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 June 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 June 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
                                     
                                            June 30,   December 31,
                                               1997         1996
                                           ___________  ___________
CURRENT ASSETS:
  Cash in bank                             $     3,779  $       310
                                           ===========  ===========

                   LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                               2,863           -
  Payable to related party                      29,780       28,124
                                           ___________  ___________
       Total Liabilities                        32,643       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                         (94,966)      (90,416)
                                           ___________  ___________
       Total Stockholders' Equity             (28,864)      (27,814)
                                           ___________  ___________

       Total Liabilities and Stockholders'
         Equity                            $    3,779   $       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 Six From Inception
                         Months Ended    Months Ended on March 28,
                           June 30,        June 30,   1988 Through
                   _____________________________________________ June 30,
                        1997    1996     1997   1996      1997
                             ______________________________________________
                   
REVENUE:
  Interest income            $   -    $   -    $   -    $    -   $   2,471
                             ________ ________ ________ ________ __________


EXPENSES:
  General and
   adminsitrative                559      582    2,047     1,831    30,433
  Amortization                   -        -        -         -       2,136
  Professional fees              397      -      2,403       -      64,168
                             ________ ________ ________ _________ _________
       Total Expenses            956      582    4,450     1,831    96,737
                             ________ ________ ________ _________ _________

LOSS BEFORE INCOME TAXES        (956)    (582)  (4,450)   (1,831)  (94,266)

INCOME TAXES CURRENT            (100)    (100)    (100)     (100)     (700)
                             ________ ________ ________ _________ _________
NET LOSS                     $(1,056) $  (682) $(4,550) $ (1,931) $(94,966)
                             ________ ________ ________ _________ _________


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 Six    From Inception
                                                  Months Ended    on March 28,
                                                     June 30,     1988 Through
                                            ______________________    June 30,
                                                  1997      1996        1997
                                                _________ __________ _________
Cash Flows to Operating Activities:
   Net income (loss)                            $ (4,550) $ (1,931)  $(94,966)
                                                _________ __________ _________
   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                             2,763   (10,132)     2,761
      Income taxes payable                           100       -          100
                                                _________ __________ _________
                                                     -     (10,132)     2,861
                                                _________ __________ _________
        Net Cash Flows to Operating
          Activities                              (1,687)  (12,063)   (92,105)
                                                _________ __________ _________
Cash Flows to Investing Activities:
   Proceeds (to) from related entity               1,656    11,308     29,781
                                                _________ __________ _________
Cash Flows from (to) Financing Activities:
   Proceeds from common stock issuance             3,500       -       93,000
   Costs of issuing stock                            -         -      (26,897)
                                                _________ __________ _________
        Net Cash Flows from (to) Financing
          Activities                               5,156    11,308     95,884
                                                _________ __________ _________
Net Increase (Decrease) in Cash                    3,469      (755)     3,779

Cash at Beginning of Period                          310       801         -
                                                _________ __________ _________
Cash at End of Period                           $  3,779  $     46   $   3,779
                                                ========= ========== =========

                                     
                                     
                                     
                                     
              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 June 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 June 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 six month periods ended June 30, 1997 and
  1996, the Company incurred expenses under the agreement of $300 and $600.
  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 June 30, 1997 the Company owed to the
  individual $11,932.
  
  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 June 30, 1997, the Company owed $17,848.
  
  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 June 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 June 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 June 30, 1997 and 1996 the Company's assets consisted of cash in the
  amounts of $3,779 and $46 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                            March 16, 1998
________________________________        Date:___________________
Gary B. Peterson
President






























                                       -9-
<PAGE>