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 March 31, 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
        March 31, 1997 3,785,356 shares, no par value

            Transitional Small Business Disclosure Format

                                [  ] YES        [X] NO



WILLAMETTE VALLEY VINEYARDS, INC.

INDEX TO FORM 10-Q

  
Part I - Financial Information

     Item 1--Balance Sheet                            
                                              
             Statement of Operations             

             Cash Flow                             

             Notes to Consolidated Financial Statements  

     Item 2--Management's Discussion and Analysis of 
       Financial Condition and Results of Operations

Part II - Other Information

     Item 4--Exhibits and Reports of Form 8-K                

     Signature                                               



                    WILLAMETTE VALLEY VINEYARDS, INC.

                              Balance Sheet


                                            March 31,    
                                              1997            December 31,
ASSETS                                     (unaudited)           1996

Current assets:
      Cash and cash equivalents            $  583,466         $  794,885
      Accounts receivable trade, net          277,222            288,905
      Other receivable                         11,892             12,388
      Inventories                           3,057,995          2,843,053
      Prepaid expenses                        108,557             94,790
      Deferred income taxes                   111,438            111,438
                                            _________          _________
      Total current assets                  4,150,570          4,145,459

Vineyard development cost, net                395,363            386,605
Property and equipment, net                 5,450,081          5,421,016
Investments                                   115,134            115,218
Notes receivable                              140,649            138,511
Debt issuance costs,net                        86,583             56,896
                                           __________         __________
Total assets                            $  10,338,380      $  10,263,705
                                           ==========         ==========

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
      Line of credit                      $   743,981        $   479,626
      Current portion of long term debt        97,819             97,819
      Accounts payable                        286,678            117,428
      Accrued commissions and payroll          65,302            122,745
      Other accrued liabilities                24,853             51,511
      Income taxes payable                     14,148             29,148
      Grapes payable                          425,762            551,014
                                            _________          _________
      Total current liabilities             1,658,543          1,449,291

Long-term debt                              3,045,213          3,072,181
Deferred income taxes                         114,028            114,028
                                            _________          _________
Total liabilities                           4,817,784          4,635,500
                                            ---------          ---------
Shareholders' equity
      Common stock, no par value -
      10,000,000 shares authorized,
      3,785,356 shares issued outstanding   5,369,868          5,369,868

Retained earnings                             150,728            258,337
                                            ---------          ---------
Total shareholders' equity                  5,520,596          5,628,205
                                            ---------          ---------
Total liabilities and shareholders'
   equity                               $  10,338,380      $  10,263,705
                                           ==========         ==========


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



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


                                              Three Months Ended March 31,
                                               ___1997___    ___1996___
Revenues

   Total Revenue                              $  817,122     $  703,308
                                                --------       --------
Cost of Sales                                    356,779        308,327
                                                --------       --------
Gross Margin                                     460,343        394,981
                                                --------       --------
Selling, general and
administrative expenses                          501,200        386,260
                                                --------       --------
Other income (expense):
   Interest income                                11,358          6,688
   Interest expense                              (79,913)       (48,975)
   Other income                                    1,803          1,697
                                                _________      _________
                                                 (66,752)       (40,590)
                                                ---------      ---------
Net loss before income taxes                    (107,609)       (31,869)

Income tax benefit (expense)                           -              -
                                                _________      _________
Net loss                                        (107,609)       (31,869)


Retained earnings beginning of period            258,337         87,907
                                                ---------      ---------

Retained earnings end of period               $  150,728      $  56,038
                                                ========       ========



Net loss per common share                     $    (0.03)     $   (0.01)
                                                ========       ========
Weighted average number of
common shares outstanding                      3,785,356      3,785,356
                                               =========      =========









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



                    WILLAMETTE VALLEY VINEYARDS, INC.
                         Statement of Cash Flows
                               (unaudited)
                                               Three Months Ended March 31,
                                                ___1997___     ___1996___
Cash flows from operating activities:
   Net loss                                   $  (107,609)    $   (31,869)
   Reconciliation of net loss to net cash
     used for operating activities:
     Depreciation and amortization                110,265          85,099
     Changes in assets and liabilities:
       Accounts receivable trade                   11,683          23,673
       Other receivable                               496          (3,947)
       Inventories                               (214,942)        (22,615)
       Prepaid expenses                           (13,767)        (36,019)
       Notes receivable                            (2,138)         (2,364)
       Grape payable                             (125,252)        (32,852)
       Accounts payable                           169,250         (25,071)
       Taxes payable                              (15,000)        (14,800)
       Accrued liabilities                        (84,101)        (19,662)
                                                 _________       _________
   Net cash used by operating activities         (271,115)        (80,427)
                                                 ---------       ---------
Cash Flow from investing activities
   Construction expenditures and purchases
       of equipment                              (135,504)        (65,536)
   Vineyard development expenditures              (12,584)        (11,679)
   Cash received for investments                       84           8,720
                                                 _________       _________
   Net cash used by investing activities         (148,004)        (68,495)
                                                 ---------       ---------
Cash Flows from financing activities:
   Line of credit borrowings (repayment)          264,355        (161,300)
   Debt issuance cost                             (29,687)            507
   Repayment of long term debt                    (26,968)        (15,304)
                                                 _________       _________
Net cash provided by financing activities         207,700        (176,097)
                                                 ---------       ---------
Net decrease in cash and cash equivalents        (211,419)       (325,019)

Cash and cash equivalents:
   Beginning of period                            794,885         599,895
                                                 _________       _________
   End of period                               $  583,466      $  274,876
                                                 =========       =========



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





                    WILLAMETTE VALLEY VINEYARDS, INC
                      NOTES TO FINANCIAL STATEMENTS
                              (unaudited)


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.

Effective July 1, 1994, Willamette Valley, Inc. 
Microbreweries Across America ("WVI"), an affiliated 
company, formed an administrative, accounting and stock 
transfer department to provide services to its subsidiaries 
and to any affiliated companies that elected to contract 
such services.  Beginning July 1, 1994 until December 3, 
1995, the Company contracted to purchase certain 
administrative, accounting, and stock transfer services from 
WVI rather than provide those services internally.  On 
December 3 1995, the Company added personnel to replace the 
services which, prior to this date, were provided by WVI. 


2)  INVENTORIES BY MAJOR CLASSIFICATION ARE SUMMARIZED AS 
FOLLOW:

                                      March 31,  December 31,
                                     ___1997___   ___1996___

Winemaking and packaging materials	  $   80,969	  $   87,321
Work-in-progress (costs relating
  to unprocessed and/or bulk
  wine products)                      1,361,078    1,559,612
Finished goods (bottled wines         1,615,948   	1,196,120
 and related products)                _________    _________
                                     $3,057,995   $2,843,053
                                      =========    =========


3)  PROPERTY AND EQUIPMENT CONSIST OF THE FOLLOWING:

                                     March 31,   December 31,
                                    ___1997___   ___1996___

Land and improvements              $  563,077	   $  563,077
Winery building and hospitality 
 center                              3,719,311    3,718,733
Equipment                            2,623,308    2,576,748
Construction in progress               116,279       27,913
                                     _________    _________ 
                                   $ 7,021,975   $6,886,471

Less accumulated depreciation       (1,571,894)  (1,465,455)
                                     _________    _________
                                   $ 5,450,081   $5,421,016
                                     =========    =========


4) SUBSEQUENT EVENTS:

On April 15, 1997, the Company aquired 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 in escrow 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. 
This balance sheet will be delivered to the Company sixty 
days after the closing date.


                  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(before excise 
taxes are deducted) are summarized as follows:

                                        Three Months Ended           
                                             March 31,           
                                       __1997__    __1996__

Tasting Room sales & Rental Income    $ 140,598   $ 150,992
On-site and off-site festivals           85,622      76,092
In state sales                          316,964     307,270
Out of state sales                      298,126     168,954
                                        _______     _______
Total Revenue                        $  841,310   $ 703,308 
                                        =======     =======

Tasting Room sales for the three months ended March 31, 1997 
decreased 7% over the same period in 1996.  The decrease in 
sales during the first quarter of  1997 was principally 
attributable to the shortage of certain kinds of wines not 
available in the first quarter of 1997.  One the most 
popular wines in the tasting room, Edelweiss, was not 
available until late February which had a significant impact 
on the sales in the first quarter. With the release of 
additional wines late in the quarter, the tasting room sales 
in March, 1997 were $2,000 higher than the previous period 
in 1996.  In order to stimulate sales in this segment of the 
business, several new venues were added to the retail 
operation in the first quarter of 1997. The "4th Friday at 
Willamette Valley Vineyards" will be held monthly and will 
showcase wine, food, music, and art. In addition, the Retail 
Manager will be holding several "Wine Appreciation" classes 
focusing on the many aspects of wine tasting.

On-site and off-site festival sales for the first quarter of 
1997 increased 13% over the first quarter of 1996.    The 
Company maintains that with its new Hospitality Center it 
will continue to generate greater interest in the winery and 
its festivals. The Company experienced an increase of sales 
revenue generated by its annual Vintage Release Festival 
both from on site sales and presold wine orders.

Sales in the state of Oregon, through the Company's 
independent sales force, increased 3% in the first quarter 
of 1997 over the first quarter of 1996.  This increase was 
principally attributable to new accounts, better point-of-
sale information, improved sales management, and targeted 
sales of higher margin wines. The Company received in this 
quarter three gold medals for its 1996 White Riesling, a 
double gold from the Taster Guild, a gold from the Newport 
Seafood and Wine Festival, and a gold and "best of class" 
from the McMinnville Wine Classic. These three significant 
awards for the 96 White Riesling had  a significant impact 
on the sales of White Riesling in Oregon which  is already 
established as one of the leading brands in the state plus 
it is the Company's number one seller in the state based on 
revenue. 

Out-of-state sales in the first quarter of 1997 increased 
76% over the first quarter of 1996.   The Company now sells 
wine in 32 states as compared to 26 states in the first 
quarter of 1996. The Company established three new 
distributors in Ohio, Washington D.C., and Rhode Island 
which accounted for revenues of $52,456 in the first quarter 
of 1997. Further the Company has seen a significant increase 
of sales in the first quarter of 1997 over the same period 
last year in several already established states. These 
states include Florida, Colorado, and the Northeastern 
states. The Company has received recent awards, with gold 
medals for 1995 Chardonnay and 1996 Whole Berry Fermented 
Pinot Noir from the Taster Guild which will reflect very 
favorably in all out-of-state venues.

Excise taxes 
This is the first quarterly  report in which the Company has 
reported its excise taxes as a deduction of sales revenue to 
equal net revenue (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 first quarter of 1997 was $24,188. For 
the same period in 1996, the excise taxes collected was 
$22,022 which was reported as a selling, general, and 
administrative expense in  the first quarter 1996 results.

Gross Profit

Winery Operations
As a percentage of revenue, gross profit for the winery 
operations remain the same at 56% in the first quarter of 
1997 as compared to 56% in the first quarter of 1996.  The 
Company expects the gross margins to remain at this level 
through 1997.  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 30% 
to $501,200 in the first quarter of 1997 from $386,260 in 
the first quarter of 1996.  The increase in the selling, 
general, and administration expenses was principally 
attributed to higher costs due to operating at a higher 
sales level.  The Company pays its independent sales 
representative by commission. Thus, as sales revenue 
increases, more commissions are due.

As a percentage of revenue from winery operations, selling, 
general and administrative expenses increased to 61% in the 
first quarter of 1997 from 55% in the first quarter of 1996.  
In the past few months, the Company has experienced 
increased expenses relating to samples, travel, and point-
of-sale expenses for the significant expansion of sales 
outside of the state. 

Further, in the first quarter of 1997, the Company incurred 
a significant amount of legal fees over the same period in 
1996. Most of the fees were related to several unexpected 
events including, a trademark dispute, employee compensation 
issues, and a dispute with the state over some additional 
taxes. Selling, general and administrative expenses have 
also increased as the Company has hired a full time General 
Manager and other additional personnel to provide management 
previously provided by its affiliate, Willamette Valley, 
Inc., Microbreweries Across America ("WVI"),accounting and 
other services which were under a management contract which 
was terminated on June 30, 1996. The Company believes that 
its current operations and growth plans necessitate a full-
time management staff rather than relying on management 
services from WVI.

Other Income, Other Income and Expense

Interest income/other income increased to $13,161 for the 
first quarter of 1997 from $8,385 for the first quarter of 
1996 primarily as a result of income from investing unused 
building funds.  Interest expense  increased to $79,913 in 
the first quarter of 1997 from $48,975 in 1996. As the 
Company incurred additional interest expense from funds 
borrowed from Farm Credit Services in the fall of 1996 to 
finance additional production capacity needed in 1996 and 
beyond.





Income Taxes

As in prior years, the Company has operated with a net loss 
for the first three months in 1997 but truly expects to show 
a profit by the end of 1997.  Income taxes associated with 
the loss in the first three months of 1997 were immaterial.

LIQUIDITY AND CAPITAL RESOURCES

At March 31, 1997, the Company had a working capital balance 
of $2.5 million and a current ratio of 3:1.  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 $583,466 at March 31, 
1997. It has committed $485,000 of the cash balance for the 
completion of 20,000 square foot storage building on site 
which is expected to be completed by June 1997.
 
The Company obtained a line of credit of $1,000,000 from 
Farm Credit Services during the last quarter of 1996.  At 
March 31, 1997, the line of credit balance $743,981.

The Company has a total long term debt balance of $3,045,213 
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 nearly 100,000 cases of 
wine per year. The Company has three separate notes with 
Farm Credit Services each of which becomes due in 2012. The 
interest rates are 8.15%, 9.95%, and 8.55% .

At March 31, 1997, the Company still owes $425,762 on grape 
contracts for the 1996 fall production crop which are due on 
April 1, 1997. The Company expects to pay off these grape 
contracts using funds remaining on its line of credit. 

The Company expects that cash available at March 31, 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 EVENT


On April 15, 1997, the Company aquired 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 in escrow 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. 
This balance sheet will be delivered to the Company sixty 
days after the closing date.


On April 15, 1997, the Company obtained a seventeen 
year term loan from Farm Credit Services of 
$1,300,000. Part of the term loan, $770,000 was used 
to pay the cash portion of the TVI aquisition to the 
TVI shareholders at closing. The remaining funds are 
designated for development of unplanted vineyard land 
obtained in the TVI aquisition. The Company plans to 
plant an additional 50 acres on the property site in 
the next two years. It is estimated that the annual 
interest payment plus payment on the principle of the 
loan will amount to $150,000 annually. The Company 
expects that principle plus interest payments will be 
paid out of the funds from the operation of the winery 
at the TVI site. The Company intends to market wines 
under the TVI label and operate at the same current 
operating level but expects to save a significant 
amount of overhead expenses by combining the 
operations of the TVI winery with the Company's 
existing winery. 











PART II.  OTHER INFORMATION


Item 6     Exhibits and Reports on Form 8-K.

          (a)Exhibits         Description: 

           10.18             Agreement of Merger and Plan of
                             Reorganization among Willamette
                             Valley Vineyards, Inc.,Tualatin
                             Vineyards, Inc., William
                             Malkmus, William Fuller 
                             Virginia Fuller, Loran Stewart,
                             Jewel Hult William Manning
                             Paul ten Doesschate and Bruce
                             Herzinger dated April 1, 1997
                             and executed April 15, 1997

          (b) Reports on Form 8-K

On January 23, 1997 the Company filed a Form 8-K in 
connection with its execution of a Letter of Intent with 
Tualatin Vineyards, Inc. ("TVI") relating to the Company 
purchase of 100 percent of the outstanding stock of TVI, for 
a purchase price of $1,824,000, plus TVI's current assets 
less the current and long term liabilities as reflected in 
its audited balance sheet as of the closing date of 
aquisition. Pursuant to the Letter of Intent, the Company 
will pay 35 percent of the purchase price in cash and the 
balance will be paid through the issuance of unregistered 
shares of Common Stock of the Company. The Form 8-K included 
as exhibits copies of the Letter of Intent dated Janiary 6, 
1997 and a press release dated January 23, 1997, related to 
the execution of the Letter of Intent. The Acquisition was 
completed on April 15, 1997.




                                                                            
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 and Secretary    

Date:                          By /s/ Kevin Chambers 
                                  Kevin Chambers
                                  General Manager        

Date:                          By /s/ John Moore                   
                                  John Moore
                                  Controller

                                                                            
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.

Date:                         By  James W Bernau               
                                                          
                                  President and Secretary    

Date:                          By Kevin Chambers 
                                                           
                                  General Manager        

Date:                          By John Moore                   
                                                    
                                  Controller

                       WILLAMETTE VALLEY VINEYARDS, INC.