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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q/A
                                (Amendment No. 1)

|x|  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998

|_|  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE  ACT OF 1934 FOR THE  TRANSITION  PERIOD FROM  _______________  TO
     _______________


                            ALTAIR INTERNATIONAL INC.
 ------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

       Province of
        Ontario,
         Canada                         1-12497                     None
----------------------------      --------------------       -------------------
(State or other jurisdiction     (Commission File No.)          (IRS Employer
    of incorporation)                                        Identification No.)

                         1725 Sheridan Avenue, Suite 140
                               Cody, Wyoming 82414
 ------------------------------------------------------------------------------
          (Address of principal executive offices, including zip code)


       Registrant's telephone number, including area code: (307) 587-8245











         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 |_|



         As of March 31, 1998, the  registrant  had 14,787,180  shares of Common
Stock outstanding.




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                                        i

<PAGE>



                         PART I - FINANCIAL INFORMATION

         Altair  International  Inc. (the "Registrant") is filing this Amendment
No. 1 on Form 10- Q/A (the "Amendment") to its Quarterly Report on Form 10-Q for
the period  ended March 31, 1998 for the purpose of  correcting  an error in the
Registrant's  Consolidated  Balance  Sheets  on the line  entitled  "Convertible
debentures--equity  element."  Included in this  Amendment are the  Consolidated
Balance  Sheets as of  December  31,  1997 and March 31,  1998,  a  Consolidated
Statement  of Cash Flows for the  three-month  periods  ended March 31, 1997 and
1998, a  Consolidated  Statement of Operations  and Deficit for the  three-month
periods  ended  March 31,  1997 and 1998,  and Notes to  Consolidated  Financial
Statements.




                                       ii

<PAGE>
Item 1. Financial Statements.

<TABLE>
                            ALTAIR INTERNATIONAL INC.
                           CONSOLIDATED BALANCE SHEETS
                      (Expressed in United States Dollars)

<CAPTION>
                                                          March 31,      December 31,
                                                            1998            1997
                                                         (unaudited)      (audited)
                                                        ------------    ------------

                                     ASSETS
<S>                                                     <C>             <C>         
Current
  Cash and short-term investments                       $  7,718,442    $  8,161,770
  Other current assets                                        22,390          31,193
                                                        ------------    ------------

                                                           7,740,832       8,192,963

Capital
  Office equipment, vehicles, testing and mining
   equipment.  (Cost, net of amortization)                   366,343         397,723

Centrifugal jig patents and related expenditures
  (Cost, net of amortization)                              3,824,465       3,918,378

Mineral properties and related deferred
  exploration expenditures                                   732,998         606,551

Goodwill, net                                                 10,189          10,189
                                                        ------------    ------------

Total Assets                                            $ 12,674,827    $ 13,125,804
                                                        ============    ============

                                   LIABILITIES

Current
  Accounts payable and accrued liabilities              $    259,232    $    227,439
  Current portion of notes payable                            52,903         253,890
  Current portion of convertible debentures-liability
    element                                                  231,481         231,481
                                                        ------------    ------------
                                                             543,616         712,810

Notes payable                                                   --             5,901

Convertible debentures--liability element                    613,110         596,550
                                                        ------------    ------------

Total Liabilities                                          1,156,726       1,315,261
                                                        ------------    ------------

                              SHAREHOLDERS' EQUITY

Capital stock issued
  14,787,180 common shares at March 31, 1998;
    15,492,745 shares at December 31, 1997                14,056,117      13,942,453
                                                        ------------    ------------

Convertible debentures--equity element                     4,245,472       4,171,969
                                                        ------------    ------------

Deficit
  Balance, beginning of period                            (6,303,879)     (3,956,564)

  Accretion of equity element of convertible
     debentures                                              (73,503)           --

  Convertible debenture issuance costs                       (22,702)       (515,844)

  Net loss for period                                       (383,404)     (1,831,471)
                                                        ------------    ------------

  Balance, end of period                                  (6,783,488)     (6,303,879)
                                                        ------------    ------------

Total Shareholders' Equity                                11,518,101      11,810,543
                                                        ------------    ------------

Total Shareholders' Equity and Liabilities              $ 12,674,827    $ 13,125,804
                                                        ============    ============
</TABLE>

                                       iii
<PAGE>



<TABLE>
                            ALTAIR INTERNATIONAL INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                      (Expressed in United States Dollars)
                                   (Unaudited)


<CAPTION>
                                                                            Three Months Ended
                                                                                March 31,
                                                                        --------------------------
                                                                           1998            1997
                                                                           ----            ----

CASH FLOWS FROM OPERATING ACTIVITIES
                                                                       
<S>                                                                    <C>            <C>         
Net loss for the period                                                $  (383,404)   $  (413,147)

     Adjustments to reconcile net loss for the period to 
     net cash (used):
         Amortization                                                      152,725        154,873
                                                                       -----------    -----------
                                                                          (230,679)      (258,274)
     Changes in assets and liabilities:

         Other current assets                                                8,803         (8,261)

         Accounts payable and accrued liabilities                           31,790          8,310
                                                                       -----------    -----------


NET CASH (USED IN) OPERATING ACTIVITIES                                   (190,086)      (258,225)
                                                                       -----------    -----------



CASH FLOWS FROM INVESTING ACTIVITIES

     Purchase of mineral properties and related
         deferred exploration expenditures                                (126,447)       (44,011)

     Purchase of capital assets                                               --          (84,948)

     Purchase of Centrifugal Jig patents and related expenditures          (27,429)      (4,723))
                                                                       -----------    -----------


NET CASH (USED IN) INVESTING ACTIVITIES                                   (153,876)      (133,682)
                                                                       -----------    -----------



CASH FLOWS FROM FINANCING ACTIVITIES
     Issuance of common shares for cash                                    113,664        989,534

     (Decrease) in notes payable                                          (206,888)      (159,836)

     Increase in convertible debentures                                     16,560           --

     Convertible debenture issuance costs                                  (22,702)          --
                                                                       -----------    -----------


NET CASH PROVIDED BY FINANCING ACTIVITIES                                  (99,366)       829,698
                                                                       -----------    -----------


NET INCREASE (DECREASE) IN CASH AND SHORT-TERM                            (443,328)       437,791
     INVESTMENTS


CASH AND SHORT-TERM INVESTMENTS, beginning of period                     8,161,770      3,270,161
                                                                       -----------    -----------


CASH AND SHORT-TERM INVESTMENTS, end of period                         $ 7,718,442    $ 3,707,952
                                                                       ===========    ===========
</TABLE>





                                       iv

<PAGE>

<TABLE>
                            ALTAIR INTERNATIONAL INC.
                CONSOLIDATED STATEMENT OF OPERATIONS AND DEFICIT
                      (Expressed in United States Dollars)
                                   (Unaudited)

<CAPTION>
                                         Three Months Ended
                                              March 31,
                                       ----------------------
                                          1998         1997
                                       ---------    ---------

<S>                                    <C>          <C>      
Expenses:
  Professional fees                    $  39,615    $  83,152
  Wages and administration                27,770       45,898
  Testing, research and development       67,050       27,394
  General and office                      15,867       18,066
  Shareholders' meetings and reports      23,889       18,151
  Public relations                        22,896       23,983
  Occupancy costs                         16,551        7,522
  Travel                                  12,087       14,945
  Transfer agent's fees                    1,521        2,799
  Insurance                               15,694        2,522
  Accounting and corporate services        2,115        1,788
  Government fees and taxes                2,906        1,186
  Stock exchange fees                     78,974          882
  Bank charges                               712          283
  Loss on foreign exchange                 6,471       36,965
  Loss on disposal of fixed assets         4,417         --
  Amortization                           152,725      154,873
                                       ---------    ---------
                                         491,260      440,409

  Interest on notes payable               11,816        4,330
  Interest and miscellaneous income     (119,672)     (31,592)
                                       ---------    ---------

Net loss for period                    $ 383,404    $ 413,147
                                       =========    =========

Net loss per share                     $    0.02    $    0.03
                                       =========    =========

</TABLE>

                                        v

<PAGE>



                           ALTAIR INTERNATIONAL, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 1.  Basis of Preparation of Financial Statements

         These unaudited  interim financial  statements of Altair  International
Inc. and its  subsidiaries  (collectively,  the "Company") have been prepared in
accordance  with the rules and  regulations of the United States  Securities and
Exchange  Commission (the  "Commission").  Such rules and regulations  allow the
omission of certain  information and footnote  disclosures  normally included in
financial  statements  prepared in accordance with generally accepted accounting
principles,  so long as the  statements  are not  misleading.  In the opinion of
Company  management,  these financial  statements and accompanying notes contain
all adjustments  (consisting of only normal recurring  adjustments) necessary to
present fairly the financial  position and results of operations for the periods
shown. These interim financial statements should be read in conjunction with the
audited financial statements and notes thereto contained in the Company's Annual
Report filed on Form 10-K for the year ended December 31, 1997.

         The Company is a Canadian  corporation  and, in the past,  has prepared
its interim and year-end  financial  statements  in  accordance  with  generally
accepted  accounting  principles  in  Canada  ("Canadian  GAAP").   Because  the
Company's  operations  are  now  centered  in the  United  States,  the  Company
determined  effective  January 1, 1997 that its functional  currency is the U.S.
Dollar and determined effective January 1, 1998 to prepare its interim financial
statements in accordance with accounting  principals  generally  accepted in the
United States  ("U.S.  GAAP").  Accordingly,  the  foregoing  unaudited  interim
financial statements are denominated in U.S. Dollars and presented in accordance
with U.S.
GAAP.

         The results of operations  for the  three-month  period ended March 31,
1998 are not  necessarily  indicative of the results to be expected for the full
year.

Note 2.  Development Stage Company

         As  of  March  31,  1998,  the  Company  would  be  characterized  as a
development stage enterprise under Statement of Financial  Accounting  Standards
No. 7 (SFAS 7). The following is a summary of the deficit accumulated during the
development stage prepared in accordance with SFAS 7:

<TABLE>
<CAPTION>
                                                                              Accumulated
                                                                          deficit during the
                                                                           development stage
                                                                           -----------------

<S>                                                                             <C>        
Professional Fees                                                               $ 1,155,278
Salaries and wages                                                                1,648,202
Shareholders' expenses                                                              881,230
Office and general                                                                  999,274
Loss on sale of mining claims                                                       101,047
Amortization                                                                      1,134,651
Interest on long-term debt                                                           74,686
Write-off of mineral properties and related deferred 
     exploration expenditures                                                     1,292,354
Write-off of organization costs                                                       8,563
                                                                           ----------------
                                                                                  7,295,285
  Less:
                    Interest Income                                                (231,244)
                    Gain on sale of marketable securities                           (35,773)
                    Lease payments                                                 (143,754)
                    Gain on forgiveness of debt                                    (702,726)
                    Option payments                                                 (70,906)
                                                                           ----------------
Total accumulated loss                                                            6,110,882
Convertible debenture costs                                                         612,049
Share issue costs                                                                    60,557
                                                                           ----------------
Accumulated deficit, March 31, 1998                                             $ 6,783,488
                                                                           ================
</TABLE>



                                       vi

<PAGE>



Note 3. Equity Transactions.

         During 1996,  the Company  acquired the rights to Campbell  Centrifugal
Jig,  altered  and  improved  to become the Altair  Centrifugal  Jig (the "CJ"),
through a merger (the "TMI Merger")  involving  the Company,  Fine Gold Recovery
Systems,  Inc., a wholly owned  subsidiary  of the Company,  and Trans Mar, Inc.
("TMI"), a Washington corporation.  In the TMI Merger, all shares of the capital
stock of TMI were  converted  into and  exchanged  for  1,919,957  shares of the
Company's common stock ("Common  Shares"),  which were issued and deposited into
escrow pursuant to the terms of two escrow  agreements.  Of the 1,919,957 Common
Shares initially deposited into escrow,  266,170 Common Shares remain subject to
a Performance Escrow Agreement dated February 29, 1996 (the "Escrow Agreement"),
which  provides for release  based on the cash flow of the Company,  and 749,957
Common  Shares  have  been  released  pursuant  to the  terms  of the  governing
agreements.  The remaining 903,830 Common Shares initially deposited into escrow
were subject to the terms of the Performance Escrow Agreement. However, on March
19, 1998,  the Alberta Stock  Exchange  approved (and thereby made  effective) a
settlement  agreement (the  "Settlement")  with respect to such 903,830  shares.
Pursuant to the Settlement, 180,765 of the affected 903,830 shares were released
to the  beneficial  owners  effective  March 19, 1998 (subject to certain resale
restrictions)  and the remaining  723,065 shares subject to the Settlement  were
canceled.

         During the first quarter of 1998,  120,000  options to purchase  Common
Shares were  issued to  employees  of the Company at prices  equal to the market
price on the Alberta  Stock  Exchange on the day prior to the date of  issuance.
During the same period, options to purchase 17,500 Common Shares were exercised,
from  which the  Company  received  $113,664.  As of March 31,  1998,  1,065,000
options to purchase Common Shares were outstanding.
















                                       vii

<PAGE>



                                   SIGNATURES

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


                                        Altair International Inc.


      June 4, 1998                      By: /s/ C. Patrick Costin
      ------------                         -------------------------------------
          Date                             C. Patrick Costin, Vice President and
                                           Principal Financial Officer













                                      viii