U.S. Securities and Exchange Commission
                        Washington, D.C.  20549
                                   
                              Form 10-QSB

(Mark One)

(X)       QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934
          For the quarterly period year ended February 28, 1996
          
( )       TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1943 (No Fee Required)
          For the transition period from _________________ to
          _________________

          Commission File number 33-18174-D


                      CHARTWELL CABLE FUND, INC.
-----------------------------------------------------------------------
            (Name of small business issuer in its charter)


           Colorado                                 84-1067172
-------------------------------         -----------------------------------
(State or other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation or organization)

                20 Chase Street, Lakewood, Colorado 80226
                -----------------------------------------
                (Address of principal executive offices)

                              303/592-7077
                        -------------------------
                        Issuer's telephone number

     Check whether the issuer (1) filed all reports 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.

     500,000 shares of common stock were outstanding as of May 31, 1997.
     -------------------------------------------------------------------



<PAGE>

                                 PART I

Item 1.        Financial Statements
-------        --------------------
     See pages beginning F-1 attached hereto.  These unaudited financial
statements include all adjustments which in the opinion of management are
necessary in order to make the financial statements not misleading.

Item 2.        Management Discussion and Analysis of Financial Condition 
-------        ---------------------------------------------------------
and Results of Operation.
-------------------------
     As this report is being filed subsequent to the 10KSB for the year
ended August 31, 1996 of which this report covers the first quarter of such
year, please refer to such filing.


                                PART II

Item 1.        Legal Proceedings:       None
-------        -----------------

Item 2.        Charge in Securities:         None
-------        --------------------

Item 3.        Defaults on Senior Securities:          None
-------        -----------------------------

Item 4.        Submission of Matters to a Vote of Security Holders:  None
-------        ---------------------------------------------------

Item 5.        Other Information:       None
-------        -----------------









<PAGE>

               CHARTWELL CABLE FUND, INC. AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS

                                                  28-FEB-96      31-AUG-95
                                                  ---------      ---------

                      ASSETS

Current Assets
--------------
     Cash                                        $    6,497     $  169,776 
     Accounts receivable other                        8,170         25,023 
     Accounts receivable, related parties           177,000          5,000 
                                                 ----------     ---------- 
               Total Current Assets                 191,667        199,799 

     Property and equipment, net of
          accumulated depreciation                      217            434 
                                                 ----------     ---------- 
                                                        217            434 

               Total Assets                       $ 191,884     $  200,233 
                                                 ==========     ========== 


     LIABILITIES AND STOCKHOLDERS EQUITY

Current Liabilities
-------------------
     Accounts payable                            $    2,599     $      555 
     Accounts payable, related parties               30,000         30,000 
                                                 ----------     ---------- 
               Total Current Liabilities             32,599         30,555 

     Minority interest in
          consolidated subsidiary                    35,924         36,721 

Stockholders' Equity
--------------------
     Preferred stock, $.10 par value,
          10,000 shares authorized,
          none issued and outstanding                     -              - 
     Common stock, $.10 par value, 
          2,000,000 shares
          authorized, 865,664 shares 
          issued and outstanding                     86,566         86,566 
     Additional paid-in capital                   1,574,447      1,574,447 
     Accumulated (deficit)                       (1,537,652)    (1,528,056)
                                                 ----------     ---------- 
               Total Stockholders' Equity           123,361        132,957 
                                                 ----------     ---------- 
                                                 $  191,884     $  200,233 
                                                 ==========     ========== 

     SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   F1

<PAGE>

               CHARTWELL CABLE FUND, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>

                                   THREE MONTHS ENDED         SIX MONTHS ENDED
                                 ----------------------    ----------------------     
                                 28-FEB-96    28-FEB-95    28-FEB-96    28-FEB-95
                                 ---------    ---------    ---------    ---------
<S>                             <C>          <C>          <C>          <C>
Revenue
-------
  Interest income               $    3,652   $        -   $    5,218   $        - 

Expenses
--------
  General and administrative         7,694       44,113       15,392       75,708 
  Operating expenses                   109        4,529          218        6,895 
                                ----------   ----------   ----------   ---------- 
                                     7,803       48,642       15,610       82,603 
                                ----------   ----------   ----------   ---------- 
      Operating Income (Loss)       (4,151)     (48,642)     (10,392)     (82,603)


Other Income
------------
  Minority interest in losses of 
    consolidated subsidiaries          396         (275)         796        3,813 
                                ----------   ----------   ----------   ---------- 
      (Loss) Continuing
       Operations                   (3,755)     (48,917)      (9,596)     (78,790)

Discontinued Operations
-----------------------
  Income (loss) cable and
    golf operations                      -      (52,841)           -      (79,345)
  Gain on sale of assets, net            -       86,316            -       99,036 
                                ----------   ----------   ----------   ---------- 
    Income (Loss) From 
      Discontinued Operations            -       33,475            -       19,691 

        Net Income (Loss)           (3,755)     (15,442)      (9,596)     (59,099)
                                ==========   ==========   ==========   ========== 

Net Income (Loss) Per Share Of
------------------------------
Common Stock
------------
  Continuing operations         $    (0.01)  $    (0.06)  $    (0.01)  $    (0.09)
  Discontinued operations                -         0.04            -         0.02 
                                ----------   ----------   ----------   ---------- 
    Net Gain (Loss) Per
     Common Share               $    (0.01)  $    (0.02)  $    (0.01)  $    (0.07)
                                ==========   ==========   ==========   ========== 

  Weighted average number of
  common shares during the
  period                           865,664      865,664      865,664      864,664 
                                ==========   ==========   ==========   ========== 
</TABLE>

       SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   F2

<PAGE>

               CHARTWELL CABLE FUND, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF CASH FLOW


                                                      SIX MONTHS ENDED
                                                  ------------------------
                                                  28-FEB-96      28-FEB-95
                                                  ---------      ---------
Cash Flows From Operating Activities
------------------------------------
     Net income (loss)                           $   (9,596)    $  (59,099)
Items Not Requiring Cash
------------------------
     Depreciation and amortization                      218            956 
     Minority interest in loss                         (796)        (3,813)


Discontinued Business
---------------------
     Gain on sale of discontinued business                -         94,746 
     Decrease (increase) in accounts 
     receivable, accrued interest
     receivable and prepaids                       (155,150)       (34,478)
     Decrease (increase) in inventory                     -         64,282 
     Increase (decrease) in accounts 
     payable and accrued expenses                     2,042         55,995 
                                                 ----------     ---------- 
          Net Cash Used by Operating
           Activities                              (163,280)       121,589 
                                                 ----------     ---------- 

Cash Flows From Investing Activities
------------------------------------
     Proceeds from sale of discontinued
      business                                            -        826,000 
     Cash used by discontinued business                   -       (284,808)
                                                 ----------     ---------- 
          Net Cash Provided (Used) By
           Investing Activities                           -        541,192 


Cash Flows From Financing Activities
------------------------------------
     Debt repayment by discontinued
     business                                             -       (337,132)
                                                 ----------     ---------- 
          Net Cash Provided (Used) By
           Financing Activities                           -       (337,132)

               Net Increase In Cash At
                End of Period                    $ (163,280)    $  325,649 
                                                 ==========     ========== 

Supplemental Disclosures Of Cash
--------------------------------
Flow Information
----------------
     Interest received                           $      504     $      411 
     Interest paid                                        -         18,572 


     SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   F3

<PAGE>

              CHARTWELL CABLE FUND, INC. AND SUBSIDIARIES
              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   
                           February 28, 1996

1.   BASIS OF PRESENTATION AND ORGANIZATION
     --------------------------------------

The consolidated balance sheet as of February 28, 1996, the consolidated
statements of operations and the consolidated statements of cash flows for
the three months ended February 28, 1996 and 1995, have been prepared by
the Company.  In the opinion of management, all adjustments (which include
normal recurring adjustments) necessary to present fairly the financial
position, results of operations and changes in cash flows at February 28,
1996, and for all periods presented have been made.

Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted.  It is recommended that these
consolidated financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's August 31, 1996 Form
10KSB annual report.  The results of operations for the three months ending
February 28, 1996 and 1995 are not necessarily indicative of the operating
results for the full year.

2.   PRINCIPLES OF CONSOLIDATION
     ---------------------------

The consolidated financial statements of the Company at February 28, 1996
and 1995, and for the three months then ended, include the Cable of
Colorado, Inc., which was incorporated on September 2, 1998, and its 100%
owned subsidiary Chartwell Products, Inc., which was incorporated on
November 8, 1993.  All material intercompany balances and transactions have
been eliminated.








<PAGE>

                              SIGNATURES


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

                      CHARTWELL CABLE FUND, INC.
                             (Registrant)



                     By: /s/ A. CLINTON OBER
                        -------------------------------
                          A. Clinton Ober, President
                          and Chief Financial Officer