FORM 10-Q

                SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C.  20549

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

For the Quarter Ended                          Commission file
ended SEPTEMBER 30, 1997.                       No. 33-17679-D

                    PIERCE INTERNATIONAL, INC.
      (Exact name of registrant as specified in its charter)

          COLORADO                                        84-1067694
(State or other jurisdiction of                     (I.R.S. Employer ID.)
incorporation or organization)

        13275 E. FREEMONT PLACE #101A, ENGLEWOOD, CO  80112
     (Address of principal executive offices)       (Zip Code)

Registrants's telephone number, including area code (303)-792-0719

    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 proceeding 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______


          Class               Outstanding at September 30, 1997
     __________________________ ____________________________________
     Common Stock, no par value    6,765,703








<PAGE>


                               INDEX

PART I - FINANCIAL INFORMATION *

     ITEM 1. Unaudited Financial Statements

     Balance Sheets - September 30, 1997 (unaudited)
     and June 30, 1997                                      3

     Statements of Operations - Three Months Ended
     September 30, 1996 and 1997 (unaudited)                4

     Consolidated Statement of Changes in Stockholders' Equity -
     For The Three Months Ended September 30, 1997 (Unaudited) 5
     and the Years Ended 1996 and 1997.

     Statement of Cash Flows - Three Months Ended
     September 30, 1995, 1996, and 1997 (unaudited)         6

     Notes to Financial Statements                          7

     ITEM 2.  Management's Discussion and Analysis                       10

PART II - OTHER INFORMATION

     ITEMS 1 THROUGH 6                                             11

     Signature                                                     12





*The accompanying financial  statements  are  not covered by an independent
certified public accountants' report.


<PAGE>

<TABLE>
<CAPTION>
                        PIERCE INTERNATIONAL, INC.
                           BALANCE SHEETS


                                    UNAUDITED
                  ASSETS                  September 30, June 30,
CURRENT ASSETS:                           1997             1997
<S>                                     <C>           <C>
      Cash                                $   0       $10,846
      Investments and Stocks              33,023          162
      Other                                  367          367
                                       ----------- -----------
            Total current assets          33,390       11,375

PROPERTY AND EQUIPMENT:       (Note 1)
      Undeveloped land mineral
          property(Note 3)               446,123      434,918
      Furniture and equipment              7,705        7,705
      Strawboard equipment (Note 4)       57,120       57,120
                                        ---------- -----------
                                         510,948      499,743
      Less accumulated depreciation and
        amortization                      (5,895)      (5,674)
                                       ----------- -----------
            Net property and equipment   505,053      494,069
                                       ----------- -----------
OTHER ASSETS                              71,955       59,405
                                       ----------- -----------
                                        $610,398     $564,849
                                       =========== ===========

            LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITES:
      Bank Overdraft                      1,049       -
      Accounts payable and accrued
        liabilities                      78,530        85,050
      Advances from officers/directors/
        stockholders (Note 5)           242,258       242,080
                                    -----------   -----------
       Total current liabilities        321,837       327,130
<PAGE>

NOTE PAYABLE            (Note 6)        200,000       200,000


STOCKHOLDERS' EQUITY (Notes 7 & 8)
      Preferred stock, no par value;
        400,000 shares authorized;
        80,000 shares issued and 
        outstanding as of September 30, 
        1997 and June 30, 1997           20,000        20,000
      Common stock, no par value;
        30,000,000 shares authorized;
        6,765,703 and 6,380,703
        shares issued and outstanding
        as of September  30, 1997 and 
        June 30, 1997, respectively     844,542       844,542
      Accumulated deficit              (775,981)     (826,823)
                                     -----------   -----------
                                         88,561        37,719
                                     -----------   -----------
                                          $610,398    $564,849
                                       =========== ===========
</TABLE>

                  See notes to financial statements.

                                  3
<PAGE>
<TABLE>
<CAPTION>
                      PIERCE INTERNATIONAL, INC.
                       STATEMENTS OF OPERATIONS


                        FOR THE THREE MONTHS
                         ENDED SEPTEMBER 30,

                              (UNAUDITED)
                              ___________ ___________
                              1997        1996
<S>                           <C>       <C>
REVENUE:
    Net Sales                 $35,000   $100,000
    Cost of goods sold        -           70,121
                              ___________ ___________
GROSS MARGIN                  35,000      29,879

EXPENSES:
   Administrative             21,326      15,229
   Bad debt reserve           22,478      22,507
   Outside services           14,325      11,629
   Advertising and promotion  3,990       (300)
                              ___________ ___________
      Total expenses          62,119      49,065

NET OPERATING INCOME
(LOSS)                       (27,119)    (19,186)

  Other income                18,000       6,000
   Recovery of bad debt       61,681      -
   Foreign exchange loss         243         (92)
   Loss on investment           (318)     (2,172)
   Other expenses             (1,645)     -
                              ___________ ___________
NET INCOME(LOSS) BEFORE
MINORITY INTEREST             50,842      (15,450)

MINORITY INTEREST                  -           -
                              ___________ ___________
NET INCOME (LOSS)             $50,842    ($15,450)
                              =========== ===========
NET INCOME(LOSS) PER
COMMON SHARE                   $0.008     ($0.002)
                              =========== ===========
WEIGHTED AVERAGE NUMBER
OF  SHARES OUTSTANDING      6,509,036    6,380,703
                            ============ ===========
</TABLE>

                        See notes to financial statements.

                                       4
<PAGE>
                           PIERCE INTERNATIONAL, INC.
                      STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                FOR THE THREE MONTHS ENDED SEPTEMBER 30,, 1997 (UNAUDITED)
                 AND  THE  THREE  YEARS ENDED JUNE 30, 1996 & 1997
<TABLE>
<CAPTION>
                                                                     TOTAL
                 COMMON STOCK   PREFERRED  AMOUNT   ACCUMULATED   STOCKHOLDERS'
                 SHARES         SHARES                 DEFICIT       EQUITY
<S>              <C>            <C>         <C>       <C>          <C>
BALANCES,  
JUNE 30, 1995    149,517,572     -         $ 844,542  ($713,631)   $130,911

  25 for 1 
  Reverse split
  March 13,
  1995          (143,536,869)    -              -          -           -  

  Net loss
  for the year          -        -              -        (6,778)     (6,778)

BALANCES, 
JUNE 30, 1996      5,980,703     -            844,542  (720,409)     124,133

 Issuance of 
 common stock
 in lieu of
 compensation        400,000     -               -         -            -

 Private Placement 
 of convertible
 preferred               -     80,000          20,000      -          20,000

 Net loss for 
 the year                -        -              -     (106,414)    (106,414)

BALANCES,  
JUNE 30, 1997      6,380,703   80,000         864,542  (826,823)      37,719

  Issuance of
  common stock
  in lieu of
  compensation       385,000      -              -         -             -     

  Net loss for 
  the quarter
  Ended September 30,
  1997                  -         -              -       50,842       50,842

BALANCES,  
SEPTEMBER 30,  
1997               6,765,703   80,000        $864,542 ($775,981)     $88,561
</TABLE>



























                  See notes to financial statements.

<PAGE>
<TABLE>
<CAPTION>
                        PIERCE INTERNATIONAL, INC.
                        STATEMENT OF CASH FLOWS

                 FOR THE THREE MONTHS ENDED SEPTEMBER 30,

                                    (UNAUDITED)
                                          1997        1996        1995

CASH FLOWS FROM OPERATING ACTIVITIES:
      <S>                                 <C>         <C>        <C> 
      Net Income (Loss)                   $50,842     ($15,450)  ($6,124)
      Adjustments to reconcile net loss to
      cash used in operating activities:
      Depreciation and amortization           221          221       220
      Changes in operating assets
      and liabilities:
      Decrease (Increase) in
         accounts receivable                    -       (7,687)   (5,652)
      Decrease (Increase) in
        related party receivable                -            -    11,018
      (Increase) in other assets          (12,550)           -         -
      Increase in bank overdraft            1,049            -         -
      (Decrease) Increase in accounts
         payable and accrued
         expenses                         (6,520)       13,138    (1,291)
      Increase (Decrease) in deferred revenue
      Gain(Loss) on sale of investments     (679)            -      (337)
            Net cash used in operating    --------    --------    --------
             activities                   32,363      (  9,778)   (2,166)

CASH FLOWS FROM INVESTING ACTIVITIES:

      (Increase)decrease in property and 
      equipment                          (11,205)            -          -
      (Increase) decrease in investments (32,182)       10,312      5,421
            Net cash used in investing    --------    --------    --------
              activities                 (43,387)       10,312      5,421

CASH FLOWS FROM FINANCING ACTIVITIES:
      Receipts/payments on advances from 
      officers/directors/stockholders        178        (9,854)    (3,255)
            Net cash provided by          --------    --------    --------
              financing activities           178        (9,854)    (3,255)

 (DECREASE) INCREASE IN CASH             (10,846)       (9,320)         0

CASH, beginning of period                 10,846        13,004        808
                                          --------    --------    --------
CASH, end of period                       $    0        $3,684      $ 808
                                          =======      =======     =======
</TABLE>

                              See notes to the financial statements.

                                    6
<PAGE>

                    PIERCE INTERNATIONAL, INC.
                             UNAUDITED
                   NOTES TO FINANCIAL STATEMENTS
                        SEPTEMBER 30, 1997

1.   OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

     Operations  -  Pierce  International, Inc. (PI) was incorporated under
     the laws of the State of Colorado on July 22, 1987, for the purpose of
     obtaining   capital   to   seek    potentially   profitable   business
     opportunities.  Currently, PI has business interest in two industries,
     natural resources and industrial development.

     Net Income Per Common Share - Net income  (loss)  per  common share is
     computed based upon the weighted average number of shares  outstanding
     during the period.  Common stock equivalents were not considered  (for
     losses only), as their effect would be antidilutive.

     Property,  Equipment,  Depreciation  and  Amortization  - Property and
     equipment are stated at cost.  Depreciation is being provided  by  the
     straight-line  method  over  estimated  useful  lives of three to five
     years.   All  costs  related to the acquisition (including  associated
     legal and other costs),  exploration,  evaluation, and development, of
     the mineral properties have been capitalized.   These  costs  will  be
     amortized  by  the units-of-production method of accounting based upon
     estimated recoverable reserves.

     Continuing Operations  -  The  accompanying  financial statements have
     been prepared on a going concern basis, which  contemplates continuity
     of   operations   and  realization  of  assets  and  satisfaction   of
     liabilities in the normal course of business.  The continuation of the
     Company as a going  concern  is  dependent  upon  the  Company raising
     additional   capital,   and   attaining   and  maintaining  profitable
     operations.  The Company has suffered recurring losses from operations
     that raise substantial doubt about its ability  to continue as a going
     concern.

2.   UNAUDITED INFORMATION:

     The information furnished herein was taken from the  books  and record
     of the Company without audit.  However, such information reflects  all
     adjustments  (consisting  only  of normal recurring adjustments) which
     are, in the opinion of management,  necessary  to reflect properly the
     results of the interim periods presented.  Results  of  operations for
     the periods presented are not necessarily indicative of the results to
     be  expected for the year.  These interim financial statements  should
     be read  in  conjunction with the Company's annual report on Form 10-K
     for the year ended June 30, 1997.
<PAGE>

3.   UNDEVELOPED MINERAL PROPERTY:

     On  June 11, 1996,  PI  reclaimed  the  "Como"  property  from  Pierce
     International   Discovery,   Inc.   (PIDI).    PIDI,  a  17.24%  owned
     subsidiary, failed to comply with the stock purchase  agreement.  Como
     consists  of  gold  and  gravel  mining leases on a property  situated
     approximately  50  miles southwest of  Denver,  Colorado,  near  Como,
     Colorado in Park County.

4.   STRAWBOARD INVESTMENT:

     The  Company  purchased   strawboard   equipment  for  $57,120.   This
     equipment is seen as an investment and the  Company  intends to resell
     the equipment.

5.   RELATED PARTY PAYABLE AND RELATED PARTY TRANSACTIONS:

     Advances include $185,258 due Pierce D. Parker, officer  and director,
     or  his  company,  Parker Consulting Services, and $57,000 is  accrued
     consulting fees due Pierce D. Parker.

6.   COMMITMENTS:

     As of September 30, 1997, PI had the following long term note payable:

          PCS Profit Sharing Plan      $200,000

     PI is obligated to pay  $200,000  to Parker Consulting Services Profit
     Sharing Plan, owned by Pierce D. Parker,  for funds it pledged for the
     purpose of funding the Como project.  This debt is to be paid from net
     profits generated by the Como property.

7.   STOCKHOLDERS' EQUITY:

     As of September 30, 1997, PI had 6,765,703  common  shares  issued and
     outstanding.  There are 30,000,000 shares authorized.  A reverse split
     of 1 for 25 shares was approved on March 13, 1996.

     Of the total shares outstanding, 160,000 shares were issued as part of
     PI's  initial  public offering and are free trading stock.  All  other
     shares have been held a minimum of 1 year and could be sold under Rule
     144.

     The Company issued  80,000  shares  of  convertible Series I preferred
     stock.  The stock was issued in conjunction  with  a private placement
     conducted by the Company.  There are 400,000 shares of preferred stock
     authorized  and  may  be  determined by the Board of Directors  as  to
     dividend  rights, dividend rate,  conversion  rights,  voting  rights,
     redemption  rights  and  terms, liquidation preferences, the number of
     shares constituting the series and the designation of each series.

     The  Series  I  Convertible Preferred  Stockholders  are  entitled  to
     dividends when and  as  declared  by  the Company's Board of Directors
     from funds which are legally available.   The Series I Preferred Stock
     is convertible, at any time into an identical  number of shares of the
     Company's Common Stock.  Holders of the Series I Convertible Preferred
     Stock are entitled to one vote per share on all matters submitted to a
     vote  of  the Company's shareholders.  Series I Convertible  Preferred
     Stock does not have preemptive rights and it is not redeemable.

8.   INCENTIVE STOCK OPTION PLAN:

     On August 10, 1987, the Company adopted an Incentive Stock Option Plan
     (the "Plan")  under  which  options granted are intended to qualify as
     "incentive stock options" under  Section  422A of the Internal Revenue
     code of 1954, as amended (the "Code").  Pursuant  to the Plan, options
     to purchase up to 400,000 shares of the Company's Common  Stock may be
     granted to employees of the Company.  The Plan is administered  by the
     Board  of  Directors  which  is  empowered  to determine the terms and
     conditions of each option, subject to the limitation that the exercise
     price cannot be less than the market value of the Common Stock on date
     of the grant (110% of the market value in the  case of options granted
     to  an  employee  who  owns  10% or more of the Company's  outstanding
     Common Stock) and no option can  have  a term in excess of 10 years (5
     years in the case of options granted to  employees who own 10% or more
     of the Company's Common Stock).

     As of the date of this report, no options have been granted under this
     Plan.


<PAGE>

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS  OF  FINANCIAL CONDITION AND
RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1997.

INTRODUCTION

     The  Company  is  concentrating  on its two major industries,  natural
resources  and  industrial  development.     The   Company   is   making  a
concentrated   effort   to   sell  strawboard  equipment,  and  to  presell
strawboard.

LIQUIDITY

     Working capital at September  30,  1997  was  a  negative $288,447.  A
     significant portion
of current liabilities are advances from stockholders.  Cash flow continues
to  be  irregular  and  the  Company will continue to rely heavily  on  its
current investments to produce future cash flow.


RESULTS OF OPERATIONS

     During the quarter ended  September  30,  1997,  the  Company  had net
income  of  $50,842.   The  Company  had an operating loss of $27,119.  The
Company was able to recover a portion  of bad debt it had allowed for in an
earlier  period.   The  payment  was  made in  marketable  securities.   In
addition, the Company received payment  of  fees related to it's strawboard
business and there was not any cost of goods  associated  with  these fees.
Although  the  Company  produce  income  for  the quarter, it continues  to
struggle to develop reoccurring revenue.















<PAGE>



PART II - OTHER INFORMATION

ITEMS #1 THROUGH #6 (a) - No response required.

ITEM 6 (b) - No reports were filed on the Form 8-K during the quarter ended
September 30, 1997.


































<PAGE>



                            SIGNATURES


      Pursuant  to  the requirements of the Section  13  or  15(d)  of  the
Securities Act of 1934,  the  Registrant  has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                              PIERCE INTERNATIONAL, INC.

Dated:  December 29, 1997     BY:      /S/ PIERCE D. PARKER
                              Pierce D. Parker,
                              President (Chief Financial and
                              Accounting Officer)