outstanding.  The Company  will  endeavor to secure
acceptance  of the exchange by all holders of Preferred  Stock and believes that
not less than 515 shares of Preferred Stock will be exchanged for Parlux Shares.
Accordingly,  the  Company  will  transfer a total of 341,445  Parlux  Shares in
exchange  for the  tendered  Preferred  Stock.  If the two  remaining  shares of
Preferred  Stock are not tendered for  exchange,  they will remain an obligation
and  liability of the Company and the Company will retain  28,555  Parlux Shares
for its own account. Should the two shares of Preferred Stock be exchanged,  the
Company will retain 27,229 Parlux shares.

Forward-Looking Statements

Certain  information   contained  in  this  Quarterly  Report  on  Form  10-QSB,
including,  without  limitation,  information  appearing  under  Part 1, Item 2,
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations",  are forward-looking  statements (within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E of the Securities  Exchange Act of
1934).  Factors  set forth in the  Company's  Annual  Report on Form 10K for the
fiscal  year  ended  June  30,  1996,  under  Item  1,  "Business"  and  Item  6
"Management's Discussion and Analysis of Financial Condition and
                                      -10-
<PAGE>
                             FBR CAPITAL CORPORATION
                   (Formerly Richard Barrie Fragrances, Inc.)

                          NOTES TO FINANCIAL STATEMENTS
                    NINE MONTHS ENDED MARCH 31, 1997 AND 1996
                                   (Unaudited)



Results  of  Operations"  together  with  other  factors  that  appear  with the
forward-looking  statements,  or in the Company's other  Securities and Exchange
Commission filings could affect the Company's actual results and could cause the
Company's  actual  results  to differ  materially  from those  expressed  in any
forward-looking  statements  made by,  or on  behalf  of,  the  Company  in this
Quarterly Report on Form 10-QSB.

PART II.      OTHER INFORMATION
ITEM 2.       CHANGES IN SECURITIES

   (c)  See  Management's  Discussions  and Analysis of Financial  Condition and
        Plan of Operations with respect to issuance of common stock and warrants
        in exchange for certain convertible notes.
                                      -11-
<PAGE>
                                   SIGNATURES


        In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934,  the  Registrant  caused  this  Report to be  signed on its  behalf by the
undersigned, thereunto duly authorized.

                                     FBR CAPITAL CORPORATION

                                     (Registrant)
   Dated:  May 13, 1997
                                     By:  /s/ Charles D. Snead, Jr.
                                         ---------------------------------
                                          Charles D. Snead, Jr., President
                                      -12-