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 March 31, 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 issue 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 March 31, 1997,  87,076,806  shares of the issuer's  common stock were issued
and outstanding.


Index to Exhibits is located at page 11 hereof.
<PAGE>
                          PART I. FINANCIAL INFORMATION

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



                                      INDEX
                                      -----

                                                                           Page
                                                                           ----

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
                                 March 31, 1997
                                   (unaudited)
<TABLE>
<CAPTION>
                                                    ASSETS
<S>                                                                                             <C>         
Cash and cash equivalents                                                                       $    574,000
Receivables:
    Trade, less allowance for doubtful accounts of $26,000                                           644,000
    Mortgages                                                                                        127,000
                                                                                                ------------
                                                                                                     771,000
                                                                                                ------------
Restricted cash                                                                                      765,000
Revenue earning vehicles, net                                                                      6,918,000
Property and equipment, net                                                                          446,000
Mining interests                                                                                     375,000
Other assets                                                                                         503,000
Franchise rights, less accumulated amortization of $109,000                                          273,000
                                                                                                ------------

                                                                                                $ 10,625,000
                                                                                                ============


                                     LIABILITIES AND SHAREHOLDERS' EQUITY

Notes payable, secured by revenue earning vehicles                                              $  6,779,000
Accounts payable                                                                                   1,146,000
Notes payable and other debt                                                                       1,993,000
Accrued interest                                                                                     564,000
Other accrued liabilities                                                                            579,000
                                                                                                ------------

        Total liabilities                                                                         11,061,000
                                                                                                ------------


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 87,076,806 shares                                                        871,000
   Additional paid-in capital                                                                     25,941,000
   Retained earnings (deficit)                                                                   (27,237,000)
   Treasury stock, 29,500 shares at cost                                                             (11,000)
                                                                                                ------------

                                                                                                    (436,000)
                                                                                                ------------

                                                                                                ------------
Commitments and contingencies
                                                                                                $ 10,625,000
                                                                                                ============
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       3
<PAGE>
                         STRATFORD AMERICAN CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               For the three months ended March 31, 1997 and 1996
                                   (unaudited)


                                                    1997            1996
                                                    ----            ----

REVENUES:
  Vehicle rental activities                       $ 4,390,000    $ 4,173,000
  Rental property activities                           10,000          7,000
  Interest and other income                            16,000         22,000
                                                  -----------    -----------

                                                    4,416,000      4,202,000
                                                  -----------    -----------

EXPENSES:
  Vehicle rental operations                         3,278,000      3,094,000
  General and administrative                          203,000        266,000
  Depreciation  and amortization                      486,000        367,000
  Interest                                            232,000        171,000
                                                  -----------    -----------

                                                    4,199,000      3,898,000
                                                  -----------    -----------

INCOME FROM CONTINUING OPERATIONS                     217,000        304,000

DISCONTINUED OPERATIONS:
  Loss from operations of Sports Careers                              (8,000)
                                                  -----------    -----------

    Net loss from discontinued operations                             (8,000)
                                                  -----------    -----------

NET INCOME                                        $   217,000    $   296,000
                                                  ===========    ===========

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

  Net income per common share                     $      0.00    $      0.00
                                                  ===========    ===========

          See accompanying notes to consolidated financial statements.
                                       4
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
          CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIENCY)
               For the three months ended March 31, 1997 and 1996
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                                                       Total
                                                            Additional      Retained                                shareholders'
                                    Common  Stock            paid-in        earnings          Treasury Stock           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                    3,000,000      30,000                                                                     30,000
Net Income                                                                      217,000                                  217,000
                               ----------    ---------     -----------     ------------      ------    --------      -----------



Balance,
  March 31, 1997               87,076,806    $871,000      $25,941,000     $(27,237,000)     29,500    $(11,000)     $  (436,000)
                               ----------    --------      -----------     ------------      ------    ---------     -----------


Balance,
  December 31, 1995            84,076,806    $841,000      $25,780,000     $(27,186,000)     29,500    $(11,000)     $  (576,000)
Net income                                                                      296,000                                  296,000
                               ----------    --------      ------------    ------------      ------    --------      -----------




Balance,
  March 31, 1996               84,076,806    $841,000      $25,780,000     $(26,890,000)     29,500    $(11,000)     $  (280,000)
                               ==========    ========      ===========     ============      ======    ========      ===========
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       5
<PAGE>
                         STRATFORD AMERICAN CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               For the three months ended March 31, 1997 and 1996
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                          1997          1996
                                                                      -----------    -----------
<S>                                                                   <C>            <C>        
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                                        $   217,000    $   296,000
    Adjustments to reconcile net income to net cash provided by
       operating activities -
       Depreciation and amortization (continuing operations)              486,000        367,000
       Depreciation and amortization (discontinued operations)                             4,000
       Gain on sale of revenue earning vehicles                             6,000

    Changes in assets and liabilities:
       Decrease in accounts and mortgages receivable                       44,000          1,000
       Decrease (increase) in other assets                                 56,000         (4,000)
       Increase in accounts payable                                       171,000        211,000
       Increase in accrued liabilities                                    254,000        146,000
                                                                      -----------    -----------

NET CASH PROVIDED BY OPERATING ACTIVITIES                               1,234,000      1,021,000
                                                                      -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Addition to restricted cash                                            (5,000)        (7,000)
    Proceeds from sale of revenue earning vehicles                        249,000
    Proceeds from issuance of common stock                                 30,000
    Purchases of property and equipment                                   (18,000)       (25,000)
    Purchases of revenue earning vehicles                                (572,000)      (893,000)
                                                                      -----------    -----------

NET CASH USED FOR INVESTING ACTIVITIES                                   (316,000)      (925,000)
                                                                      -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from revenue earning vehicle financing                       528,000        989,000
    Payments on revenue earning vehicle financing                        (819,000)      (399,000)
    Payment on other debt                                                (226,000)       (17,000)
                                                                      -----------    -----------

NET CASH PROVIDED BY (USED FOR) FINANCING ACTIVITIES                     (517,000)       573,000
                                                                      -----------    -----------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                 401,000        669,000

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

CASH AND CASH EQUIVALENTS, end of period                              $   574,000    $ 1,050,000
                                                                      ===========    ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
    Interest paid during the year                                     $   189,000    $   126,000
                                                                      ===========    ===========
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       6
<PAGE>
                         STRATFORD AMERICAN CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
               For the three months ended March 31, 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 March 31, 1997,  and the results of operations and cash flows for the
     three  month  periods  ended  March  31,  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 three months ended March 31, 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 highest 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 84,947,305 shares for the three month period ended
     March 31, 1997 and 84,047,306 shares for the three month period ended March
     31,1996.

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 three month
     period  ended March 31, 1996 as  presented  in the  consolidated  financial
     statements.  Revenue associated with the discontinued operations during the
     three month period ended March 31, 1996 was $272,000.

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 aggregate exercise price of $30,000. As of March 31, 1997,
     options to purchase  3,500,000 shares of the Company's  common stock remain
     outstanding. 
                                       7
<PAGE>
ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
-----------------------------------------------------------------------

General
-------

              The Company  recognized a quarterly  profit from its Dollar Rent A
Car  operations  for the three  months  ended March 31,  1997.  This allowed the
Company to recognize a consolidated profit from operations for the first quarter
of 1997 as well.  The vehicle  rental  business  is seasonal  with the months of
February  through May typically  representing  the highest revenue  months.  The
profit from operations generated for the first three months of the year reflects
this  seasonality.  The vehicle rental  business is also highly  competitive and
subject to the 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  attain  continued
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 renewed and increased its vehicle financing
from already existing lines of credit from three other major sources.

              The Company anticipates that with its recently completed financing
and with  continuation  of  improved  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  - Quarter  Ended March 31, 1997,  Compared  with Quarter
--------------------------------------------------------------------------------
Ended March 31, 1996
--------------------

              The Company  reported net income of $217,000 for the quarter ended
March 31, 1997  compared to net income of $296,000  during the first  quarter of
1996. The 1996 results reflect an $8,000 loss from discontinued operations.  The
increase in revenues from  $4,202,000 in 1996 to $4,416,000 in 1997 is primarily
a result of stronger rental demand and increased  rental rates during the months
of February and March 1997. This increase is net of 12% higher revenue  reported
in January of 1996 compared to January of 1997 due to increased  rental business
related  to  the  National  Championship  Fiesta  Bowl  and  the  NFL  Superbowl
experienced during that year, both of which were one time and isolated events in
Phoenix.  The increase in vehicle rental  operations  expense from $3,094,000 in
1996 to  $3,278,000  in 1997 is primarily due to an increase in system fees paid
to Dollar Systems,  Inc. compared to reduced systems fees negotiated with Dollar
Systems,  Inc. during 1996.  General and  administrative  expense decreased from
$266,000  in 1996  to  $203,000  in 1997  primarily  due to a  reduced  minority
interest allocation expense included in this expense category as compared to the
minority  interest  allocation  expense  reclassified into this expense category
last year. Depreciation and amortization expense increased from $367,000 in 1996
to  $486,000  in 1997  primarily  due to  additional  revenue  earning  vehicles
included in the rental fleet and  depreciated  in 1997. The increase in interest
expense from  $171,000 in 1996 to $232,000 in 1997 is due to the added  interest
expense on an increased number of financed revenue earning vehicles in 1997.
                                       8
<PAGE>
              Vehicle  Rental  Activities.  Revenues from rental car  activities
accounted  for over  99% of total  revenues  in 1997 and is  presently  the most
significant  revenue source for the Company.  A net operating profit relating to
these  operations  was  recognized  during the first quarter of 1997,  partially
attributable to the seasonality of the business as previously discussed.

              Sports  Activities.  Sports  Careers  was sold  during  1996.  The
results from discontinued operations includes an $8,000 loss for the first three
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 quarter 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 Statment
128.  Basic and diluted EPS, as calculated  under  Statement 128 would have been
the same as primary and fully diluted for the three months ended March 31, 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,  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.

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

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

                    See index beginning on page 11

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

                    There were no reports on Form 8-K filed for the three months
                    ended March 31, 1997.
                                       9
<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:         May 15, 1997         By /s/ Mel L. Shultz
                                   ---------------------------------------------
                                   Mel L. Shultz, President and Director



Date:         May 15, 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
                                       10
<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  Exhibits 22.1,  23.1 and 28.1) 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 22.1 was filed as Exhibit 22.1
to the  Company's  Form 10-KSB for the year ended  December 31, 1996,  which was
filed with the  Securities  and Exchange  Commission on March 31, 1997.  Exhibit
23.1 references the 1997 Proxy Statement which was filed with the Securities and
Exchange  Commission on April 30, 1997. Exhibit 28.1 references the December 31,
1996 Form 10-KSB, which was filed with the Securities and Exchange Commission on
March 31 ,1997.

Number                         Description                           Page

    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

   22.1     Subsidiaries                                              N/A

   23.1     Notice of the 1997 Annual Shareholders' Meeting,
            Proxy Statement and Form of Proxy                         N/A

   27.1     Financial Data Schedule                                    12

   28.1     Form 10-KSB for the year ended December 31, 1996          N/A
                                       11