SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended: June 30, 1998

                         Commission File Number: 0-20806

                                 FIRSTMARK CORP.
        (Exact Name of Small Business Issuer as Specified in its Charter)


              Maine                                      01-0389195
   (State or Other Jurisdiction             (I.R.S. Employer Identification No.)
of Incorporation or Organization)

                                  P.O. Box 1398
                            Richmond, Virginia 23218
                    (Address of Principle Executive Offices)

                                 (804) 648-6000
                (Issuer's Telephone Number, Including Area Code)


         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 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  _____

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:

                5,299,876 shares of common stock, par value $0.20
                   per share, outstanding as of August 1, 1998



<PAGE>

                                 FIRSTMARK CORP.

                                TABLE OF CONTENTS
<TABLE>
<CAPTION>

                                                                                                          Page No.

Part I.       Financial Information
<S>                                                                                                         <C>
         Item 1.  Financial Statements

                  Condensed Consolidated Balance Sheets
                           June 30, 1998 and December 31, 1997...............................................3

                  Condensed Consolidated Statements of Operations
                           Six Months and Three Months Ended
                           June 30, 1998 and 1997............................................................5

                  Condensed Consolidated Statements of Cash Flows
                           Six Months Ended June 30, 1998 and 1997...........................................6

                  Notes to Condensed Consolidated Financial Statements.......................................7

         Item 2.  Management's Discussion and Analysis of Financial Condition
                           and Results of Operation..........................................................8


Part II.      Other Information

         Item 1.  Legal Proceedings.........................................................................10

         Item 2.  Changes in Securities and Use of Proceeds.................................................11

         Item 3.  Defaults Upon Senior Securities...........................................................11

         Item 4.  Submission of Matters to a Vote of Security Holders.......................................11

         Item 5.  Other Information.........................................................................11

         Item 6.  Exhibits and Reports on Form 8-K..........................................................11

</TABLE>



                                      -2-
<PAGE>

                         PART I -- FINANCIAL INFORMATION

Item 1.     Financial Statements


FIRSTMARK CORP. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

================================================================================

ASSETS
<TABLE>
<CAPTION>

                                                                       June 30, 1998            December 31, 1997*
                                                                       -------------            ------------------
                                                                        (Unaudited)
<S>                                                                    <C>                       <C>          
Cash and cash equivalents                                              $   2,754,503             $   2,293,136
Accounts and notes receivables - trade, net                                1,149,263                 1,287,453
Accounts and notes receivables - related parties                             111,301                   103,338
Income taxes receivable                                                           --                   248,776
Marketable securities:
     Held for sale                                                           278,131                   348,454
     Held to maturity                                                      1,670,342                 1,800,091
Venture capital investments, net                                           1,192,865                 1,283,645
Real estate and other investments                                            816,817                   809,668
Title plant                                                                3,563,008                 3,563,008
Property, plant and equipment, net                                           770,136                   830,533
Excess of cost over fair value                                               936,881                   961,272
Deferred tax asset                                                           915,454                   920,073
Other assets                                                                 180,258                   168,234
                                                                       -------------             -------------

         Total Assets                                                  $  14,338,959             $  14,617,681
                                                                       =============             =============
</TABLE>




                                      -3-
<PAGE>


FIRSTMARK CORP. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>

                                                                       June 30, 1998           December 31, 1997*
                                                                       -------------           ------------------
                                                                        (Unaudited)
<S>                                                                    <C>                       <C>
Liabilities:
     Accounts payable and other liabilities                            $     406,926             $     575,463
     Borrowed funds                                                        1,033,483                 1,060,465
     Reserve for title policy claims                                         941,763                 1,027,607
     Deferred tax liability                                                  913,424                   920,073
                                                                       -------------             -------------
         Total Liabilities                                                 3,295,596                 3,583,608
                                                                       -------------             -------------


Stockholders' Equity:
     Preferred stock, Series A, $0.20 par value - 
       authorized 250,000 shares; issued 57,000 shares
       (liquidation preference $2,280,000)                                    11,400                    11,400
     Common stock, $0.20 par value - authorized
       30,000,000 shares; issued 5,501,430 shares                          1,100,286                 1,100,286
     Additional paid-in capital - preferred                                2,162,889                 2,162,889
     Additional paid-in capital - common                                  11,498,331                11,498,331
     Retained earnings (deficit)                                         (2,706,673)               (2,725,070)
     Treasury stock, at cost - 201,554 shares                              (818,773)                 (818,773)
     Net unrealized gain (loss) on marketable
       equity securities held for sale, net of taxes                       (204,097)                 (194,990)
                                                                       -------------             -------------
         Total Stockholders' Equity                                       11,043,363                11,034,073
                                                                       -------------             -------------

         Total Liabilities and Stockholders' Equity                    $  14,338,959             $  14,617,681
                                                                       =============             =============
</TABLE>


*Condensed from audited financial statements

The  accompanying  notes  are an  integral  part of  these  condensed  financial
statements.



                                      -4-
<PAGE>

FIRSTMARK CORP. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations (Unaudited)

================================================================================
<TABLE>
<CAPTION>

                                                         Six Months Ended                  Three Months Ended
                                                             June 30,                           June 30,
                                                             --------                           --------
                                                      1998              1997             1998               1997
                                                      ----              ----             ----               ----
<S>                                               <C>              <C>               <C>                <C>        
Revenues
    Title insurance                               $ 5,833,725      $ 4,701,623       $ 3,258,011        $ 2,555,895
    Investment gains (losses)                          24,006          248,561             1,423            387,034
    Interest and dividends                            157,882          221,956            62,519             56,748
    Other revenues                                    155,934          103,590            83,397             59,143
                                                  -----------      -----------       -----------        -----------

          Total revenues                            6,171,547        5,275,730         3,405,350          3,058,820
                                                  -----------      -----------       -----------        -----------

Expenses
    Employee compensation and                       2,482,356        2,209,214         1,278,310          1,117,583
      benefits
    Commissions and fee expense                     1,655,277        1,636,937         1,019,752            891,833
    Write-offs of investments                              --          100,000                --                 --
    General and administrative                      1,696,663        1,614,313           921,018            892,746
      expenses
    Minority interest                                 250,454          125,571           138,614             67,845
                                                  -----------      -----------       -----------        -----------

          Total expenses                            6,084,750        5,686,035         3,357,694          2,970,007
                                                  -----------      -----------       -----------        -----------

Earnings (losses) before income                        86,797        (410,305)            47,656             88,813
  taxes

Income tax (benefit) expense                               --        (139,504)                --             30,144
                                                  -----------      -----------       -----------        -----------

Net earnings (loss)                                    86,797        (270,801)            47,656             58,669

Preferred stock dividend                               68,400          194,800            34,200            160,600
                                                  -----------      -----------       -----------        -----------

Net earnings (loss) applicable to
  common shares                                   $    18,397      $ (465,601)       $    13,456        $ (101,931)
                                                  ===========      ===========       ===========        ===========


Earnings (loss) per common                        
  share - basic and diluted                       $       .00      $     (.22)       $       .00        $     (.05)
                                                  ===========      ===========       ===========        ===========


Weighted - average number of 
  shares outstanding                                5,299,876        2,069,590         5,299,876          2,069,590
                                                  ===========      ===========       ===========        ===========
</TABLE>

The  accompanying  notes  are an  integral  part of  these  condensed  financial
statements.



                                      -5-
<PAGE>


FIRSTMARK CORP. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows (Unaudited)

================================================================================
<TABLE>
<CAPTION>

                                                                                    Six Months Ended
                                                                                             June 30,
                                                                                    1998                  1997
<S>                                                                          <C>                   <C>        
Cash flows from Operating Activities
     Net earnings (loss)                                                     $    86,797           $ (270,801)
     Adjustments to reconcile net income
       to net cash provided by operating activities
         Depreciation and amortization                                           117,497               115,382
         Gain on receipt of Intercel shares                                           --             (381,124)
         Write-down of investments                                                    --               100,000
         Collection of income taxes receivable                                   244,902               303,385
         Marketable securities - trading account                                      --              (66,835)
         Changes in assets and liabilities                                        71,019             (309,488)
                                                                             -----------           -----------

         Net cash provided (used) by operating activities                        520,215             (509,481)
                                                                             -----------           -----------

Cash flows from Investing Activities
     Decrease (increase) in real estate investments                              (7,150)               504,828
     Decrease in notes receivable                                                 12,178                36,925
     Securities held for sale                                                   (13,898)                99,116
     Securities held to maturity                                                (28,528)                95,625
     Decrease in venture capital investments                                      90,780                42,075
     Purchase of property and equipment                                         (16,848)              (29,257)
                                                                             -----------           -----------

         Net cash provided by investing activities                                36,534               749,312
                                                                             -----------           -----------

Cash flows from Financing Activities
     Preferred stock dividends                                                  (68,400)             (194,800)
     Proceeds from borrowings                                                         --               150,000
     Repayments of borrowed funds                                               (26,982)             (663,463)
                                                                             -----------           -----------

         Net cash used by financing activities                                  (95,382)             (708,263)
                                                                             -----------           -----------

Net change in cash and cash equivalents                                          461,367             (468,432)

Cash and cash equivalents, beginning of period                                 2,293,136             1,832,681
                                                                             -----------           -----------

Cash and cash equivalents, end of period                                     $ 2,754,503           $ 1,364,249
                                                                             -----------           -----------

Cash payments for interest                                                   $    53,029           $    59,305
                                                                             ===========           ===========
</TABLE>

The  accompanying  notes  are an  integral  part of  these  condensed  financial
statements.

                                      -6-
<PAGE>


FIRSTMARK CORP. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

================================================================================

BASIS OF PRESENTATION

1.     The accompanying unaudited  consolidated financial statements,  which are
       for  interim  periods,  do not include  all  disclosures  provided in the
       annual consolidated  financial statements.  These unaudited  consolidated
       financial  statements should be read in conjunction with the consolidated
       financial  statements and the footnotes  thereto  contained in the Annual
       Report on Form 10-KSB for the year ended  December  31, 1997 of Firstmark
       Corp.  (the  "Company"),  as amended,  as filed with the  Securities  and
       Exchange Commission. The December 31, 1997 balance sheet was derived from
       the audited consolidated  financial statements,  but does not include all
       disclosures required by generally accepted accounting principles.

2.     In the opinion of the Company,  the accompanying  unaudited  consolidated
       financial  statements  contain  all  adjustments  (which  are of a normal
       recurring  nature)  necessary  for a fair  presentation  of the financial
       statements.  The results of operations  for the six months ended June 30,
       1998 are not necessarily indicative of the results to be expected for the
       full year.

3.     Earnings (Loss) Per Share

       The Company adopted the provisions of SFAS No. 128, "Earnings Per Share,"
       for the year  ended  December  31,  1997.  SFAS No. 128  establishes  new
       standards for computing and presenting  earnings per share  ("EPS").  The
       statement replaces the presentation of primary EPS with basic EPS and the
       presentation of fully diluted EPS with diluted EPS. Basic EPS is computed
       by dividing net income,  less required dividends on redeemable  preferred
       stock, by the weighted average number of common shares outstanding during
       the year.  Diluted EPS is computed  using the weighted  average number of
       common shares outstanding during the year,  including the dilutive effect
       of all potential common shares.

4.     Reclassifications

       Certain  reclassifications have been made in the accompanying  statements
       to permit comparison.



                                      -7-
<PAGE>



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

         Through a subsidiary,  Southern Title Insurance  Corporation  ("STIC"),
Firstmark  Corp.  (the  "Company")  is  principally  engaged in the  business of
issuing title insurance.  The Company also makes venture capital and real estate
investments  either  in the form of pure  equity  investments  or in the form of
loans with an equity  participation  feature and makes  control  investments  in
situations where the Company's management actually operates the business.  Until
January 24, 1997,  the Company also actively  traded public stocks and bonds and
provided  financial  consulting  services to a select number of individuals  and
institutions.  A complete  discussion of the Company's  business is contained in
Item 1,  Description  of Business,  of Amendment No. 1 to the  Company's  Annual
Report on Form  10-KSB  (the  "Form  10-KSB"),  filed  with the  Securities  and
Exchange Commission on April 20, 1998.

Results of Operations

                         Six Months ended June 30, 1998
                 compared to the Six Months ended June 30, 1997
                 ----------------------------------------------

         Total  revenues  for the six months  ended June 30, 1998  increased  to
approximately  $6,172,000, an increase of approximately $896,000 or 17% compared
to total revenues of approximately $5,276,000 in the comparable six-month period
of the prior year.  The increase is primarily  attributable  to increased  title
insurance revenues due to a favorable interest rate environment and expansion in
the  Company's  title  insurance   operations.   Investment  gains  amounted  to
approximately  $24,000 for the six months  ended June 30,  1998  compared to net
gains of  $249,000  in the prior  year  period.  The net gains in the prior year
period were primarily the result of a gain (approximately  $381,000)  recognized
on the receipt of shares of  Intercel,  Inc.  stock  previously  held in escrow,
which was  partially  offset by  losses  on the  sales of  certain  investments,
principally   small  cap  stocks.   Interest  and  dividends  revenue  decreased
approximately  $64,000 to  $158,000  for the six months  ended June 30,  1998 as
compared to $222,000 for the comparable  period of the prior year. This decrease
is primarily the result of a one-time dividend of approximately $94,000 received
in the prior year period.

         Operating expenses and general and administrative expenses increased by
approximately  $274,000  during the  current  six-month  period  compared to the
comparable  period of the prior year.  This  increase is primarily the result of
(i) higher  personnel  costs related to increasing  volumes and expansion of the
title insurance operations,  (ii) an increase in the provision for policy claims
primarily  attributable  to legal  expenses  relating  to a STIC  lawsuit, which
received a  favorable  jury  verdict,  and (iii)  legal  expenses  relating to a
Firstmark  lawsuit,  which  recently  was  resolved  through  mediation  with an
immaterial  financial  impact on the Company.  For further  information on these
lawsuits, see Part II, Item 1, Legal Proceedings, below.



                                      -8-
<PAGE>

                        Three Months ended June 30, 1998
                compared to the Three Months ended June 30, 1997
                ------------------------------------------------

         Total  revenues for the three  months ended June 30, 1998  increased to
approximately  $3,405,000, an increase of approximately $346,000 or 11% compared
to total revenues of approximately  $3,059,000 in the comparable  quarter of the
prior year. The increase is primarily  attributable to increased title insurance
revenues  due to a favorable  interest  rate  environment  and  expansion in the
Company's title insurance operations. Investment gains amounted to approximately
$1,000 for the quarter ended June 30, 1998 compared to a gain of $387,000 in the
prior year quarter.  The gain in the prior year quarter was primarily the result
of a gain  (approximately  $381,000)  recognized  on the  receipt  of  shares of
Intercel,  Inc. stock previously held in escrow.  Interest and dividends revenue
increased approximately $6,000 to $63,000 for the quarter ended June 30, 1998 as
compared to $57,000 for the comparable quarter of the prior year.

         Operating expenses and general and administrative expenses increased by
approximately  $317,000  during the current  quarter  compared to the comparable
quarter of the prior year.  This  increase is primarily the result of (i) higher
personnel  costs  related  to  increasing  volumes  and  expansion  of the title
insurance  operations,  (ii) an  increase  in the  provision  for policy  claims
primarily  attributable  to legal  expenses  relating to a STIC  lawsuit,  which
received a  favorable  jury  verdict,  and (iii)  legal  expenses  relating to a
Firstmark  lawsuit,  which  recently  was  resolved  through  mediation  with an
immaterial  financial  impact on the Company.  For further  information on these
lawsuits, see Part II, Item 1, Legal Proceedings, below.

Liquidity and Capital Resources

         The Company's cash and cash equivalents were  approximately  $2,755,000
at June 30, 1998 as compared to  $2,293,000  at  December  31,  1997.  However a
significant portion of the cash and cash equivalents  (approximately  $1,901,000
at June 30, 1998 and  $1,707,000 at December 31, 1997) was held by a subsidiary,
STIC, and is subject to certain regulatory requirements as to use.

         The Company  intends to satisfy its  obligations  through cash on hand,
sales of marketable  securities and other assets and payments  received on loans
receivable.  Management believes that its available and expected sources of cash
will be sufficient to enable the Company to satisfy its obligations as they come
due. Additionally,  the Company has an available line of credit of $500,000, for
which no borrowings are outstanding at June 30, 1998.

Year 2000 and Recent Accounting Pronouncements

         Reference is made to the disclosures  included under the headings "Year
2000" and "Recent Accounting  Pronouncements" in Item 6, Management's Discussion
and  Analysis of  Financial  Condition  and Results of  Operations,  of the Form
10-KSB.



                                      -9-
<PAGE>

                           PART II - OTHER INFORMATION

Item 1.     Legal Proceedings 

            Lake Anna Litigation. On August 7, 1996, Lake Anna Development, L.C.
            ("Lake  Anna")  filed a  Motion  for  Judgment  against  STIC in the
            Circuit Court of Louisa County in the Commonwealth of Virginia.  The
            Motion  for  Judgment  alleged  that  STIC  breached  a  contractual
            obligation under a title insurance policy that contained affirmative
            mechanics'  lien  coverage  when  STIC  denied  liability  under the
            exclusions  of the title  insurance  policy.  STIC  issued the title
            insurance  policy at issue to the lender, a federal savings bank, in
            connection  with the development of the insured  project.  Lake Anna
            alleged that it had  succeeded  to the  position of the lender.  The
            Motion for  Judgment  sought  relief in the amount of  $1,342,374.38
            plus interest from May 6, 1996.

            On May 22,  1998,  a jury  returned a verdict  in favor of STIC.  On
            August 5, 1998, following several post-verdict motions by Lake Anna,
            the  Circuit  Court  issued a final order  entering  judgment on the
            verdict.  Lake  Anna has  until  September  4,  1998 to  appeal  the
            judgment to the Supreme Court of Virginia.

            DiBello Loving Trust Litigation. On June 20, 1997, the beneficiaries
            of the DiBello  Loving  Trust filed a civil  lawsuit  against  James
            Vigue,  former President and Chief Executive Officer of the Company,
            Ivy Gilbert,  former  Treasurer and Chief  Financial  Officer of the
            Company,  and the  Company.  The  lawsuit  was  pending in the Maine
            Superior Court for Kennebec County.  The beneficiaries  alleged that
            James Vigue, as trustee of the trust, mismanaged the trust, breached
            his  duties  as  trustee,  made   misrepresentations  to  them,  was
            negligent  in the  management  of the trust and  violated  the Maine
            Securities  Act and the  Maine  Unfair  Trade  Practices  Act.  They
            alleged that Ivy Gilbert  participated in the breach of trust.  They
            alleged that the Company was liable for Mr. Vigue's  actions and was
            liable as a trustee and for  violation of the Maine  Securities  Act
            and the Maine Unfair Trade Practices Act. The beneficiaries  claimed
            compensatory  damages in a range of  $500,000  to $1.0 million, plus
            punitive damages.

            On June 30, 1998, the parties reached an agreement through mediation
            to settle  the  lawsuit.  The terms of the  settlement  arrangement,
            however, are subject to a confidentiality  agreement executed by the
            parties.

            Investigation  by  the  Securities  and  Exchange  Commission.   The
            Securities and Exchange  Commission (the "SEC") recently  entered an
            Order Directing Private  Investigation  and Designating  Officers to
            Take  Testimony  in a  proceeding  titled In the Matter of Firstmark
            Corp. The SEC is  investigating  the possible  violation of Sections
            5(a), 5(c) and 17(a) of the Securities Act of 1933, as amended,  and
            Section 10(b) of the Securities Exchange Act of 1934, as amended,
 


                                      -10-
<PAGE>

            and Rule 10b-5  thereunder by Firstmark  Investment  Corp.  ("FIC"),
            Firstmark  Capital  Corp.  ("FCC")  and  the  Company.  The  private
            investigation  focuses  on events  that have  occurred  from,  in or
            before January 1994 to the present.  The Company transferred FIC and
            FCC to Ivy L. Gilbert, a director and former officer and employee of
            the Company, in January 1997.

            The private investigation is in its initial stages of discovery, and
            the Company intends to cooperate fully with the SEC.

Item 2.     Changes in Securities and Use of Proceeds

            Not applicable.

Item 3.     Defaults Upon Senior Securities

            Not applicable.

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

            No matters were  submitted to a vote of security  holders during the
            quarter ended June 30, 1998.

Item 5.     Other Information

            Not applicable.

Item 6.     Exhibits and Reports on Form 8-K

            (a)     Exhibits

                    27     Financial Data Schedule (filed electronically only).

            (b)     Reports on Form 8-K - none.




                                      -11-
<PAGE>

                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                           FIRSTMARK CORP.



Date:  August 19, 1998                     /s/ Donald V. Cruickshanks
                                           -------------------------------------
                                           Donald V. Cruickshanks
                                           President and Chief Executive Officer



Date:  August 19, 1998                     /s/ Ronald C. Britt
                                           -------------------------------------
                                           Ronald C. Britt
                                           Chief Financial Officer