SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                  ------------

                                   FORM 10-QSB
   (Mark One)
      (X)      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended September 30, 1997

                                       OR

      ( )      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 0-17018

                         STRATFORD AMERICAN CORPORATION
        (Exact name of small business issuer as specified in its charter)

           Arizona                                              86-0608035
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

2400 E. Arizona Biltmore Circle, Building 2, Suite 1270, Phoenix, Arizona  85016
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code:             (602) 956-7809
--------------------------------------------------------------------------------
Former  name,  former  address and former  fiscal  year,  if changed  since last
report.

Indicate by check mark whether the issuer:  (1) filed all reports required to be
filed by Section 13 or 15(d) of the  Exchange  Act during the past 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
   ---     ---

At September  30,  1997,  88,076,806  shares of the  issuer's  common stock were
issued and outstanding.
<PAGE>
                          PART I. FINANCIAL INFORMATION

                          ITEM I. FINANCIAL STATEMENTS
                          ----------------------------



                                      INDEX
                                      -----

Consolidated Balance Sheet                                                     3
 
Consolidated Statements of Operations                                          4

Consolidated Statements of Changes in Shareholders' Equity (Deficiency)        5

Consolidated Statements of Cash Flows                                          6

Notes to Consolidated Financial Statements                                     7
                                       2
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                               September 30, 1997
                                   (unaudited)
<TABLE>
<S>                                                                         <C>         
                                     ASSETS

Cash and cash equivalents                                                   $    216,000
Receivables:
    Trade, less allowance for doubtful accounts of $38,000                       928,000
    Mortgages                                                                    125,000
                                                                            ------------
                                                                               1,053,000
                                                                            ------------


Revenue earning vehicles, net                                                    512,000
Property and equipment, net                                                      412,000
Mining interests                                                                 375,000
Other assets                                                                     696,000
Franchise rights, less accumulated amortization of $117,000                      265,000
                                                                            ------------

                                                                            $  3,529,000
                                                                            ============


                      LIABILITIES AND SHAREHOLDERS' EQUITY

Notes payable, secured by revenue earning vehicles                          $    420,000
Accounts payable                                                                 900,000
Notes payable and other debt                                                   2,297,000
Accrued interest                                                                 537,000
Other accrued liabilities                                                        380,000
                                                                            ------------

        Total liabilities                                                      4,534,000
                                                                            ------------



Shareholders' equity:
   Nonredeemable preferred stock, par value $.01 per share;
     authorized 50,000,000 shares
   Common stock, par value $.01 per share; authorized 100,000,000 shares;
     issued and outstanding 88,076,806 shares                                    881,000
   Additional paid-in capital                                                 25,981,000
   Retained earnings (deficit)                                               (27,856,000)
   Treasury stock, 29,500 shares at cost                                         (11,000)
                                                                            ------------

                                                                              (1,005,000)
                                                                            ------------

Commitments and contingencies
                                                                            $  3,529,000
                                                                            ============
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       3
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)
<TABLE>
<CAPTION>
                                                For the three months             For the nine months
                                                 ended September 30,             ended September 30,
                                                 1997            1996            1997            1996
                                                 ----            ----            ----            ----
<S>                                          <C>             <C>             <C>             <C>         
REVENUES:
  Vehicle rental activities                  $  2,330,000    $  2,328,000    $ 10,455,000    $  9,726,000
  Rental property activities                        9,000           9,000          29,000          24,000
  Interest and other income                        16,000          71,000          56,000         115,000
                                             ------------    ------------    ------------    ------------ 

                                                2,355,000       2,408,000      10,540,000       9,865,000
                                             ------------    ------------    ------------    ------------ 

EXPENSES:
  Vehicle rental operations                     2,522,000       2,539,000       9,128,000       8,531,000
  General and administrative                       43,000          80,000         336,000         511,000
  Depreciation and amortization                   118,000          88,000         971,000         690,000
  Interest                                         93,000          72,000         507,000         362,000
                                             ------------    ------------    ------------    ------------ 

                                                2,776,000       2,779,000      10,942,000      10,094,000
                                             ------------    ------------    ------------    ------------ 


LOSS FROM CONTINUING OPERATIONS                  (421,000)       (371,000)       (402,000)       (229,000)

DISCONTINUED OPERATIONS:
  Loss from operations of Sports Careers                          (16,000)                         (9,000)
                                             ------------    ------------    ------------    ------------ 

  Net loss from discontinued operations                           (16,000)                         (9,000)
                                             ------------    ------------    ------------    ------------ 

NET INCOME (LOSS)                            $   (421,000)   $   (387,000)   $   (402,000)   $   (238,000)
                                             ============    ============    ============    ============ 

Income (loss) per common share
  Income (loss) from continuing operations   $      (0.00)   $      (0.00)   $      (0.00)   $      (0.00)
  Income (loss) from discontinued operations        (0.00)                          (0.00)
                                             ------------    ------------    ------------    ------------ 

  Net income (loss) per common share         $      (0.00)   $      (0.00)   $      (0.00)   $      (0.00)
                                             ============    ============    ============    ============ 
</TABLE>
          See accompanying notes to consolidated financial statements.
                                        4
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIENCY)
              For the nine months ended September 30, 1997 and 1996
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                                                           Total
                                Common Stock             Additional     Retained               Treasury Stock          shareholders'
                         ---------------------------      paid-in       earnings           -----------------------        equity
                           Shares          Amount         capital       (deficit)           Shares       Amount        (deficiency)
                           ------          ------         -------       ---------           ------       ------        ------------
<S>                      <C>           <C>             <C>            <C>                   <C>      <C>             <C>          
Balance,
  December 31, 1996      84,076,806    $    841,000    $ 25,941,000   $(27,454,000)         29,500   $    (11,000)   $   (683,000)
  Stock issued            4,000,000          40,000          40,000                                                        80,000
Net loss                                                                  (402,000)                                      (402,000)
                         ----------    ------------    ------------   ------------          ------   ------------    ------------ 




Balance,
  September 30, 1997     88,076,806    $    881,000    $ 25,981,000   $(27,856,000)         29,500   $    (11,000)   $ (1,005,000)
                         ==========    ============    ============   ============          ======   ============    ============ 



Balance,
  December 31, 1995      84,076,806    $    841,000    $ 25,780,000   $(27,186,000)         29,500   $    (11,000)   $   (576,000)
Net loss                                                                  (238,000)                                      (238,000)
                         ----------    ------------    ------------   ------------          ------   ------------    ------------ 



Balance,
  September 30, 1996     84,076,806    $    841,000    $ 25,780,000   $(27,424,000)         29,500   $    (11,000)   $   (814,000)
                         ==========    ============    ============   ============          ======   ============    ============ 
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       5
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
              For the nine months ended September 30, 1997 and 1996
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                      1997           1996
                                                                      ----           ----
<S>                                                               <C>            <C>         
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss                                                      $  (402,000)   $  (238,000)
    Adjustments to reconcile net loss to net cash provided by
       operating activities -
       Depreciation and amortization (continuing operations)          971,000        690,000
       Depreciation and amortization (discontinued operations)                        12,000
       Loss (Gain) on sale of revenue earning vehicles                280,000        (23,000)

    Changes in assets and liabilities:
      Increase in accounts and mortgages receivable                  (237,000)       (19,000)
      Decrease (Increase) in other assets                            (101,000)        30,000
      Decrease in accounts payable                                    (75,000)       (13,000)
      Increase in accrued liabilities                                  28,000        167,000
                                                                  -----------    ----------- 

NET CASH PROVIDED BY OPERATING ACTIVITIES                             464,000        606,000
                                                                  -----------    ----------- 

CASH FLOWS FROM INVESTING ACTIVITIES:
    Reduction (Addition) to restricted cash                           760,000        (16,000)
    Proceeds from sale of revenue earning vehicles                  6,252,000      4,498,000
    Purchases of property and equipment                               (54,000)      (103,000)
    Purchases of revenue earning vehicles                            (888,000)    (1,955,000)
                                                                  -----------    ----------- 

NET CASH PROVIDED BY INVESTING ACTIVITIES                           6,070,000      2,424,000
                                                                  -----------    ----------- 

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from revenue earning vehicle financing                   843,000      2,041,000
    Proceeds from property and equipment financing                                    30,000
    Payments on revenue earning vehicle financing                  (7,493,000)    (5,156,000)
    Proceeds from other debt                                          625,000
    Payment on other debt                                            (546,000)       (58,000)
    Proceeds from issuance of common stock                             80,000
                                                                  -----------    ----------- 

NET CASH USED FOR FINANCING ACTIVITIES                             (6,491,000)    (3,143,000)
                                                                  -----------    ----------- 

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                   43,000       (113,000)

CASH AND CASH EQUIVALENTS, beginning of period                        173,000        381,000
                                                                  -----------    ----------- 

CASH AND CASH EQUIVALENTS, end of period                          $   216,000    $   268,000
                                                                  ===========    ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
    Interest paid during the year                                 $   492,000    $   272,000
                                                                  ===========    ===========
</TABLE>
          See accompanying notes to consolidated financial statements.
                                        6
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
              For the nine months ended September 30, 1997 and 1996
                                   (unaudited)

1.   In the opinion of the  Company,  the  accompanying  unaudited  consolidated
     financial  statements  contain all  adjustments,  consisting only of normal
     recurring  adjustments,  necessary to present fairly the financial position
     as of September 30, 1997,  and the results of operations and cash flows for
     the nine month periods ended September 30, 1997 and 1996. The  accompanying
     statements do not include all disclosures  considered  necessary for a fair
     presentation in conformity with generally accepted  accounting  principles.
     Therefore,  it is recommended that these accompanying statements be read in
     conjunction with the notes to consolidated  financial  statements appearing
     in the Company's Form 10-KSB for the year ended December 31, 1996.

2.   The results of operations for the nine months ended  September 30, 1997 are
     not necessarily indicative of the results to be expected for the full year.
     The vehicle  rental  business  in Phoenix is  seasonal.  Historically,  the
     months of February through May have had the higher revenues.

3.   Income  (loss) per common  share is  computed  using the  weighted  average
     number of common shares of stock  outstanding  during the periods presented
     excluding  common shares of stock  acquired by the Company.  Net income per
     common share is based on 86,472,214  shares for the nine month period ended
     September  30, 1997 and  84,047,306  shares for the nine month period ended
     September 30, 1996.

4.   A License  Agreement dated May 31, 1994 was entered into between  Stratford
     American Car Rental Systems,  Inc.  ("SCRS") and Dollar Systems,  Inc., the
     Dollar Rent A Car franchisor.  A $1,900,000 note payable to Dollar Systems,
     Inc.  was  executed  by SCRS which  required  monthly  payments of $18,000,
     including  principal  and interest at 8%, and matured in June 2000.  On May
     16, 1995, an agreement  between SCRS and Dollar Systems,  Inc. was executed
     which served to adjust the  previously  set cost of the license  agreement.
     Along with other license concessions, the remaining note payable balance to
     Dollar Systems,  Inc., totaling $1,858,000,  was eliminated,  provided that
     the Company does not default on any obligations due to Dollar Systems, Inc.
     through the end of 1996, in which case half of the balance would become due
     in June 2000.  Effective January 1, 1997, the Company  successfully met its
     requirement for completing the terms and conditions of debt elimination.

5.   In the fourth  quarter of 1996,  the Company sold its interest in Stratford
     American Sports Corp.  ("SASC").  The liquidation was finalized on December
     30, 1996.  SASC had been  accounted for as a  discontinued  operation  and,
     accordingly,  its results of operations  are  segregated for the nine month
     period ended September 30, 1996 as presented in the consolidated  financial
     statements.  Revenue associated with the discontinued operations during the
     nine month period ended September 30, 1996 was $835,000.

6.   An option to purchase  3,000,000  shares of the Company's  common stock was
     granted to an officer of the  Company in 1994.  In March  1997,  before the
     date of  expiration,  the  option to  purchase  all  3,000,000  shares  was
     exercised for an aggregated exercise price of $30,000.

     Options to  purchase  3,500,000  shares  were  granted to certain  Advisory
     Committee   members  in  1992.  In  September  1997,  before  the  date  of
     expiration,  options to purchase  1,000,000  of the  3,500,000  shares were
     exercised for an aggregated  exercise price of $50,000. As of September 30,
     1997,  options to purchase  500,000  shares of the  Company's  common stock
     remain outstanding.
                                       7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-------------------------------------------------------------------
        AND RESULTS OF OPERATIONS
        -------------------------

General
-------

              The Company  recognized a consolidated loss for the third  quarter
of 1997,  due in part to an  expected  seasonal  decline in the  vehicle  rental
business  along with the  continued  negative  effect  experienced  on the final
disposition of risk units in a weak vehicle wholesale market. The vehicle rental
business  in  Arizona  is  seasonal  with the  months of  February  through  May
typically representing the higher revenue months. The vehicle rental business is
also highly  competitive  and subject to  pressures of both the rental rates and
fleet sizes of competitors as well as the  availability  of a reasonably  priced
fleet. Efforts are in place to reduce fleet and other operational costs in order
to achieve profitability.

Liquidity and Capital Resources
-------------------------------

              In December 1996, the Company,  through SCRS, was able to secure a
$3,000,000 credit line from a major bank,  including a $2,000,000 line available
for general  operational  use, and a $1,000,000 line to purchase revenue earning
vehicles.  In  addition,  the Company  continues  to maintain  already  existing
vehicle lines of credit from other major sources.

              SCRS  incurs a minimum of  $1,150,000  in airport  access  charges
yearly based on the level of car rental business recognized at all three airport
terminal  locations.  Effective  June 1997,  SCRS began passing  through a major
portion  of  airport  access  charges  to  its  car  rental  customers  with  no
significant impact on its level of business activity.  With continued success in
implementing  this policy,  the Company should achieve  significant  future cost
savings.

              The Company anticipates that with its recently completed financing
and with the  continuation  of efforts to improve  Dollar  Rent A Car  operating
results as discussed  above, it should meet its operational  cash flow needs for
the  remainder  of 1997.  However,  due to,  among  other  things,  the  factors
described  above,  which  are  outside  the  Company's  control,  there  are  no
assurances that either profitability or adequate cash flows from operations will
be achieved.

Results of Operations - Nine Months Ended September 30, 1997, Compared with Nine
--------------------------------------------------------------------------------
Months Ended September 30, 1996
-------------------------------

              The Company  reported a net loss of $421,000 and  $402,000  during
the three and nine month  periods ended  September  30, 1997,  compared to a net
loss of  $387,000  and  $238,000  for the three  and nine  month  periods  ended
September 30, 1996. Vehicle rental revenues increased only $2,000 from the three
month period ended  September 30, 1996 to the three month period ended September
30, 1997, due to the August closure of four off airport locations  determined to
be non profitable.  Other income  decreased  $55,000 from the three month period
ended  September  30, 1996 to the three month  period ended  September  30, 1997
primarily due to an additional  $50,000 of revenue recognized in 1996 related to
the earlier  disposition  of the  University  Center.  Vehicle  rental  revenues
increased  $729,000  from the nine month period ended  September 30, 1996 to the
nine month period ended  September 30, 1997,  primarily  due to stronger  rental
demand and increased rental rates, especially during the peak months of February
and March. Vehicle rental expenses decreased $17,000 from the three month period
ended  September 30, 1996 to the three month period ended September 30, 1997 due
in  part  to the  previously  mentioned  August  closure  of  four  off  airport
locations. The increase in vehicle rental operations expense from
                                       8
<PAGE>
$8,531,000 for the nine month period ended  September 30, 1996 to $9,128,000 for
the nine month period ended  September  30, 1997 is primarily due to an increase
in system  fees paid to Dollar  Systems,  Inc.  during  1997,  as well as losses
recognized on the sale of risk units in a weak vehicle  wholesale  market during
1997, and also  increased  reservation  and travel agent  activity  resulting in
greater  reservation  and  travel  agent  fees  during  1997.  Depreciation  and
amortization  increased  from  $88,000 and $690,000 for the three and nine month
periods ended September  30,1996 to $118,000 and $971,000 for the three and nine
month  periods  ended  September  30,  1997 due to  additional  revenue  earning
vehicles  included in the rental fleet and  depreciated in 1997. The increase in
interest  expense from $72,000 and $362,000 for the three and nine month periods
ended  September  30, 1996 to $93,000 and  $507,000 for the three and nine month
periods  ended  September 30, 1997 is due to financing  the  additional  revenue
earning vehicles included in the fleet.

              Vehicle  Rental  Activities.  Revenues from rental car  activities
accounted  for over 99% of total  revenues  in 1997 and are  presently  the most
significant revenue source for the Company.

              Sports  Activities.  Sports  Careers  was sold  during  1996.  The
results from discontinued  operations includes  a $9,000 loss for the first nine
months of 1996.

              Other   Activities.   Real  estate  management  and  oil  and  gas
activities  continue  to be an  insignificant  part  of  the  Company's  ongoing
operations,  representing less than 1% of total revenue in the first nine months
of 1997 and 1996.

              Recent Accounting Pronouncement
              -------------------------------

In February 1997, the Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards No. 128,  "Earnings Per Share" (Statement 128).
This Statement  establishes  standards for computing and presenting earnings per
share ("EPS") and supersedes APB Opinion No. 15. The Statement  replaces primary
EPS with basic EPS and requires dual  presentation of basic and diluted EPS. The
Statement is effective for both interim and annual periods ending after December
15, 1997.  Earlier adoption is not permitted.  After adoption,  all prior-period
EPS data shall be restated to conform to Statement  128.  Basic and diluted EPS,
as calculated  under Statement 128 would have been the same as primary and fully
diluted for the nine months ended September 30, 1997.

              Safe  Harbor  Statement  Under the Private  Securities  Litigation
Reform Act of 1995.

This  report  contains  forward  looking   statements  that  involve  risks  and
uncertainties,  including but not limited to, risks  associated with seasonality
of operations, competition, and other risks detailed herein and in the Company's
Annual  Report on Form 10-KSB for the year ended  December 31, 1996,  and in the
Company's other reports filed from time to time with the Securities and Exchange
Commission.

                           PART II. OTHER INFORMATION
                           --------------------------

Responses  to Items 1  through  5 are  omitted  since  these  items  are  either
inapplicable or the response thereto would be negative.
                                       9
<PAGE>
Item 6.       Exhibits and Reports on Form 8-K
              --------------------------------

              (a)   Exhibits
                    --------

                    See index beginning on page 12

              (b)   Reports on Form 8-K
                    -------------------

                    There were no reports on Form 8-K filed for the three months
                    ended September 30, 1997.

                                       10
<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.

                                  STRATFORD AMERICAN CORPORATION
                                  Registrant



Date:  November 14, 1997          By /s/ Mel L. Shultz
                                    ------------------
                                     Mel L. Shultz, President and Director



Date:  November 14, 1997          By /s/ Timothy A. Laos
                                    --------------------
                                     Timothy A. Laos, Chief Financial Officer
                                     (Principal Financial Officer and Principal
                                     Accounting Officer) for the quarter subject
                                     to this report

                                       11
<PAGE>
                                 EXHIBITS INDEX


The only exhibit  originally filed with this report is Exhibit 27.1. The Company
hereby  incorporates  all other  exhibits by reference  pursuant to Rule 12b-32,
each of which  (except  Exhibit  3.3) was filed as an exhibit  to the  Company's
Registration on Form 10 which was filed July 22, 1988, and amended on October 7,
1988,  and  December  8,  1988.   Exhibit  3.3  was  filed  with  the  Company's
Registration  Statement on Form S-1 on June 12, 1989,  with the  Securities  and
Exchange Commission.

Number                         Description                               Page
------                         -----------                               ----

  3.1      Articles of Incorporation                                      N/A

  3.2      By-laws                                                        N/A

  3.3      Articles of Amendment to Articles of Incorporation             N/A

  4.1      Form of Common Stock Certificate                               N/A

  4.2      Form of Series "A" Preferred Stock Certificate                 N/A

  4.3      Article IV of the Articles of Incorporation                    N/A

  4.4      Article III of the Bylaws                                      N/A

 27.1      Financial Data Schedule                                        13