SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C. 20549


                         FORM 10-QSB

        Quarterly Report Pursuant to Section 13 or 15(d)
            of the Securities Exchange Act of 1934

              For the Quarter Ended June 30, 1997
               Commission File Number 0-21522

              WILLAMETTE VALLEY VINEYARDS, INC.

       (Exact name of registrant as specified in charter)

      Oregon                           93-0981021
(State or other jurisdiction of      (I.R.S. Employer
incorporation or organization)     Identification Number)

              _______________________________

      8800 Enchanted Way,  S.E., Turner, Oregon 97392
                    (503)-588-9463

(Address, including Zip code, and telephone number,
including area code, of registrant's principal executive 
offices)
               ________________________________

      Indicate by check mark whether the registrant (1) has 
filed all reports required to be filed by Section 13 or 
15(d) of the Securities Exchange Act of 1934 during the 
preceding 12 months (or for such shorter period that the 
registrant was required to file such reports) and (2) has 
been subject to such filing requirements for the past 90 
days.
                  [X] YES       [  ] NO

    Number of shares of common stock outstanding as of
       June 30, 1997 4,226,096 shares, no par value
              



               WILLAMETTE VALLEY VINEYARDS, INC.

                        Balance Sheet


                                  June 30,     December 31,
                                    1997            1996
                                (unaudited)
                                ---------         ---------
ASSETS
Current assets:
Cash and cash equivalents       $ 248,966 *       $ 794,885 
Accounts receivable trade, net    380,493           288,905 
Other receivable                      765            12,388 
Inventories                     3,565,976         2,843,053 
Prepaid expenses                  130,120            94,790 
Deferred income taxes             111,438           111,438 
                                 --------         ---------
Total current assets            4,437,758         4,145,459 

Vineyard development cost, net  1,458,784           386,605 
Property and equipment, net     6,463,417         5,421,016 
Investments                       143,086           115,218 
Notes receivable                  143,229           138,511 
Debt issuance costs,net           166,777            56,896 
                              -----------       -----------
Total assets                  $12,813,051       $10,263,705 
                              ===========       =========== 

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
Line of credit                $ 1,099,627       $   479,626 
Current portion of long term      124,191            97,819 
debt
Accounts payable                  566,786           117,428 
Accrued commissions and payroll    42,497           122,745 
Other accrued liabilities          34,103            51,511 
Income taxes payable               14,148            29,148 
Grapes payable                     (1,065)          551,014 
                                ---------         --------- 
Total current liabilities       1,880,287         1,449,291 

Long-term debt                  3,900,226         3,072,181 
Deferred income taxes             114,028           114,028 
                                ---------         --------- 
Total liabilities               5,894,541         4,635,500 

Shareholders' equity
Common stock, no par value 
- 10,000,000   shares authorized,
 3,785,356 shares at 12/31/96 
and 4,226,096 at 4/15/96 
issued and outstanding          6,763,652         5,369,868 

Retained earnings                 154,858           258,337 
                                ---------         --------- 
Total shareholders' equity      6,918,510         5,628,205 

Total liabilities and 
shareholders' equity          $12,813,051       $10,263,705 
                              ===========       =========== 
* $156,000 restricted cash see Liquidity and Capital 
Resources

The accompanying notes are an integral part of this 
financial statement.



                 WILLAMETTE VALLEY VINEYARDS, INC.
                      Statement of Income
                          (Unaudited)


                  Three Months Ended      Six Months Ended             
                    June 30,                   June 30 
                    1997    1996           1997    1996
Revenues:

Total Revenue  $1,260,179  $947,288  $2,077,301  $1,628,574

Cost of Sales:

Total Cost of
 Sales            580,512   412,774     937,291     721,101
               ----------  --------  ----------  ----------
Gross Margin      679,667   534,514   1,140,010     907,473 

Selling, general
 and administrative
 expenses         585,835   420,063   1,087,035     784,301 

Other income (expense)
Interest income     8,374     2,363      19,732       9,051 
Interest expense (104,399)  (47,166)   (184,312)   (96,141)
Other income        6,323         -       8,126       1,697 
                 --------   --------   ---------   --------
                  (89,702)  (44,803)   (156,454)   (85,393)

Net income(loss) 
before income 
taxes               4,130    69,648    (103,479)     37,779 

Income tax benefit      -         -           -           -   

Net income(loss)    4,130    69,648    (103,479)     37,779 
                   ======   =======    ========      ======
Retained earnings 
(accumulated deficit),
beginning of period
                  150,728    56,038     258,337      87,907 

Retained earnings 
(accumulated deficit),
end of period    $154,858  $125,686    $154,858    $125,686 
                 ========  ========    ========    ========

Net income(loss)
per common share $      -   $  0.02  $    (0.02) $     0.01 

Weighted average number
 of common shares
outstanding     4,226,096 3,785,356   4,226,096   3,785,356 


              WILLAMETTE VALLEY VINEYARDS, INC.
                   Statement of Cash Flows
                         (unaudited)
                                  Six Months Ended June 30,
                                      1997            1996
Cash flows from operating activities:
Net loss                        $  (103,479)      $ 37,779 
Reconciliation of net loss
 to net cash used
for operating activities:
Depreciation and amortization       233,022        172,128 
Changes in assets and liabilities:
Accounts receivable trade           (91,588)       (62,444)
Other receivable                     11,623           (597)
Inventories                        (722,923)       (34,612)
Prepaid expenses                    (35,330)       (51,371)
Notes receivable                     (4,718)        (4,728)
Grape payable                      (552,079)      (344,642)
Accounts payable                    449,358         59,382 
Taxes payable                       (15,000)       (14,100)
Accrued liabilities                 (97,656)       (41,119)
                                  ---------        -------
Net cash used by operating 
activities                         (928,770)      (284,324)

Cash Flow from investing activities
Construction expenditures 
and purchases of equipment         (866,680) *    (170,271)
Vineyard development expenditures   (87,138) *     (17,067)
Cash received/paid for investments  (27,868)        29,720 
                                   --------        -------
Net cash used by investing 
activities                         (981,686)      (157,618)

Cash Flows from financing activities:
Line of credit borrowings 
(repayment)                         620,001       (131,808)
Debt issuance cost                 (109,881)         1,027 
Mortgage loan funds                 854,417        (26,151)
                                  ---------       --------
Net cash provided by financing 
activities                        1,364,537       (156,932)

Net decrease in cash and 
cash equivalents                   (545,919)      (598,874)

Cash and cash equivalents:
Beginning of period                 794,885        599,895 

End of period                 $     248,966    $     1,021 
                                   ========         ======
* excludes a non cash purchase of equipment and land in 
exchange for stock issued as part of the purchase of 
Tualatin Vineyards

The accompanying notes are an integral part of this 
financial statement.




                WILLAMETTE VALLEY VINEYARDS, INC.
                 NOTES TO FINANCIAL STATEMENTS


1)  BASIS OF PRESENTATION

The interim financial statements have been prepared by the 
Company, without audit and subject to year-end adjustment, 
in accordance with generally accepted accounting principles, 
except that certain information and footnote disclosure made 
in the latest annual report have been condensed or omitted 
for the interim statements. Certain costs are estimated for 
the full year and are allocated to interim periods based on 
estimates of operating time expired, benefit received, or 
activity associated with the interim period. The financial 
statements reflect all adjustments which are, in the opinion 
of management, necessary for fair presentation.

 


2)  Inventories by major classifications are summarized as 
follows:

                                     June 30,   December 31,
                                       1997           1996     


Winemaking and packaging material $   74,392   $      87,321
Work-in-progress (costs relating     924,863       1,559,612  
  to unprocessed and/or unbottled
  wine products)
Finished goods (bottled wines 
  and related products)            2,566,721       1,196,120
                                   ---------       ---------                   
                                 $ 3,565,976      $2,843,053
                                   =========       =========

2
3)  Property and Equipment consist of the following:

                                     June 30,   December 31,
                                       1997            1996    

Land and improvements            $ 1,037,072     $  563,077
Winery building and Hospitality    3,752,292      3,718,733
Center
Equipment                          2,909,174      2,576,748
Construction in progress             448,398         27,913
                                  ----------     ----------
                                  $8,146,936     $6,886,471

Less accumulated depreciation     (1,683,519)    (1,465,455) 
                                  -----------    ----------
                                $  6,463,417    $ 5,421,016
                                   =========      =========

4) Tualatin Acquisition:

On April 15, 1997, the Company acquired 100 percent of the 
outstanding stock of Tualatin Vineyards Inc. ("TVI") . The 
purchase price paid by the Company to the TVI shareholders 
in exchange for their shares was $1,824,000 plus TVI's 
current assets minus TVI's current and long term 
liabilities as reflected in its balance sheet dated April 
15, 1997. The Company paid 35 percent of the purchase price 
in the form of cash with the balance paid through the 
issuance of unregistered shares of the Company's Common 
Stock at an exchange rate based on an agreed price for the 
Company's Common Stock of $3.162366 per share. A portion of 
the purchase price is being held  pending completion and 
delivery of the final balance sheet from TVI setting forth 
the actual current assets, current liabilities, and long 
term liabilities on the closing date April 15, 1997. 



5) Excise taxes: 

For the second quarter and the first half of 1997,  the 
Company has reported its excise taxes as a deduction of 
sales revenue to equal a net revenue total (as shown on the 
Statement of Operations). In past Quarterly reports the 
Company has reported  excise taxes as selling, general and 
administrative expense. Since the Company only collects 
these excise taxes for the federal and state governments, 
it should not consider these expense as legitimate selling, 
general and administrative expenses. The amount for the 
second quarter of 1997 was $53,673 and $77,861. For the 
same periods in 1996, the excise taxes collected was 
$24,181 for the second quarter of 1996 and $46,203 for the 
first half of 1996. The Company has restated the second 
quarter and first half of 1996 financial to reflect this 
change of deducting excise taxes from gross revenue.

6) Cash Flow:

In the second quarter of 1997, the Company recorded the 
acquisition of Tualatin Vineyards to its Balance Sheet. 
Since 65% of the transaction was in the form of a stock 
purchase, the "Statement of Cash Flow" will not reflect this 
non-cash transaction.

7) Forward Looking Statement:

This Management's Discussion and  Analysis of Financial 
Condition and Results of Operation and other sections of 
this Form 10Q contain forward-looking statements within the 
meaning of the Private Securities Litigation Reform Act of 
1995.  These forward-looking statements involve risks and 
uncertainties that are based on current expectations, 
estimates and projections about the Company's business, and 
beliefs and assumptions made by management.  Words such as 
"expects," "anticipates," "intends," "plans," "believes," 
"seeks," "estimates" and variations of such words and 
similar expressions are intended to identify such forward-
looking statements.  Therefore, actual outcomes and results 
may differ materially  from what is expressed or forecasted 
in such forward-looking statements due to numerous factors, 
including, but not limited to:  availability of financing 
for growth, availability of adequate supply of high quality 
grapes, successful performance of internal operations, 
impact of competition, changes in wine broker or distributor 
relations or performance, impact of possible adverse weather 
conditions, impact of reduction in grape quality or supply 
due to disease, impact of governmental regulatory decisions, 
successful completion of the acquisition of Tualatin 
Vineyards and assimilation of Tualatin's business with that 
of the Company and other risks detailed below as well as 
those discussed elsewhere in this Form 10 and from time to 
time in the company's Securities and Exchange Commission 
filing and reports.  In addition, such statements could be 
affected by general industry and market conditions and 
growth rates, and general domestic economic conditions.




           Management's Discussion and Analysis of
         Financial Condition and Results of Operations



RESULTS OF OPERATIONS

Revenue

Winery Operations
The Company's revenues from winery operations are summarized 
as follows:

                       Three Months Ended  Six Months Ended
                            June 30,              June 30, 
                        1997     1996       1997      1996
Tasting room and 
hospitality sales  $ 211,303 $ 213,303 $  351,902   $364,295
On-site and off-
site                  92,391   116,435    178,013    192,527
In state sales       462,258   402,699    779,222    709,969
Bulk sales            37,724               37,724                       
Out of state         510,175   239,032    808,301    407,986
sales
                   ---------   -------  ---------  ---------
Total Revenue    $ 1,313,852 $ 971,469 $2,155,162 $1,674,777 

Less Excise taxes     53,673    24,181     77,861     46,203
                   ---------   -------  ---------  ---------
Net Revenues     $ 1,260,179 $ 947,288 $2,077,301 $1,628,574
                   =========  ========  =========  =========

Tasting Room and Hospitality sales for the three months 
ended June 30, 1997 decreased 1% over the same period in 
1996. For the first six months of 1997, the sales decreased 
3% over the same period in 1996. The management has 
scheduled several new events and programs to help bolster 
sales in the Tasting Room in the first half of 1997. With 
the purchase of Tualatin Vineyards, the Company has added a 
new line of award winning wines for sale in the Company's 
Tasting Room. The Company  closed Tualatin's Tasting Room to 
consolidate its staff and attract Tualatin customers to its 
Tasting Room in Turner. Rental revenue from the Company's 
Hospitality Center remained strong in the first half of 
1997. Wedding, business meeting and family events make up 
the types of  revenue producing events held at the Winery. 
 
On-site and off-site festival sales for the second quarter 
of 1997 decreased  21% over the second quarter of 1996. For 
the first half of 1997, sales in this category decreased 8% 
over the same period in 1996. The Company has added 
additional on-site events to its calendar in an attempt to 
increase the decreased revenue. The Company started a 
"fourth Friday of the month" which showcases its wines, 
food, music, and art.  It will feature a range of events 
from art shows to big band dances to winemaker dinners.  The 
Company has also been a major sponsor to a Jazz concert 
series held at a local community college in Salem. The 
Company's Wine Club, started in 1996 continues to grow. It 
hopes that additional promotion of the Wine Club in all 
Company mailings and on-site festivals will added a 
significant amount of new members. 

Sales in the state of Oregon, through the Company's 
independent sales force, increased 15% in the second quarter 
of 1997 from  the second quarter of 1996.  For the first 
half of 1997, the sales increased 10% over the same period 
in 1996. The Company has made significant efforts to 
increase sales by expanding the supply of Edelweiss (a 
Muscat and Riesling base wine) to in-state wholesale 
accounts. This wine has proven to be a best seller in the 
Tasting Room since its introduction in 1995. The net result 
has been to double its sale in this quarter as compared to 
the same period in 1996. In the first half of 1997, the 
Company received three gold medals for its 1996 White 
Riesling, a double gold from the Taster's Guild, a gold from 
the Newport Wine and Seafood  Festival, and a gold and "best 
of class" from the McMinnville Wine Classic. The promotion 
of this award winning wine resulted in additional sales in 
the second quarter of 1997. The Company also ran a special 
pricing on another of its wines, Oregon Blossom, which led 
to additional revenue in the second  quarter of 1997.

Out-of-state sales in the second quarter of 1997 have 
increased 113% over the second quarter of 1996.  In the 
first half of 1997, these sales increased 98% over the first 
six months of 1995. The Pinot Noir product line showed a 
strong growth in the second quarter of 1997. The revenue 
from sales of Pinot Noir shipped out of the state in the 
second quarter of 1997 increased to $291,372  from $83,966 
in the second quarter of 1996.  Overall sales increase is a 
result of the efforts of the Company's Sales Director who 
has focused on developing domestic and international 
markets. The Company now sells wine in 33 states and six 
foreign countries. As compared to the first of 1996, several 
new distributors produced significant revenues in the first 
half of 1997. The markets that showed increased revenues 
were in the states of : Minnesota, Ohio, Rhode Island, 
Connecticut, Texas, and the District of Columbia. Increased 
sales promotion in California and New York resulted in a 
significant revenue increase in the first half of 1997 as 
compared to the same period in 1996.  



Gross Profit

Winery Operations

As a percentage of revenue, gross profit for the winery 
operations decreased to 54 % of revenue in the second 
quarter of 1997 as compared to 56% in the second quarter of 
1996.  For the first half of 1997, the gross profit 
decreased from 55% as compared to 56% for the first half of 
1996. The Company expects the gross margins to remain at 
this level through 1997.  During the second quarter of  
1997, the Company sold about $55,000 of Tualatin Vineyard 
wine at a lower gross margin  which impacted the margin 
experienced in the quarter as compared to the same period 
in 1996. In the past few years, the Company has experienced 
higher production costs specifically in the price of 
grapes.  In order to keep the margin at a sustained level, 
the Company has expanded its marketing efforts to sell more 
higher priced wines which have greater profit margin.



Selling, General and Administrative Expense
Selling, general and administrative expenses increased 39% 
to $585,835 in the second quarter of 1997 from $420,063 in 
the second quarter of 1996. Selling, general, and 
administrative expenses for the first half of 1997 increased 
39% to $1,087,035 from $784,301 over the same period in 
1996. As a percentage of revenue from winery operations,  
selling, general and administrative expenses increased to 
46% in the second quarter of 1997 from 44% in the second 
quarter of 1996.  For the first six months of 1997, these 
costs as a percentage of revenue increased to 52% in 1997 
from 48% in 1996.  

During the second quarter of 1997, the selling, general, and 
administrative expenses increased by additional commissions 
paid to the independent sales force of $35,000 over the same 
period in 1996. Since commissions are based on the same 
percentage of revenue, there is no adverse effect in the 
income ratio. In the second quarter of 1997, the Company 
has experienced increased expenses relating to samples, 
travel,  point-of-sale expenses, and shipping charges for 
the development of new markets and the expansion of sales 
outside of the state. The out-of-state sales 
representatives are given a predefined percentage of 
revenue for wine samples and point of sale material. Thus, 
as the gross revenues increase, the actual dollar 
expenditures for wine samples and  point-of-sale material 
increases.

In May of 1996, the Company  hired  a General Manager. Thus, 
the  selling, general and administrative expenses  
increased in the second quarter of 1997 over the same 
period in 1996 as the Company has hired a full time General 
Manager and other additional personnel to provide 
management.




Other Income and Expense

Interest and other income increased to $14,697 for the 
second quarter of 1997 from $2,363 for the second quarter of 
1996.  For the first half of 1997, the interest and other 
income increased  to $27,858 from $10,748 in 1996.   

Interest expense  increased to $104,399 in the second 
quarter of 1997 from $47,166 in 1996. For the first half of 
1997,  the interest expense increased to $184,312 from 
$96,141 in 1996. The Company incurred additional interest 
expense from funds borrowed from Farm Credit Services in 
the fall of 1996 to finance additional production capacity 
for growing its business. In April 1997, the Company 
borrowed an additional $1.3 million from Farm Credit 
Services to purchase Tualatin Vineyards and procure funds 
to plant an additional 50 acres of vineyards at Tualatin 
Vineyards.


Income Taxes

The Company has operated at a net loss for the first six 
months in 1997 but truly expects to show a profit by the 
end of 1997.  Income taxes associated with the loss in the 
first six months of 1997 were immaterial.

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 1997, the Company had a working capital balance 
of $2.6 million and a current ratio of 2.4:1.  At December 
31, 1996 , the Company had a working capital balance of $2.7 
million and a current ratio of 3:1.

The Company has a cash balance of $248,966 at June 30, 
1997. It has committed $156,000 of the cash balance for the 
completion of a 20,000 square foot storage building on 
site, which is expected to be completed by August 1997.
 
The Company obtained a line of credit of $1,000,000 from 
Farm Credit Services during the last quarter of 1996 and an 
additional $1,000,000 to the line in the second quarter of 
1997.  At June 30, 1997, the line of credit balance was 
$1,099,627.

The Company has a total long term debt balance of 
$4,024,417, not including its line of credit, owed to Farm 
Credit Services. This debt was used to finance the 
Hospitality Center and invest in winery equipment to 
increase its capacity to produce 100,000 cases of wine per 
year. An additional $1,300,000 was borrowed to finance the 
acquisition of Tualatin Vineyards. This debt is represented 
by four separate notes with Farm Credit Services, each of 
which becomes due in fifteen years. The interest rates are 
8.15%, 9.95%, 8.55%, and 8.1% .

At June 30, 1997, the Company has contracted   1.2M in 
grape contracts for the harvest in the fall of 1998.

The Company expects that cash available at June 30, 1997, 
together with income from operations and periodic 
borrowings from its line of credit, will satisfy its cash 
requirements for at least the next twelve months.


Subsequent Events:

On July 25, Kevin Chambers resigned as General Manager due 
to personal reasons. The Company has already began its 
search for a new General Manager and expects to hire in the 
fourth quarter. In the interim,  Jim Bernau, President and 
CEO, has assumed Kevin's duties assisted by Jim Ellis, 
Corporate Secretary.


PART II.  OTHER INFORMATION


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

    (a)   Exhibits:  None.

    (b)  No reports were filed on Form 8-K during the 
quarter for which this report is filed.





                                                                            
SIGNATURES


Pursuant to the requirements of the Security Exchange Act of 
1934, the Registrant has duly caused this report to be 
signed on its behalf by the undersigned thereunto duly 
authorized.


             WILLAMETTE VALLEY VINEYARDS, INC.




Date:          By /s/ James W Bernau                 
                      James W Bernau
                      President     



                                                                            
SIGNATURES


Pursuant to the requirements of the Security Exchange Act of 
1934, the Registrant has duly caused this report to be 
signed on its behalf by the undersigned thereunto duly 
authorized.


                    WILLAMETTE VALLEY VINEYARDS, INC.





Date:             By                      .
                    James W Bernau
                    President