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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                   FORM 10-QSB

(Mark One)

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

For the period ended June 30, 1999.

                                       or

[   ] Transition Report Pursuant to Section 13 OR 15(D) of the Securities
Exchange Act of 1934

For the transition period from ________ to ________.

Commission File No. 0-9614

                               CADEMA CORPORATION
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           DELAWARE                                           88-0160741
-------------------------------                       --------------------------
(State or other jurisdiction of                       (IRS Employer I.D. Number)
 incorporation or organization)

c/o Number One Corporation 50 Washington Street. Norwalk Ct 06854
-----------------------------------------------------------------
(Address of Principal Executive Offices)              (Zip Code)

Registrant's telephone number, including area code: (203) 854-6711
                                                    --------------

(Former name, former address and former fiscal year, if changed since last
report.) - N/A

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. Yes [ X ] No [   ]


There were 10,905,549 shares of the Registrant's common stock outstanding as of
July 30, 1999.




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                               CADEMA CORPORATION
                                   FORM 10-QSB

                                      INDEX

PART 1.  FINANCIAL INFORMATION

         Item 1 - Financial Statements                                         3
           Balance Sheets - June 30, 1999 and
           December 31, 1998

         Statements of Operations - Six months ended                           4
           June 30, 1999 and June 30, 1998

         Statements of Operations - Three months ended                         5
           June 30, 1999 and June 30, 1998

         Statements of Cash Flows - Three months ended                         6
           June 30, 1999 and June 30, 1998

         Notes to Financial Statements                                         7

         Item 2 - Management's Discussion and Analysis of                      9
           Financial Condition and Results of Operations

PART II. OTHER INFORMATION

         Signatures                                                           10

         Exhibit


         The accompanying condensed financial statements have been prepared by
the Company, without audit, and reflect all adjustments which are, in the
opinion of management, necessary to a fair statement of the results of
operations, financial position, and statements of cash flows for the interim
periods. The statements have been prepared in accordance with the rules and
regulations of the Securities and Exchange Commission, but omit certain
information and footnote disclosures necessary to present the statements in
accordance with generally accepted accounting principles.

         These condensed financial statements should be read in conjunction with
the financial statements and notes thereto included in the Company's Annual
Report on Form 10-KSB for the year ended December 31, 1998. Management believes
that the disclosures are adequate to make the information presented herein not
misleading.



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                        CADEMA CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS


                            ASSETS              June 30,1999    December 31,1998
                                                ------------    ----------------

CURRENT ASSETS:

 Cash and cash equivalents                       $     1,518      $    13,829
 Trading securities (Cost $701,321 in                193,195          267,067
 1999 and $701,321 in 1998)
  (Note 2)
 Other current assets                                    325            1,149
                                                 -----------      -----------

     TOTAL CURRENT ASSETS                            195,038          282,045

 NOTE RECEIVABLE less allowance for bad
   debt of $260,250 in 1998 and 1997
                                                      84,750           84,750
                                                 -----------      -----------

     TOTAL ASSETS                                $   279,788      $   366,795
                                                 -----------      -----------

             LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

Accrued liabilities                              $    15,872      $    13,000

Accrued dividends on preferred stock               1,103,578        1,018,687
Minority Interest in Subsidiary (Note 3)               7,296            7,296
                                                 -----------      -----------

     TOTAL LIABILITIES                             1,126,746        1,038,983
                                                 -----------      -----------

STOCKHOLDERS' EQUITY
Series A 8% Cumulative Convertible
  Preferred Stock, par value $.01 per                  4,851            4,851
  share authorized 5,000,000 shares;
  issued 485,123 shares in 1999 and 1998
Series B 8% Cumulative Convertible
  Preferred Stock, par value, $.01 per                  --               --
  share, authorized, 150,000 shares,
  none issued
Common Stock, par value, $.01 per share;
  authorized 50,000,000 shares, issued               109,356          109,356
  10,935,549 shares in 1999 and 1998
Additional paid-in capital                         7,765,904        7,765,904
Accumulated deficit                               (8,630,699)      (8,455,929)
Less:  Treasury stock at cost
   Common shares                                     (75,000)         (75,000)
   Preferred shares                                  (21,370)         (21,370)
                                                 -----------      -----------

     TOTAL STOCKHOLDERS' EQUITY                     (846,958)        (672,188)
                                                 -----------      -----------
     TOTAL LIABILITIES AND
      STOCKHOLDERS' EQUITY                       $   279,788      $   366,795
                                                 ===========      ===========


         The accompanying notes to the consolidated financial statements
                    are an integral part of these statements.



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                        CADEMA CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                        FOR THE SIX MONTHS ENDED JUNE 30,



                                                      1999             1998
                                                  ------------     ------------

REVENUE                                           $       --       $       --
COST OF GOODS SOLD                                        --               --
                                                  ------------     ------------

      GROSS PROFIT                                        --               --

OPERATING EXPENSES:
      General and administrative                        16,160           17,340
                                                  ------------     ------------

                  Total operating expenses              16,160           17,340
                                                  ------------     ------------

                  Loss from operations                 (16,160)         (17,340)

OTHER INCOME (EXPENSE):
      Trading securities
      Transactions (Notes 2)
        Realized gains (losses)                           --            (16,232)
        Change in unrealized losses                    (73,872)         (96,764)
      Dividend income                                      153              960
                                                  ------------     ------------
                  Total other income (expense)         (73,719)        (112,036)
                                                  ------------     ------------

INCOME (LOSS) FROM OPERATIONS                          (89,883)        (129,376)

PROVISION FOR INCOME TAXES                                --               --
                                                  ------------     ------------

NET INCOME (LOSS)                                      (89,879)        (129,376)

PREFERRED DIVIDENDS EARNED                              84,891           84,891
                                                  ------------     ------------

NET LOSS APPLICABLE TO
      COMMON STOCKHOLDERS (Note 2)                $   (174,770)    $   (214,267)
                                                  ============     ============

WEIGHTED AVERAGE COMMON SHARES
      OUTSTANDING (Note 2)                          10,905,549       10,905,549

LOSS PER COMMON AND SHARE
      BASIC AND DILUTED                           $       (.01)    $       (.02)
                                                  ============     ============


           The accompanying notes to consolidated financial statements
                    are an integral part of these statements





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                        CADEMA CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                       FOR THE THREE MONTHS ENDED JUNE 30,



                                                      1999             1998
                                                  ------------     ------------

REVENUE                                           $       --       $       --
COST OF GOODS SOLD                                        --               --
                                                  ------------     ------------

      GROSS PROFIT                                        --               --

OPERATING EXPENSES:
      General and administrative                         7,470            8,489
                                                  ------------     ------------

                  Total operating expenses               7,470            8,489
                                                  ------------     ------------

                  Loss from operations                  (7,470)          (8,489)

OTHER INCOME (EXPENSE):
      Trading securities
      Transactions (Notes 2)
        Realized gains (losses)                           --             (7,850)
        Change in unrealized losses                   (120,603)         (88,290)
      Dividend income                                       40              442
                                                  ------------     ------------
                  Total other income (expense)        (120,563)         (95,698)
                                                  ------------     ------------

INCOME (LOSS) FROM OPERATIONS                         (128,033)        (104,187)

PROVISION FOR INCOME TAXES                                --               --
                                                  ------------     ------------

NET INCOME (LOSS)                                     (128,033)        (104,187)

PREFERRED DIVIDENDS EARNED                              42,446           42,446
                                                  ------------     ------------

NET LOSS APPLICABLE TO
      COMMON STOCKHOLDERS (Note 2)                $   (170,479)    $   (146,633)
                                                  ============     ============

WEIGHTED AVERAGE COMMON SHARES
      OUTSTANDING (Note 2)                          10,905,549       10,905,549

LOSS PER COMMON AND SHARE
      BASIC AND DILUTED                           $       (.01)    $       (.01)
                                                  ============     ============


           The accompanying notes to consolidated financial statements
                    are an integral part of these statements



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                        CADEMA CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
            FOR EACH OF THE THREE MONTHS IN THE PERIOD ENDED JUNE 30,


CASH FLOWS FROM OPERATING ACTIVITIES                        1999         1998
                                                          --------     --------

Net income (loss) from operations                         $(89,879)   $(129,376)
Adjustments to reconcile net income
   (loss) to net cash provided by (used in) operating
  activities
    Realized loss (gain) on sale of trading
     securities                                               --         16,232
   Unrealized loss (gain) in value
     of trading securities                                  73,872       96,764
    Decrease (Increase) in other receivables and
     current assets                                            824          420
    (Decrease) increase in accounts payable and
     accrued liabilities                                     2,872         --
                                                          --------     --------
       Net cash provided by (used in) continuing
        operating activities                               (12,311)     (15,960)
                                                          --------     --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchase of marketable securities                          --        (44,170)
   Proceeds from sale of marketable securities                --         55,199
       Net cash provided by (used in) investing
         activities                                           --         11,029
                                                          --------     --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Treasury Stock Purchase                                    --           --
                                                          --------     --------
       Net cash (used in)
        financing activities                                  --           --
                                                          --------     --------

Net increase (decrease) in cash and
   cash equivalents                                        (12,311)      (4,931)
Cash and cash equivalents -
   Beginning of Period                                      13,829       48,682
                                                          --------     --------
Cash and cash equivalents -
   End of Period                                          $  1,518     $ 43,751
                                                          ========     ========


SUPPLEMENTAL DISCLOSURES OF NON-CASH
INVESTING AND FINANCING ACTIVITIES
   Preferred Stock Dividends Earned                       $ 84,891     $ 84,891
                                                          ========     ========

         The accompanying notes to the consolidated financial statements
                    are an integral part of these statements.



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                               CADEMA CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  SIX MONTHS IN THE PERIOD ENDED JUNE 30, 1999

(1)      NATURE OF BUSINESS AND CURRENT OPERATING ENVIRONMENT:

         The principal business of Cadema Corporation (the "Company") is the
         financing and operating of business enterprises with the potential to
         generate profits and cash flow. Currently the Company is exploring
         possible acquisitions and mergers throughout the United States and
         abroad, as it has done in the past, seeking to enter into new operating
         businesses and to use the Company's liquid assets in connection
         therewith. As part of this strategy, the Company entered into a joint
         venture agreement with Global Environmental, Inc. in December 1993. The
         Company did not generate any revenues from operations in 1998 or 1997,
         and is currently pursuing additional contracts.

         While the principal business of the Company is the financing and
         operating of business enterprises with the potential to generate
         profits and cash flow, it still intends to invest in and sell
         marketable securities as outlined in a plan approved by stockholders in
         1988.

         The Company intends to continue to invest in trading securities,
         including but not limited to stocks, bonds, options and warrants.

         The Company now holds and currently expects to invest primarily in the
         stock of smaller, lesser known and often more speculative companies,
         which while entailing above-average risk, offer the potential of
         above-average reward.

         There are significant risk factors affecting the Company, including
         potential operating losses it may incur from operating ventures, the
         volatility of market values of its investment securities portfolio, and
         the possible need for additional capital. These and other factors may
         adversely affect the Company's future operations.

(2)      SIGNIFICANT ACCOUNTING POLICIES

         CASH AND CASH EQUIVALENTS

         For purposes of the Consolidated Balance Sheet and Statements of Cash
         Flows, the Company considers its short-term investments purchased with
         a maturity of three (3) months or less to be cash equivalents.

         TRADING SECURITIES

         In accordance with Statement of Financial Accounting Standards (SFAS)
         No. 115, "Accounting for Certain Investments in Debt and Equity
         Securities", the Company classifies marketable securities as "trading"
         and records them at fair market value, with unrealized gains and losses
         reported as a component of net income (loss).

         Realized gains and losses are determined on a first-in, first-out
         basis.



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(2)      SIGNIFICANT ACCOUNTING POLICIES: (CONT.)


         LOSS PER COMMON SHARE

         Net income (loss) per share is calculated in accordance with SFAS No.
         128. Loss per Common Share is calculated by dividing the net loss by
         the weighted average number of common shares outstanding. As all Cadema
         preferred stock, options and warrants outstanding have an anti-dilutive
         effect, so no calculations diluted loss per share have been presented.

(3)      JOINT VENTURE:

         On December 31, 1993 the Company entered into a Joint Venture Agreement
         with Global Environmental, Corp., a New York corporation, to create the
         Joint Venture entity Global Environmental Offshore Company ("Global" or
         "Joint Venture"). The Joint Venture Company engages in contracting for
         the design and installation of Air Pollution Control equipment and
         facilities in areas located outside the United States. Under the terms
         of the Joint Venture Agreement, the Company contributed $350,000 and
         received 51% control of the Joint Venture.

         Under the Joint Venture Agreement, Global Environmental, Corp. has the
         right to acquire the Company's interest in the Joint Venture for, at
         the Company's option, 875,000 shares of Global stock or the greater of
         $350,000 or the Company's existing capital account. The Company has the
         option to convert its Joint Venture interest into 875,000 shares of
         Global Environmental, Corp.'s common stock.

         The financial statements of the Joint Venture are consolidated with the
         Company's results in the accompanying financial statements of this
         report. The portion of the Joint Venture's income that is not
         applicable to the Company is recorded as Minority Interest on the
         Statement of Operations. That income along with Global Environmental
         Corp.'s capital contribution to the Joint Venture is recorded under the
         caption "Minority Interest in Subsidiary" on the Balance Sheet.

         Notes payable issued by Global Environmental Corp. to the Joint Venture
         are carried on the Balance Sheet as Notes Receivable and were due on
         December 31, 1996. Negotiations are in process for the refinancing of
         the note. As collection of the note in 1999 is not likely, the note has
         been classified as long-term.

         Negotiations are in process for the refinancing of this note
         receivable. Global Environmental Corp. does not have funds available to
         repay the Note in cash and has offered to exchange its stock for the
         Note. The Company has established a 75% reserve against the carrying
         value of the Note in recognition of the potential costs involved in
         liquidating any noncash settlement of this Note. Although the Company
         believes such 75% reserve to be adequate, the reserve is an estimate
         based on information presently available. The Company's estimate could
         change, which would result in a change in the reserve in the future.



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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION

         The principal business of Cadema Corporation (the Company) is the
         financing and operating of business enterprises with the potential to
         generate profits and cash flow. Currently the Company is seeking joint
         venture partners as its sole operating subsidiary, Global Environmental
         Offshore Company, set up to contract for the design and installation of
         Air Pollution Control equipment and facilities for international
         markets, has generated no revenue in 1999. The Company continues to
         explore possible acquisitions and mergers as it has done in the past,
         seeking to enter into new operating situations with it can utilize its
         liquid assets.

         While the principal business of the Company is the financing and
         operating of business enterprises with the potential to generate
         profits and cash flow, it still intends to invest in and sell
         marketable securities as outlined in a plan approved by stockholders in
         1988.


         RESULTS OF OPERATIONS

         There were no revenues in the first six months of 1999 or 1998, as the
         Company's operating subsidiary Global Environmental Offshore Company
         had no revenue activity.

         Operating expenses for the first six months of 1999 were $16,160, in
         line with 1998's first half expenses of $17,340 and represented
         administrative expenses of the parent Company.

         Other income in the first six months totaled a loss of $73,719 as
         compared to a 1998 loss of $112,036. This contrast is due to a greater
         losses on the company's Investment Portfolio in 1998 compared to the
         loses incurred in the same period of 1999.

         The net loss applicable to common stockholders for the first six
         months, after an accrual for a Preferred Stock dividend, was $174,770
         or $.01 per share. For the same period of the prior year, a poorer
         performance by the Company's Investment Portfolio resulted in a loss of
         $214,267 or $.02 per share being recognized.


         LIQUIDITY AND CAPITAL RESOURCES

         Liquidity and working capital decreased by $89,879 to $179,166 in the
         first half of 1999 due primarily to the performance of the Company's
         marketable securities portfolio. The Company believes it has sufficient
         working capital to meet its liquidity needs over the next twelve
         months.


PART II
ITEMS 1 THRU 5:   Not Applicable

ITEM 6:           Exhibits - Exhibit 27 Financial Data Schedule




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                                   SIGNATURES

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



                               CADEMA CORPORATION


Dated:  August 5, 1999     By:   /s/ Roger D. Bensen
                               -----------------------------------------------
                                 ROGER D. BENSEN
                                 Chairman of the Board and
                                 Chief Executive Officer


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