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 fiscal quarter ended June 30, 1997

	Commission File No. 0-9297


	CRONUS CORPORATION
	a NEVADA corporation
	       36-3880744
					(I.R.S. Employer Identification Number)


7660 E. BROADWAY #210, TUCSON, ARIZONA  85710

Registrant's telephone number, including area code (520) 885-1220


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

Indicate the number of shares outstanding of each of the 
registrant's classes of common stock, as of the latest 
practicable date.

Class			Outstanding as of October 1, 1997
$.001 PAR VALUE			14,383,106  SHARES
  COMMON STOCK

	DOCUMENTS INCORPORATED BY REFERENCE:

1.  Audited Financial Statements for the years ended December 31, 
1996 and 1995, dated October 2, 1997.  10-KSB October 15, 1997.

	PART 1

ITEM 1.  Financial Statements

J. Dennis Bartlett, P.C.
Certified Public Accountant
2421 E. 6th Street
Tucson, Arizona  85716

Cronus Corporation
Tucson, Arizona

I have compiled the accompanying balance sheet of Cronus 
Corporation as of June 30, 1997 and the related Profit and Loss 
statement for the three months then ended, in accordance with 
standards established by the American Institute of Certified 
Public Accountants.  

A compilation is limited to presenting in the form of 
financial statements information that is the representation of 
management.  I have not audited or reviewed the accompanying 
financial statements and, accordingly, do not express an opinion 
or any other form of assurance on them.

Management has elected to omit substantially all of the 
disclosures and the statement of cash flows required by generally 
accepted accounting principles.  If the omitted disclosures and 
statement of cash flows were included with the financial 
statements, they might influence the user's conclusions about  
the Company's financial position, results of operations, and cash 
flows.  Accordingly, these financial statements are not designed 
for those who are not informed about such 
matters.

/s/
J. Dennis Bartlett, P.C.
June 30, 1997


J. Dennis Bartlett, P.C.
Certified Public Accountant
2421 E. 6th Street
Tucson, Arizona  85716

We hereby consent to the inclusion of our report dated June 30, 
1997, in the quarter report of Cronus Corporation on Form 10-QSB 
for the period ended June 30, 1997.

/s/
J. Dennis Bartlett, P.C.
Tucson, Arizona
June 30, 1997


CRONUS CORPORATION
Balance Sheet
As of June 30, 1997

ASSETS
 Current Assets
  Checking/Savings
   Cash
   Bank of America			         20,037.22
   Checking-JR			            	-1,228.51
  Total Cash						                        18,808.71

  Total Checking/Savings				              18,808.71

  Other Current Assets
   Prepaid comp						                      2,000.00
   Receivable Subsidiary				              83,835.61
  Total Other Current Assets			           85,835.61

 Total Current Assets				                104,644.32

 Fixed Assets
  Accumulated Depreciation	 	-1,094.00
  Computer Equipment			       3,071.00
  Office Equipment/Furniture	 5,342.45

 Total Fixed Assets						                  7,319.45

 Other Assets
  Investments
    Investment - Greyhawk	    12,000.00
   Mining Claims			          137,531.80
 Total Investments					                  149,531.80

 Security deposits						                   1,802.33
 Total Other Assets					                 151,334.13

TOTAL ASSETS					                        263,297.90

LIABILITIES & EQUITY
 Liabilities
 Current Liabilities
    Accounts Payable		                    18,226.73
  Total Accounts Payable				              18,226.73

  Other Current Liabilities
   Accrued expenses
    Accrued interest	         24,044.44
    Accrued Salaries	        293,245.76
   Total Accrued expenses				            317,290.20

   Liabilities not discharged in Bankruptcy 2,930,134.00

  Loan Payable
    Docu-Form Express		       60,000.00
    KLMN				                  16,000.00
      Total Loan Payable				              76,000.00
 
  Payroll Liabilities
    Arizona Withholding			       509.30
    Federal Withholding			     1,595.00
    Fica					                  1,839.00
    Futa					                     56.00
    State Unemployment			        189.00
     Total Payroll Liabilities					        4,185.30

  Total Other Current Liabilities			   3,327,609.50
 
Total Current Liabilities				          3,345,836.23

Long Term Liabilities
  Loans payable
     Kalav Loan		             -5,070.00
     Sherlock Loan - 1			      4,850.00
     Sherlock Loan - 2			      3,550.00
     Sherlock Loan - 3			      5,550.00
     Sherlock Loan - 4			      3,100.00
     Sherlock Loan - 5			      5,500.00

Total Loans payable				                   17,430.00

 Total Long Term Liabilities			           17,430.00

Total Liabilities					                 3,363,266.23

Equity
 Net Income				                		       -184,372.77
  Stockholders' Equity(Deficit)
   Capital Stock			           15,468.00
   Paid in capital			        658,156.52
   Retained Earnings		    -3,585,856.08
  Total Stockholders' Equity	   		    -2,912,231.56

   Treasury Stock					                   	-3,364.00

 Total Equity						                   -3,099,968.33

TOTAL LIABILITIES & EQUITY			            263,297.90

CRONUS CORPORATION
Profit and Loss
                     April through June 1997	      Jan. through June 1997

Ordinary Income/Expense
 Expense
  Automobile Expense			                50.22		            	50.22
  Bank Service Charge		                71.70		           	111.55
  Commission				                    5,000.00		         	5,000.00
  Fees					                       	 1,475.00		         	2,445.96
  Interest Expense
   Loan Interest		           	 2,500.00			         2,500.00
  Total Interest Expense			         2,500.00 			        2,500.00

  Internet Access		                    59.85			            59.85
  Marketing					                      492.12			           582.12
  Office					                         325.21			           533.21
  Payroll Expense
    Futa				                      56.00			           136.00
    Salaries		                65,250.00		        122,500.00
    Social Security Taxes	    	1,639.75		        	 2,672.50
    State Unemployment	     	    189.00			           459.00
  Total Payroll Expenses	         	67,134.75 	        125,767.50

  Postage					                        309.74			           345.74
  Postage and Delivery		              270.14			           270.14
  Printing				                         50.00 			          283.87
  Printing and Reproduction	            0.00			         2,077.15
  Professional Fees
    Accounting		              18,447.50		         20,122.50
    Consultants			             3,000.00		        	 3,100.00
    Legal Fees			              4,292.70	        		 6,328.91
  Total Professional Fees         	25,740.20		         29,551.41

  Rent-Bldg				                     1,956.87			         3,913.98
  Supplies
     Office			 	                 869.36			         1,127.43

  Total Supplies			                   869.36			         1,127.43

  Taxes - State Income	                50.00			            50.00

  Telephone					                    1,490.58			         2,609.44

  Travel & Entertainment
    Meals				                    374.99			           396.31
    Travel				                   902.50			         1,306.51
  Total Travel & Entertainment	     1,277.49			         1,702.82

  Utilities
    Gas and Electric		           173.65			           275.33
    Water				                     73.89			           115.05
  Total Utilities			                  247.54 			          390.38

 Total Expense			                 108,982.21	         179,372.77

Net Ordinary Income		            -108,982.21 	       -179,372.77

Other Income/Expense
Abandoned Oil & Gas Option	    5,000.00			         5,000.00
Total Other Expenses			             5,000.00			         5,000.00

Net Other Income			               	-5,000.00	        		-5,000.00

Net Income				                   -113,982.21	        -184,372.77

Please see Audited Financial Statements and Notes for the years 
ended December 31, 1996 and 1995, dated October 2, 1997, filed as 
an exhibit to the Company's 1996 10-KSB on October 15, 1997.

ITEM 2.  Management's Discussion and Analysis or Plan of 
Operation.

Disclosure Regarding Forward-Looking Statements.
This report on Form 10-KSQ includes "forward-looking statements" 
within the meaning of Section 27A of the Securities Act of 1933, 
as amended (the  "Securities  Act"), and Section 21E of the 
Securities Exchange Act of 1934, as amended (the "Exchange Act").  
All statements other than statements of historical facts included 
in this report, including, without limitation, statements under  
"Management's Discussion and Analysis or Plan of Operations" 
regarding the Company's financial position, reserve quantities 
and net present values, business strategy, plans and objectives 
of management of the Company for future operations and capital 
expenditures, are forward-looking statements and the assumptions 
upon which such forward-looking statements are based are believed 
to be reasonable.  The Company can give no assurance that such 
expectations and assumptions will prove to have been correct.  
Reserve estimates of oil and gas properties are generally 
different from the quantities of oil and natural gas that are 
ultimately recovered or found.  This is particularly true for 
estimates applied to exploratory prospects.  Additionally, any 
statements contained in this report regarding forward-looking 
statements are subject to various known and unknown risks, 
uncertainties and contingencies, many of which are beyond the 
control of the Company.  Such things may cause actual results, 
performance, achievements or expectations to differ materially from the 
anticipated results, performance,  chievements or expectations.  Factors 
that may affect such forward-looking statements include, but are not 
limited to, the Company's ability to generate additional capital, 
risks inherent in oil and gas acquisitions, exploration, 
drilling, development and production, price volatility of oil and 
gas, competition, shortages of equipment, services and supplies, 
government regulation, environmental matters, financial condition 
of the other companies participating in the  exploration, 
development and production of oil and gas programs and other 
matters.  All written and oral forward-looking statements 
attributable to the Company or persons acting on its behalf 
subsequent to the date of this report are expressly qualified in 
their entirety by this disclosure.

The Company has had no operational history since 1988.  There has 
been limited operations this fiscal year.  As the Company entered 
the natural resources market in March of 1996, and sold AGAA, 
PBAA and TGII, the Company has embarked upon a new direction 
focusing on the acquisition, development and management of 
natural resources.  The Company sold AGAA and TGII because 
neither subsidiary had became operational, thereby raising 
significant doubts about their ability to earn income.  The 
Company sold the assets of PBAA after the results of their first 
quarter of 1996 indicated that PBAA would not likely earn a 
profit in 1996 or 1997.

In order to create revenues, and expand on its natural resources 
base, the Company acquired PetroSun Exploration & Production, 
Incorporated in 1997.  As described more fully below, management 
expects to begin receiving income from PetroSun oil and gas 
leases in Louisiana by the end of 1997.

As can be seen in the financial statements, the Company has 
incurred losses from operations and has deficits in working 
capital and net worth.  The Company has yet to earn income from 
its operations, however, it expects to receive income from oil 
and gas leases in Louisiana by the end of 1997.  The lack of 
revenues to date raises a doubt about the Company's ability to 
continue as a going concern.  Management expects to earn revenues 
in late 1997 and also expects to raise additional funding as 
needed.  There can be no assurance that a cash flow will be 
generated or that funding will be raised.  The Company currently 
has no commitments for any type of funding, and there is no 
assurance that the Company will be able to obtain any such 
financing or that such financing, if obtainable, will be on terms 
necessary to enable the Company to operate profitably.

During 1996, the Company acquired the Gila and Black Diamond 
mining claims in southern Arizona for $130,504.  The future 
realization of the cost of these mining claims is dependent upon 
the claims becoming proven reserves.  A proven reserve is the 
estimated quantity of mineral which geological and engineering 
data demonstrates with reasonable certainty to be recoverable in 
future years from known reservoirs under existing economic and 
operating conditions.  Currently, these claims are considered 
unproven.  Additionally, the claims were transferred to the 
Company without warranty or title assurance, and thus, the 
Company is uncertain as to the legal status of its interest, if 
any, in the claims.

The Company, doing business as TR-3 Industries, Inc. was in 
chapter 7 bankruptcy from 1982 through 1992.  The Company had no 
operations and substantially no assets through November, 1995, 
when the Company then  acquired AGAA, TGII and PBAA.  As noted 
above, the Company sold AGAA, TGII and the assets of PBAA in 1996 
and then entered the natural resources market, with the 
acquisition of the mining claims in 1996, and into the oil and 
gas field with the acquisition of PetroSun.  As of December 31, 
1996, Cronus was possibly subject to a number of lawsuits, 
judgments and claims arising out of the conduct of business of 
TR-3 Industries, Inc. prior to 1983.  Liabilities not discharged 
in the bankruptcy totaled $2,930,134.00 which the Company carried 
as a liability on its balance sheet.  However, in August 15, 
1997, fifteen years after the bankruptcy filing, it is the 
opinion of management that the statute of limitations has expired 
on these possible claims.  Accordingly, the Company removed the 
liabilities from the balance sheet and recorded an extraordinary 
gain of $2,930,134 during 1997.


Future Business Strategy and Operations.

The Company's business strategy is to create and expand its 
reserve base and cash flow primarily through the following:

1.  Raising significant capital to conduct assessments of the 
economical feasibility of extracting minerals from its 
properties, and to take advantage of leading edge technologies 
such as pulse plasma secondary recovery and 3-D seismic 
exploration projects.

2.  Position itself with strategic sources of capital and 
partners that can react to opportunities in the mining and oil 
and gas business when they present themselves.

3.  Developing alliances with major mineral and oil and gas 
finders that have been trained by the major oil and mineral 
companies.

4.  Participate in projects that have opportunities involving 
relatively small amounts of capital that could potentially 
generate significant rates of return.  These projects include 
areas with large field potentials in Northern Arizona, New 
Mexico, Louisiana and Queensland, Australia.

5.  Implementing the Company's investment strategy to carefully 
consider, analyze, and exploit the potential value of the 
Company's existing assets to increase the rate of return to its 
shareholders.

6.  Reinvesting future operating cash flows into development of 
drilling and recompletion activities.

7.  Acquiring properties that build upon and enhance the Company's 
existing asset base.

8.  Developing a long term track record regarding stock price 
performance and a reasonable rate of return to the shareholder.

The Company recognizes that the ability to implement its business 
strategies is largely dependent on the ability to increase 
operating cash flows by raising additional debt or equity capital 
to fund future drilling and developmental activities.  Management 
believes that it will be necessary to raise additional equity or 
debt capital to overcome the Company's undercapitalization.  
However, the Company currently has no commitments for any type of 
funding, and there is no assurance that the Company will be able 
to obtain any such financing or that such financing, if 
obtainable, will be on terms necessary to enable the Company to 
operate profitably.

The steps the Company intends to take to assess the feasibility 
of its current projects is described below.  There can be no 
assurance that the Company will be able to place such oil and gas 
assets into production or to conclude such feasibility 
assessments, or that if it is able to do so, that it will be able 
to engage in oil and gas and/or mining operations profitably.
 
OIL AND GAS PLAN OF OPERATIONS

The Company's primary objective will be to place the oil and gas 
assets of its subsidiary, PetroSun Exploration & Production, 
Incorporated into production and thereby generate revenues.  
PetroSun controls oil and gas leases on approximately 2,200 acres 
of land in Louisiana referred to as Bayou Pierre Project.  The 
leases contain 18 proven developed oil and gas wells.  These 
wells have been shut-in since the late 1980's due to the then low 
price of oil, so it will be necessary to change the pumps on the 
pumping wells and conduct related maintenance work that is normal 
for this type operation.  The Company estimates that the cost to 
rehabilitate the wells will be $20,000.  The leases also contain 
an additional 105 proven undeveloped locations which the Company 
plans to drill if economically feasible.

PetroSun also holds leases on approximately 33,175 acres in 
Northern Arizona of undeveloped prospects consisting of the El 
Tule, Manuel Seep and Oso Draw, Little Colorado.  Oso Draw, 
Little Colorado was drilled in Section 15, T14 N, R 25 E during 
June and July of 1996, and suffered a blowout.  A twelve foot 
section of dolomite tested 100% methane by mud logger analysis 
and will be  completed during late 1997.  The Salt River Project 
(SRP) and the towns of St. Johns and Concho have expressed a 
strong interest to convert their energy consumption to natural 
gas if operator can prove commercial reserves.

The following is a summary of the Company's plan to put its 
proven leases into production.  Such plan involves two phases:

Phase I
Phase One consist of reactivating the 18 proven developed wells 
at Bayou Pierre.  Four wells have been reactivated and the 
remaining 14 wells are expected to be reactivated by November 30, 
1997.  The total costs of reactivating the wells is estimated to 
be $20,000.

Phase II

Phase two will include the testing and drilling of the El Tule, 
and Manuel Seep, and redrilling of the Oso Draw, Little Colorado 
Prospects.  PetroSun will attempt to complete the Oso Draw, 
Little Colorado Prospect first as it will cost the least to prove 
out.  All future drilling will proceed as warranted by research.  
The Company estimates that it will cost $900,000 to complete this 
Phase II.

MINING

The Company intends to asses the feasibility of potential future 
mining projects, involving (1) the TSFP Moapa Claims, (2) the 
Gila Gold Placer mining claims, and (3) the Black Diamond group 
of claims.

1.	TSFP Moapa Claims Project

The TSFP Moapa Claims project is a joint venture with Temple 
Summit Financial Projects Inc., ("TSFP").  Cronus and TSFP intend to 
form a limited liability company to proceed to prove out and put 
into production a permissive area of approximately 1,200 acres.

First, selective surface sampling will be done to get a good 
superficial, broad coverage.  Samples will be taken to crush and 
split the samples in quarters.  The samples will be taken to a 
national lab, to have conventional fire assay run, then have them 
take the pulp and re-run utilizing a proprietary recipe.  If 
results are positive or encouraging, the slotting and sampling 
could continue, defining an area of 100 acre coverage on a 300-
foot interval spacing or 36-sample sites, averaging 75-foot 
vertical.  If this coverage would prove out a significant reserve 
of +/- 5 million tons, there would be more than adequate 
justification to proceed with the follow-on phases.
Estimated Costs	$147,200


LIMITED EXTRACTION, PILOT PLANT (MILL)

Limited Extraction:  This phase of the program will be the 
removal of 5000 tons of material from selected sites within the 
defined reserve block.  This material will be screened (minus 
one-eighth) and delivered to the millsite.  This will provide 
head-feed materials to the plant on a 50-ton per day basis for a 
period of 90-days.  The Company will rely on the "Small-Miner 
Exclusionary" policy relative to mining disturbance, i.e. no more 
than a five-acre disturbance in any given year without 
reclamation.  This policy provides for no bonding, environmental 
impact study or permitting, only notification.

Pilot Mill:  The mill design and lay-out will be sized to 
accommodate the processing of 50-TPD (tons per day) head-feed.  Based 
on previous  metallurgical data, the plant design would permit expansion to 
optimum production scale without disturbing the pilot mill activities.  
It is anticipated that the existing mill building and site would be 
utilized in this phase.  This segment of the outline portrays a production 
format which is based upon information and techniques of recovery 
information generated by previous participants and TSFP.  Therefore should 
this proposed program result in a deviation or modification, the capital 
structure outlined will vary.
Estimated Costs	$1,438,900

TOTAL ESTIMATED COSTS $ 1,744,710    

All of these capital purchases will be utilized in a full-
production scenario.  This will include the mining sequence for 
extraction and screening.  It is somewhat premature and 
optimistic to estimate or project economic figures relative to an 
anticipated return from the testing period, however relying on 
the existing knowledge about the current drilled reserve of TSFP, 
it may have some validity.  It should be noted, however, that 
operating under limited production is always more expensive than 
production in an optimal setting.

At that juncture a feasibility study will determine the fate of 
the project.  The information generated will establish cost 
parameters relative to a full-scale production facility.  These 
figures will dictate "an optimum  mining/processing range" which 
will confirm the project capital structure, i.e., plant sizing 
pertaining to efficiency, expediency and thus a TPD projection.  
At that point in the venture, the L.L.C. would review the data as 
their contribution will be expected in the event a positive, 
progress conclusion is reached.  This financial contribution to 
this point, on the part of Cronus will entitle the Company to a 
paid-in-full, 50% interest in the L.L.C. as TSFP will have 
contributed the first risk monies and thus would hold all until 
this point in the project.  In other words, at that point in the 
project, the Company and TSFP would be 50-50 partners in the 
joint venture project.

2.	Gila Association Placer Mine Project. 

Gila Gold Placer Project:
The Company plans to verify and confirm the existence, extend and 
grade of placer gold located at the Gila Gold Placer claims.  
First, it intends to asses the presence and tenor of placer gold 
as described in engineering reports of past exploration efforts.  
Next, the Company will analyze the economic viability of such 
deposit by determining optimal production rate and stripping-
sorting ratios, defining a mining and reclamation technique, 
generating a flow sheet, and isolating processing, mining, 
capital, reclamation and general overhead cost factors.

The Company plans to conduct a seismic survey consisting of a 5-
line, 25' spacing, 9000 lineal foot, segmented survey.  This 
survey will be complimented with computer enhanced calculations, 
storage, retrieval and printout capabilities.  This survey will 
provide definitions of the alluvial-bedrock contact.  From this 
information, cross-sectional views will be generated to define 
ore reserve volume, assist in mine planning and describe mining 
technique.

The Company also plans to conduct a bulk sampling, intended to 
ascertain the following:  value recoverable per cubic yard, 
concentrating ratio,  concentrating technique, and general ground 
conditions and boulder contact, nature of interbeds, slope 
stability, reject swell and nature of backfill material.  The 
Company estimates the costs of the assessment to that point to be 
$75,000.  The accumulation of data from this sampling project 
will provide the baseline to confirm ore reserves and feasibility 
of the mining project.  Due to the current prices of gold, this 
project has been placed on hold until late 1998.

3.	Black Diamond Mining Project.

Black Diamond Project:
The Company intends to evaluate the Black Diamond mining claims 
as follows.  First, the Company plans to gather data from Exxon 
Corporation regarding past exploration work performed by Humble 
Oil.  Next, it intends to assess other geological, geophysical 
and geochemical data gathered on the subject property.  Finally, 
it will formulate a development plan and seek a possible 
joint venture partner.  Other than searching for a joint venture 
partner, this project will not be a priority in 1998.

Financial Requirements and Source of Funds.
The Company is currently rehabilitating the shut-in oil and gas 
wells by setting compressors and pumps which will allow PetroSun, 
to put its revenue producing assets in Louisiana into production 
starting in October, 1997.  Based on historical production rates, 
the Company believes that PetroSun's oil and gas production in 
Louisiana should produce net revenues sufficient to cover basic 
operating expenses of the Company of $250,000 through its 
exploratory period for the next six months.
 
Thereafter, the Company believes it will need to raise at least 
$1,500,000 in order to conduct testing and drilling of its oil 
and gas properties, and to conduct testing of the Moapa Project, 
the Gila Gold Placer Project, and the Black Diamond Project.  
Such funds may be sought through the issuance of additional 
shares of the Company's Common Stock or other equity securities, 
through debt financing, or through various arrangements, 
including joint ventures and/or mergers, with third parties.  
However, the Company currently has no commitments for any type of 
funding, and there is no assurance that the Company will be able 
to obtain any such financing or that such financing, if 
obtainable, will be on terms necessary to enable the Company to 
operate profitably.  If the Company is unsuccessful in completing 
a private type  placement, or if additional funds are necessary 
either before or after such a transaction, it is uncertain at 
this time what actions the Company will take.  Possibilities 
include other debt or equity financings or the sale of existing 
assets.

Competition - Oil and Gas
The oil and gas industry is highly competitive in all phases.  
The Company will encounter strong competition from other 
independent oil and gas companies in acquiring economically 
desirable prospects as well as in marketing production therefrom 
and obtaining external financing.  Substantially all of the 
Company's competitors have financial resources, personnel 
resources, and facilities substantially greater than those of the 
Company.

Competition - Mining
There is considerable competition for mining prospects on federal 
lands.  Costs of exploration, testing and mining, milling, 
transportation, labor and other costs have risen dramatically.  
These costs would be a factor in determining whether the 
discovery of minerals, if any, would be commercial or not, and 
could render a discovery unprofitable, even if made.

In addition to the uncertainty surrounding the eventual 
development of commercial mineralization on the Company's 
properties, the success of any mining operation which might be 
conducted is dependent upon the price of minerals on the domestic 
and world markets, which is subject to fluctuations, in part as a 
result of actions by central banks and government policies.

PART II

ITEM 1.  Legal Proceedings.

Cronus, d.b.a. TR-3 Industries, Inc. was in Chapter 7 bankruptcy 
from 1982 through 1991. The Company had no operations and 
substantially no assets or liabilities through November 1995. 
During 1997, legal counsel informed management that liabilities 
previously believed to be discharged in bankruptcy had not been 
discharged.  These liabilities relate to the operations of the 
Company prior to 1982.  The Company has recorded a correction of 
an error in the accompanying financial statements and, 
accordingly has restated retained earnings (accumulated deficit) 
at December 31, 1993.  The adjustment had no effect on net 
income, net income after taxes, or earnings per share for the 
years ended December 31, 1996, 1995 or 1994.  Additionally, the 
Company is subject to a number of lawsuits and claims (some of 
which involve substantial amounts) arising out of the conduct of 
its business prior to 1982, which, although the Company does not 
currently possess sufficient information to reasonably estimate 
the amounts of liabilities to be recorded, they may be 
significant to the results of operations.  However, in August 15, 
1997, fifteen years after the bankruptcy filing, it is the 
opinion of management that the statute of limitations has expired 
on these possible claims.  Accordingly, the Company removed the 
liabilities from the balance sheet and recorded an extraordinary 
gain of $2,930,134 during 1997.

ITEM 2.  Changes in Securities.

	None

ITEM 3.  Defaults Upon Senior Securities.

	None

ITEM 4.  Submission of Matters to a Vote of Security Holders.

	None

ITEM 5.  Other Information

	None

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

During the second quarter of 1997 ending on June 30, 1997, one 
form 8-K report was filed on June 16, 1997.  That 8-K report 
contained the following Items:

Item 2.  Acquisition or Disposal of Assets.
Item 7.  Financial Statements and Exhibits.

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.

CRONUS CORPORATION
DATE: November 3, 1997	By:  

__/s/_________________
Jonathan Roberts,
President and Director