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 June 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 June 30, 1997, 87,076,806 shares of the issuer's common stock were issued and
outstanding.

Index to Exhibits is located at page 12 hereof.
<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
                                  June 30, 1997
                                   (unaudited)
<TABLE>
<CAPTION>
                                     ASSETS

<S>                                                                            <C>         
Cash and cash equivalents                                                      $    544,000
Receivables:
    Trade, less allowance for doubtful accounts of $32,000                          774,000
    Mortgages                                                                       126,000
                                                                               ------------
                                                                                    900,000
                                                                               ------------

Restricted cash                                                                     203,000
Revenue earning vehicles, net                                                     3,260,000
Property and equipment, net                                                         432,000
Mining interests                                                                    375,000
Other assets                                                                        616,000
Franchise rights, less accumulated amortization of $113,000                         269,000
                                                                               ------------

                                                                               $  6,599,000
                                                                               ============


                         LIABILITIES AND SHAREHOLDERS' EQUITY

Notes payable, secured by revenue earning vehicles                             $  3,189,000
Accounts payable                                                                    936,000
Notes payable and other debt                                                      2,085,000
Accrued interest                                                                    535,000
Other accrued liabilities                                                           487,000
                                                                               ------------

        Total liabilities                                                         7,232,000
                                                                               ------------


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)                                                  (27,434,000)
   Treasury stock, 29,500 shares at cost                                            (11,000)
                                                                               ------------

                                                                                   (633,000)
                                                                               ------------
Commitments and contingencies
                                                                               ------------

                                                                               $  6,599,000
                                                                               ============
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       3
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARES
                      CONSOLIDATED STATEMENT OF OPERATIONS
                                   (unaudited)
<TABLE>
<CAPTION>
                                                For the three months           For the six months
                                                    ended June 30,               ended June 30,
                                                 1997            1996          1997           1996
                                                 ----            ----          ----           ----
<S>                                           <C>            <C>            <C>           <C>        
REVENUES:
  Vehicle rental activities                   $ 3,735,000    $ 3,225,000    $ 8,124,000   $ 7,398,000
  Rental property activities                        9,000          7,000         20,000        15,000
  Interest and other income                        25,000         22,000         41,000        44,000
                                              -----------    -----------    -----------   -----------

                                                3,769,000      3,254,000      8,185,000     7,457,000
                                              -----------    -----------    -----------   -----------

EXPENSES:
  Vehicle rental operations                     3,327,000      2,899,000      6,606,000     5,992,000
  General and administrative                       90,000        164,000        292,000       431,000
  Depreciation and amortization                   367,000        235,000        853,000       602,000
  Interest                                        183,000        119,000        414,000       290,000
                                              -----------    -----------    -----------   -----------

                                                3,967,000      3,417,000      8,165,000     7,315,000
                                              -----------    -----------    -----------   -----------

INCOME (LOSS) FROM CONTINUING OPERATIONS         (198,000)      (163,000)        20,000       142,000

DISCONTINUED OPERATIONS:
  Income from operations of Sports Careers                        16,000                        7,000
                                              -----------    -----------    -----------   -----------

    Net income from discontinued operations                       16,000                        7,000
                                              -----------    -----------    -----------   -----------

NET INCOME (LOSS)                             $  (198,000)   $  (147,000)   $    20,000   $   149,000
                                              ===========    ===========    ===========   ===========

Income (loss) per common share:
  Income (loss) from continuing operations    $     (0.00)   $     (0.00)   $      0.00   $      0.00
  Income 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 six months ended June 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              3,000,000      30,000                                                                     30,000
Net income                                                                 20,000                                     20,000
                           -----------   ---------   ------------    ------------      ------    --------      ------------- 


Balance,
  June 30, 1997            87,076,806    $871,000    $25,941,000     $(27,434,000)     29,500    $(11,000)     $   (633,000)
                           ==========    ========    ===========     ============      ======    ========      ============


Balance,
  December 31, 1995        84,076,806    $841,000    $25,780,000     $(27,186,000)     29,500    $(11,000)     $   (576,000)
Net income                                                                149,000                                   149,000
                           -----------   ---------   ------------    ------------      ------    --------      ------------


Balance,
  June 30, 1996            84,076,806    $841,000    $25,780,000     $(27,037,000)     29,500    $(11,000)     $   (427,000)
                           ==========    ========    ===========     ============      ======    ========      ============
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       5
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                 For the six months ended June 30, 1997 and 1996
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                 1997          1996
                                                                                 ----          ----
<S>                                                                         <C>            <C>        
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                                              $    20,000    $   149,000
    Adjustments to reconcile net income to net cash provided by
       operating activities -
       Depreciation and amortization (continuing operations)                    853,000        602,000
       Depreciation and amortization (discontinued operations)                                   8,000
       Loss (Gain) on sale of revenue earning vehicles                          128,000        (35,000)

    Changes in assets and liabilities:
      Decrease (Increase) in accounts and mortgages receivable                  (85,000)         2,000
      Increase in other assets                                                  (24,000)        (6,000)
      Increase (Decrease) in accounts payable                                   (39,000)        96,000
      Increase in accrued liabilities                                           133,000         68,000
                                                                            -----------    -----------

NET CASH PROVIDED BY OPERATING ACTIVITIES                                       986,000        884,000
                                                                            -----------    -----------


CASH FLOWS FROM INVESTING ACTIVITIES:
    Reduction (Addition) to restricted cash                                     558,000        (12,000)
    Proceeds from sale of revenue earning vehicles                            3,422,000      3,642,000
    Purchases of property and equipment                                         (38,000)       (84,000)
    Purchases of revenue earning vehicles                                      (572,000)    (1,134,000)
                                                                            -----------    -----------

NET CASH PROVIDED BY INVESTING ACTIVITIES                                     3,370,000      2,412,000
                                                                            -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from revenue earning vehicle financing                             528,000      1,231,000
    Proceeds from property and equipment financing                                              30,000
    Payments on revenue earning vehicle financing                            (4,437,000)    (4,238,000)
    Proceeds from other debt                                                    395,000
    Payment on other debt                                                      (501,000)       (38,000)
    Proceeds from issuance of common stock                                       30,000
                                                                            -----------    -----------

NET CASH USED FOR FINANCING ACTIVITIES                                       (3,985,000)    (3,015,000)
                                                                            -----------    -----------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                       371,000        281,000

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

CASH AND CASH EQUIVALENTS, end of period                                    $   544,000    $   662,000
                                                                            ===========    ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
    Interest paid during the year                                           $   401,000    $   236,000
                                                                            ===========    ===========
</TABLE>
          See accompanying notes to consolidated financial statements.
                                       6
<PAGE>
                 STRATFORD AMERICAN CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the six months ended June 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 June 30, 1997,  and the results of operations  and cash flows for the
     six month periods ended June 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 six months  ended June 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 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  86,003,107  shares for the six month period ended
     June 30, 1997 and 84,047,306 shares for the six month period ended June 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 six month
     period  ended June 30,  1996 as  presented  in the  consolidated  financial
     statements.  Revenue associated with the discontinued operations during the
     six month period ended June 30, 1996 was $537,000.

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. As of June 30, 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  experienced  a  consolidated  loss  for  the  second
quarter,  primarily due to the expected  seasonal  decline in the vehicle rental
business  during  the  end of May and  June,  along  with  the  negative  impact
experienced  on the  disposition  of risk units due to a weak vehicle  wholesale
market.  The vehicle  rental  business in Arizona is seasonal with the months of
February  through May typically  representing  the highest revenue  months.  The
profit from vehicle rental  operations  generated for the first half of the year
reflects  this   seasonality.   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 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  continues  to maintain  already  existing
vehicle lines of credit from three other major sources.

              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 - Six Months Ended June 30, 1997, Compared with Six Months
--------------------------------------------------------------------------------
Ended June 30, 1996
-------------------

              The  Company  reported  a net loss of  $198,000  and net income of
$20,000 during the three and six month periods ended June 30, 1997,  compared to
a net loss of $147,000  and net income of  $149,000  for the three and six month
periods ended June 30, 1996. Revenues increased by $515,000 and $728,000 for the
three and six month  periods  respectively,  primarily  as a result of  stronger
rental demand and increased rental rates,  especially  during the peak months of
February  and March.  The  increase in vehicle  rental  operations  expense from
$2,899,000  and  $5,992,000  for the three and six month  periods ended June 30,
1996 to $3,327,000 and $6,606,000 for the three and six month periods ended June
30, 1997 is primarily due to an increase in system fees paid to Dollar  Systems,
Inc. compared to reduced system fees negotiated with Dollar Systems, Inc. during
1996,  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.
General and administrative  expense decreased from $164,000 and $431,000 for the
three and six month  periods ended June 30, 1996 to $90,000 and $292,000 for the
three and six month  periods  ended  June 30,  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  increased  from
$235,000 and $602,000 for the three and six month  periods ended June 30,1996 to
$367,000 and $853,000  for the three and six month  periods  ended June 30, 1997
due to  additional  revenue  earning  vehicles  included in the rental fleet and
depreciated in 1997. The increase in interest expense from $119,000 and $290,000
for the three and six month periods 
                                       8
<PAGE>
ended June 30, 1996 to $183,000 and $414,000 for the three and six month periods
ended June 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.  A net operating profit relating to
these operations was recognized  during the first six months 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 a $7,000 gain for the first six
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 six 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 six months ended June 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 3 and 5 are  omitted  since these items are either
inapplicable or the response thereto would be negative.

Item 4.       Submission of Matters to a Vote of Security Holders
              ---------------------------------------------------

              (a)   The 1997 Annual Meeting was held on July 9, 1997.

              (b)   The following directors were elected:

                    1)   Gerald J. Colangelo
                    2)   David H. Eaton
                    3)   Mel L. Shultz
                    4)   William G. Was, Jr.
                                       9
<PAGE>
              (c)i. The  votes  for  the  election  of  directors  were cast, as
                    follows:

                        Director                  For         Withhold Authority
                        --------                  ---         ------------------

                    Gerald J. Colangelo        48,132,163           12,850
                    David H. Eaton             48,132,163           12,850
                    Mel L. Shultz              48,132,163           12,850
                    William G. Was, Jr.        48,132,163           12,850

              (c)ii.KPMG Peat Marwick LLP was  appointed as the  Company's  1997
                    auditors with  48,035,913  shares cast for,  102,700  shares
                    cast against and 6,400 shares abstaining.


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 June 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:    August 14, 1997           By /s/ Mel L. Shultz
                                     -------------------------------------------
                                     Mel L. Shultz, President and Director



Date:    August 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  Exhibits  3.3,  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 3.3 was filed with
the  Company's  Registration  Statement on Form S-1 on June 12,  1989,  with the
Securities  and Exchange  Commission.  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  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
------                       -----------                                    ----
  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

 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                                         13

 28.1        Form 10-KSB for the year ended December 31, 1996                N/A
                                       12