U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                            ---------------------
                                   FORM 10-QSB
                            ---------------------

    [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
                    For the quarter ended September 30, 1997

                                       OR

   [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934
                        Commission file number 33-24138-D
                            ---------------------


                              CAPITAL GROWTH, INC.
           (Name of Small Business Issuer as specified in its charter)

            Nevada                                    87-0463772
      (State of other jurisdiction of                 (I.R.S. employer
      incorporation or organization)               identification No.)


         10 West 100 South, Suite 450, Salt Lake City, Utah  84101
                   (Address of principal executive offices)


            Registrant's telephone no., including area code: (801) 533-2727


                                 No Change
       Former name, former address, and former fiscal year, if
                        changed since last report.

  Securities registered pursuant to Section 12(b) of the Exchange Act: None

  Securities registered pursuant to Section 12(g) of the Exchange Act: None



  Check  whether  the Issuer (1) has filed all  reports  required to be filed by
  Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
  such shorter  period that the  registrant  was required to file such reports),
  and (2) has been subject to such filing requirements for the past 90 days. Yes
  X No ___.

  Common  Stock  outstanding  at September  30, 1997 -  48,000,000  shares of
  $.001 par value Common Stock.

                NOTE:  Page 1 of 9 sequentially numbered pages.


<PAGE>


PART I FINANCIAL INFORMATION
ITEM 1 Financial Statements

                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]

                            CONDENSED BALANCE SHEETS
                                   [Unaudited]

                                     ASSETS

                                                   September 30,    December 31,
                                                       1997             1996
                                                    -----------      -----------
CURRENT ASSETS:

  Cash in bank                                      $    1,011       $    310
                                                    ===========      ===========


                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
   Accounts payable                                         100             --
   Payable to related party                              30,339         28,124
                                                    -----------      -----------

         Total Liabilities                               30,439         28,124
                                                    -----------      -----------


STOCKHOLDERS' EQUITY:
   Preferred stock                                          --               --
   Common stock 48,000                                   44,500
   Capital in excess of par value                        18,102         18,102
   Deficit accumulated during the 
    development stage                                   (95,530)       (90,416)
                                                    -----------      -----------

         Total Stockholders' Equity                     (29,428)       (27,814)
                                                    -----------      -----------

         Total Liabilities and Stockholders' 
          Equity                                     $    1,011      $     310
                                                    ===========      ===========





                The accompanying notes are an integral part of
                          these financial statements

     NOTE: The balance sheet at December 31, 1996 has been taken from the
                  audited financial statements at that date.

                                      -2-
<PAGE>


                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]

                            STATEMENTS OF OPERATIONS

                                   [Unaudited]


                                 For The Three     For the Nine   From Inception
                                 Months Ended      Months Ended    on March 28,
                                 September 30,     September 30,   1988 Through
                           ________________________________________September 30,
                               1997      1996     1997     1996        1997
                           --------- --------- --------- -----------------------

REVENUE:
   Interest income         $    -    $    -    $    -    $     -    $ 2,471
                           --------- ---------  -------- ---------  ---------


EXPENSES:
   General and 
    adminsitrative             564       568     2,611     2,399     30,997
   Amortization                  -         -         -         -      2,136
   Professional fees             -     1,166     2,403     1,166     64,168
                           --------- --------- --------- ---------  ---------
         Total Expenses        564     1,734     5,014     3,565     97,301
                           --------- --------- --------- ---------  ---------

LOSS BEFORE INCOME TAXES      (564)   (1,734)   (5,014)   (3,565)   (94,830)

INCOME TAXES CURRENT             -         -      (100)     (100)      (700)
                           --------- --------- --------- ---------  ---------
NET LOSS                   $  (564)  $(1,734)  $(5,114)  $(3,665)   $(95,530)
                           ========= ========= ========= =========  =========


LOSS PER SHARE             $  (.00)  $  (.00)  $  (.00)  $  (.00)   $   (.01)
                           ========= ========= ========= =========  =========











                The accompanying notes are an integral part of
                          these financial statements

                                       -3-
<PAGE>


                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]

                            STATEMENTS OF CASH FLOWS

                                   [Unaudited]



                                                For the Nine     From Inception
                                                Months Ended      on March 28,
                                                September 30,     1988 Through
                                  _____________________________   September 30,
                                             1997        1996         1997
                                        ----------- ----------- --------------
Cash Flows to Operating Activities:
    Net income (loss)                    $   (5,114) $   (3,665) $   (95,530) 
                                        ----------- ----------- --------------
    Adjustments to reconcile net
     income to net cash used by 
     operating activities:
      Amortization expense                        -           -        2,136
      Increase in organization costs              -           -       (2,136)

      Changes in assets and liabilities:
         Accounts payable                         -     (10,132)           -
         Income taxes payable                   100           -          100
                                        ----------- ----------- --------------
                                                  -     (10,132)         100
                                        ----------- ----------- --------------
           Net Cash Flows to Operating 
            Activities                       (5,014)    (13,797)     (95,430)
                                        ----------- ----------- --------------
Cash Flows to Investing Activities:
    Proceeds (to) from related entity         2,215      11,852       30,339
                                        ----------- ----------- --------------
Cash Flows from (to) Financing Activities:
    Proceeds from common stock issuance       3,500       2,000       93,000
    Costs of issuing stock                        -           -      (26,897)
                                        ----------- ----------- --------------
           Net Cash Flows from (to) 
            Financing Activities              3,500       2,000       66,102
                                        ----------- ----------- --------------
Net Increase (Decrease) in Cash                 701          55        1,011

Cash at Beginning of Period                     310         801            -
                                        ----------- ----------- --------------
Cash at End of Period                    $    1,011  $      856  $     1,011
                                        =========== =========== ==============





                The accompanying notes are an integral part of
                          these financial statements

                                       -4-
<PAGE>


                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]

                 NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 -- CONDENSED FINANCIAL STATEMENTS

   The  accompanying  financial  statements  have been  prepared  by the Company
   without audit. In the opinion of management,  all adjustments  (which include
   only normal recurring  adjustments) necessary to present fairly the financial
   position, results of operations and cash flows at September 30, 1997 and 1996
   and for all periods presented have been made.

   Certain information and footnote  disclosures  normally included in financial
   statements   prepared  in  accordance  with  generally  accepted   accounting
   principles  have been  condensed  or  omitted.  It is  suggested  that  these
   condensed  financial  statements  be read in  conjunction  with the financial
   statements  and notes  thereto  included in the  Company's  December 31, 1996
   audited financial statements.  The results of operations for the period ended
   September 30, 1997 and 1996 are not  necessarily  indicative of the operating
   results for the full year.

NOTE 2 -- RELATED PARTY TRANSACTIONS

   Commencing  January 1, 1996,  the  Company  agreed to pay $100 per month to a
   shareholder,  officer and director of the company for  accounting  and office
   expenses.  For the three and nine month periods ended  September 30, 1997 and
   1996, the Company incurred  expenses under the agreement of $300 and $900. At
   January  1, 1996,  the  company  owed  $10,132  to an  accounting  firm whose
   managing  partner was an officer and director of the  Company.  On January 1,
   1996 the officer  terminated his employment  with the accounting  firm and at
   the  time  of  termination  the  firm  agreed  to  transfer  the  outstanding
   obligation  to the  officer.  At  September  30, 1997 the Company owed to the
   individual $12,232.

   Starting in July 1994,  the  Company  agreed to pay  interest  expense to its
   former parent  company,  Data Growth,  Inc. The loans,  on which interest was
   charged,  were  advanced to the Company by its former parent during the years
   1990  through  1993.  On September  17, 1996,  the amount owing to the former
   parent  was  transferred  to an  officer,  director  and  shareholder  of the
   Company. During February,  1997, the officer advanced $538 through payment of
   certain overdue payables of the Company.  The Company has continued to accrue
   interest and at September 30, 1997, the Company owed $18,107.

   During March,  1993 the Company issued  35,000,000  restricted  shares of its
   common stock ($.001 par value) upon payment of $35,000 by certain persons who
   would then have  absolute  voting  control of the  Company.  During the years
   ended  December 31, 1995 and 1996,  and the period ended  September 30, 1997,
   the same  shareholders  purchased an  additional  8,000,000  shares of common
   stock at par value for $8,000.

   During March,  1993, an officer,  director and principal  shareholder  of the
   Company  granted an option  wherein  the  optionee  has the right to purchase
   1,000,000 shares of the Company's common stock currently owned by the officer
   within  seven years of the grant of option or within two years of the closing
   of an acquisition by the Company.

                                       -5-
<PAGE>


                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]

                 NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS


NOTE 3 -- PUBLIC OFFERING OF COMMON STOCK

   The initial issuance of the Company's common stock occurred in August,  1988.
   Such shares are a component of 5,000,000 units issued.  Each unit consists of
   one (1) share of the  aforementioned  common  stock and two (2)  warrants  to
   purchase shares of common stock.  Initially,  each class "A" warrant entitled
   the holder  thereof to purchase  one share of common stock at a price of $.20
   per share during the period up to and  including  March 31, 1990.  Each class
   "B" warrant entitles the holder thereof to purchase one share of common stock
   at a price of $.30 per share during the period up to and including  March 31,
   1990.  This period has been  extended by the Board of Directors  for both "A"
   and "B" warrants to December 31, 1997.

   The Company filed a registration  statement through which it registered,  for
   distribution  to the  shareholders  of the parent  corporation,  Data Growth,
   Inc., 4,600,640 of the aforementioned units of common stock and warrants. The
   Company  registered the units on Form S-18 in accordance  with the Securities
   Act of 1933. Such  registration  became effective on December 15, 1988. Costs
   of the public  offering,  amounting  to  $26,898  have been  charged  against
   capital in excess of par value.
















                                      -6-
<PAGE>


                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]

PART I FINANCIAL INFORMATION

ITEM 2  Management's  Discussion and Analysis of Financial Condition and Results
        of Operations.

   The Company was  incorporated  March 28, 1988 for the purpose of investing in
   any and all types of assets,  properties,  and  businesses.  The  Company has
   completed a public stock distribution on behalf of its sole shareholder, Data
   Growth,  Inc. with 4,600,460 shares being  distributed to the shareholders of
   Data Growth,  Inc.  Distribution  expenses of $26,898 were offset against the
   amount  paid  by Data  Growth,  Inc.  for the  stock.  The  distribution  was
   registered  on Form S-18 with the  Securities  and Exchange  Commission.  The
   Company's  only  business  activity,  to date,  has been its  formation,  the
   registration of its securities and the preliminary investigation of potential
   investments and acquisitions. During March 1993 the Company issued 35,000,000
   shares of common  stock for  $35,000  ($.001  per  share).  The  persons  who
   purchased the stock also  acquired  absolute  voting  control of the Company.
   During  the years  ended  December  31,  1995 and 1996 and the  period  ended
   September  30, 1997,  additional  shares of stock were  purchased by the same
   persons at par value for $2,000, $2,500 and $3,500, respectively.

        Liquidity and Capital Resources

   At September 30, 1997 and 1996 the Company's  assets consisted of cash in the
   amounts of $1,011 and $310  respectively,  from the issuance of common stock,
   from advances from the Company's former parent  corporation and proceeds from
   private  placements  of  43,000,000  shares of common stock for $43,000.  The
   Company has no other  resources.  At  present,  the Company is engaged in the
   search for  potential  investments  or  acquisitions  of  private  companies.
   Management  believes that any  acquisition  will be made by issuing shares of
   the  Company's  unissued  common  stock.  The  Company's  liquidity,  capital
   resources and financial statements will be significantly different subsequent
   to the consummation of any acquisition.

        Results of Operations

   The Company's only operation to date has been the  preliminary  investigation
   of potential acquisitions.








                                       -7-
<PAGE>


                              CAPITAL GROWTH, INC.
                          [A Development Stage Company]



PART II OTHER INFORMATION

ITEM 1 Legal Proceedings

   None

ITEM 2 Changes in Securities

   None

ITEM 3 Defaults on Senior Securities

   None

ITEM 4 Submission of Matters to a Vote of Security Holders

   None

ITEM 5 Other Matters

      None

ITEM 6 Exhibits and Reports on Form 8-K

   (a) Exhibits

      None

   (b) Reports on Form 8-K

      None


                                       -8-
<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.

CAPITAL GROWTH, INC.



   /s/  Gary B. Peterson                     Date:  March 16, 1998
--------------------------                        -------------------------
Gary B. Peterson
President























                                      -10-