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 DECEMBER 31, 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 December 31, 1997

      Common Stock, no par value          6,765,703







<PAGE>

                                     INDEX

PART I - FINANCIAL INFORMATION *

      ITEM 1. Unaudited Financial Statements

      Balance Sheets - December 31, 1997 (unaudited)
      and June 30, 1997                                           3

      Statements of Operations - Three Months Ended
      December 31, 1997 and 1996 (Unaudited) and the
      Year to Date with Last Year Comparison                      4

      Consolidated Statement of Changes in Stockholders' Equity -
      For The Six Months Ended December 31, 1997 (Unaudited)      5
      and  the Years Ended 1996 and 1997.

      Statement of Cash Flows - Six Months Ended
      December 31, 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                  December 31,      June 30,
                                                1997                1997
<S>                                            <C>               <C>  
CURRENT ASSETS:

  Cash                                          $1,296           $10,846
  Investments and stocks                         8,525               162
  Other                                            367               367

    Total current assets                        10,188            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 accumlated depreciation and
    amortization                                (6,116)           (5,674)

    Net property and equipment                 504,832           494,069

OTHER ASSETS                                    71,545            59,405

                                              $586,565          $564,849


                     LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:

  Bank Overdraft                                    $0                $0
  Accounts payable and accrued
    liabilities                                 89,755            85,050
  Advances from officers/directors/
    stockholders  (Note 5)                     251,308           242,080

    Total current liabilities                  341,063           327,130

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





<PAGE>

STOCKHOLDERS' EQUITY  (Notes 7&8)

  Preferred stock, no par value;
    400,000 shares authorized;
    80,000 shares issued and
    outstanding as of December 31,
    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 December 31, 1997 and
    June 30, 1997, respectively                844,542           844,542
  Accumulated deficit                         (819,040)         (826,823)

                                                45,502            37,719

                                              $586,565          $564,849
</TABLE>

                      See notes to financial statements.





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

                              FOR THE THREE MONTHS    YEAR TO DATE
                                ENDED DECEMBER 31,    DECEMBER 31,

                  (UNAUDITED)           (UNAUDITED)
                     1997        1996              1997        1996
<S>                  <C>         <C>         <C>         <C>
REVENUE:

  Net Sales          $0          $0           $35,000    $100,000
    Cost of goods
      sold          350           -               350      70,121

    GROSS MARGIN   (350)          0            34,650      29,879

EXPENSES:

  Administrative 17,415       6,976            38,741      22,205
  Bad debt 
   reserve        1,513      10,600            23,991      33,107
  Outside 
   services      15,711      13,154            30,037      24,783
  Advertising and
    promotion     1,124           -             5,114        (300)

    Total 
     expenses    35,763      30,730            97,883      79,795

NET OPERTING INCOME
(LOSS)          (36,113)    (30,730)          (63,233)   (49,916)

  Other income   18,000       6,000            36,000      12,000
  Recovery of 
   bad debt           -          -             61,606         (92)
  Foreign exchange 
   loss               -      (1,327)                -      (3,499)
  Loss on 
   investment   (23,748)         -            (23,748)          -
  Other expenses (1,197)          -            (2,843)          -


NET INCOME (LOSS) BEFORE
MINORITY 
  INTEREST      (43,059)    (26,057)            7,783     (41,507)

MINORITY INTEREST     -           -                 -           -

NET INCOME 
  (LOSS)       ($43,059)   ($26,057)           $7,783    ($41,507)

NET INCOME (LOSS) PER
COMMON SHARE    ($0.006)    ($0.004)           $0.001     ($0.007)


WEIGHTED AVERAGE NUMBER OF
SHARES 
OUTSTANDING   6,765,703   5,980,703         6,765,703   5,980,703
</TABLE>

                      See notes to financial statements.





<PAGE>
<TABLE>
<CAPTION>
                                PIERCE INTERNATIONAL, INC.
                       STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                  FOR THE SIX MONTHS ENDED DECEMBER 31, 1997 (UNAUDITED)
                         AND THE YEARS ENDED JUNE 30, 1996 & 1997

                                                                    TOTAL
                     COMMON     PREFERRED          ACCUMULATED  STOCKHOLDERS'
                  STOCK SHARES   SHARES    AMOUNT   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 income for the
  quarter Ended
  September 30, 1997         -         -         -     50,842      50,842

BALANCES, SEPTEMBER 30,
1997
  Net loss for the
  quarter Ended
  December 31, 1997          -         -         -    (43,059)    (43,059)

BALANCES, DECEMBER 31,
1997                 6,765,703    80,000  $864,542  ($819,040)     45,502

</TABLE>
                            See notes to financial statements.




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

                                    FOR THE SIX MONTHS ENDED
                                          DECEMBER 31,

                                          (UNAUDITED)
                                             1997     1996        1995
<S>                                      <C>       <C>          <C>  
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income (Loss)                      $7,783    ($41,507)    ($8,590)
  Adjustments to reconcile net loss to
    cash used in operating activities:
      Depreciation and amortization         442     442         440
  Changes in operating assets
    and liabilities:
    Decrease (Increase) in accounts
      receivable                             -      (6,093)     (2,552)
    Decrease (Increase) in related
      party receivable                       -           -        (785)
    (Increase) in other assets         (12,140)          -           -
    Increase in bank overdraft               -           -           -
    (Decrease) Increase in accounts
      payable and accrued expenses       4,705      17,835      (2,607)
    Increase (Decrease) in deferred
      revenue                                                    35,144
    Gain (Loss) on sale of investments       -           -        (337)

    Net cash used in operating
      activities                           790     (29,323)     20,713

CASH FLOWS FROM INVESTING ACTIVITIES:
  (Increase) decrease in property
    and equipment                      (11,205)          -           -
  (Increase) decrease in investments    (8,363)     15,585     (16,182)

  Net cash used in investing
    activities                         (19,568)     15,585     (16,182)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Receipts/payments on advances from
    officers/directors/stockholders      9,228       1,602      (3,968)

  Net cash provided by financing
    activities                           9,228       1,602      (3,968)

(DECREASE) INCREASE IN CASH             (9,550)    (12,136)        563

CASH, beginning of period               10,846      13,004         808


CASH, end of period                     $1,296        $868      $1,371
</TABLE>

                          See notes to the financial statements.




<PAGE>
                                   UNAUDITED
                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 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 anti-dilutive.

      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.





<PAGE>

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 and report on Form 10-K for
      the year ended June 30, 1997.

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 $188,308 due Pierce  D. Parker, Officer and Director, or
      his  company,  Parker  Consulting  Services,   and   $63,000  is  accrued
      consulting fees due Pierce D. Parker.

6.    COMMITMENTS:

      As of December 31, 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.





<PAGE>
7.    STOCKHOLDERS' EQUITY:

      As  of  December  31,  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  Stock  holders  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).





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

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS FOR THE QUARTER ENDED DECEMBER 31, 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  December  31,  1997  was  a  negative $330,875.   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 December 31, 1997, the Company had net loss  of
$43,059.  The Company  had an operating loss of $36,113.  The Company failed to
generate  income from operations  and  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
December 31, 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:  March 6, 1997               BY:
                                          Pierce D. Parker,
                                          President (Chief Financial and
                                          Accounting Officer)