FORM 10-QSB

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington D.C.  20549

             Quarterly Report Under Section 13 or 15 (d)
                Of the Securities Exchange Act of 1934


              For Quarter Ended        June 30, 1998    
                                        
             Commission File Number    33-19139-NY       


                       Net America International, Inc.       
        (Exact name of registrant as specified in its charter)


         DELAWARE                                     11-2936371      
     (State or other jurisdiction of               (IRS Employer
   incorporation or organization)               Identification No.)


                       4505 WASATCH  BLVD #330
                      SALT LAKE CITY, UTAH  84124      
               (Address of principal executive offices)


Registrant's telephone number
including area code                                         (801) 274-8600    


         8 East Broadway,Suite 735 Salt Lake City, Utah 84111    
             Former Address, if changed since last report

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 such shorter period that the 
registrant was required to file such reports)

                           Yes  X   No    

and (2) has been subject to such filing requirements for the past 90 days.    
         
                           Yes  X   No    


                            10,000,000                   
                     (Number of shares of common 
                       stock the registrant had
                 outstanding as of November 20, 1998)

                                PART 1

ITEM 1 - FINANCIAL STATEMENTS

BASIS OF PRESENTATION

General

     The accompanying unaudited financial statements have been prepared in
accordane with the instructions to Form 10-QSB pursuant to the rules and 
regulations of the Securities and Exchange Commission and, therefore, do not 
include all information and footnotes necessary for a complete presentation 
of the financial position, results of operations, cash flows, and 
stockholders'deficit in conformity with generally accepted accounting 
principles.  In the opinion of management, all adjustments considered 
necessary for a fair presentation of the results of operations and financial
position have been included and all such adjustments are of a normal 
recurring nature.

     Operating results for the six months ended June 30, 1998 are not
necessarily indicative of the results that can be expected for the year ending 
December 31, 1998.

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS.

     Liquidity and Capital Resources.  The Registrant has approximately $(200)
as operating capital at June 30, 1998, compared to $(1,300) for the same period
last year. The Registrant intends to raise additional funds as needed through
private placements with accredited and sophisticated investors.

     Results of Operation.  Due to the lack of operations during the quarter
ended June 30, 1998, the registrant had net income of $0, compared to net 
income of $0 for the same period last year.

     Plan of Operations.  The Company is currently in the process of looking
for business opportunities to acquire or merge with.  There is no guarantee
that management will be successful in finding such an opportunity.  The 
Company is also in the process of bringing all of its periodic reports current 
for filing with the Securities and Exchange Commission. During this process, 
the Company intends to raise operational capital through private placements.

                     PART II.  OTHER INFORMATION


Item 1.   Not Applicable

Item 2.   Not Applicable

Item 3.   Not Applicable

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

          A special meeting of the stockholders of the Company was held on May
11, 1998.  At that meeting, the stockholders approved a 1 for 250 reverse stock
split and an authorization to change the name of the Company.  That change will
be determined at some future time period by the board of directors.

Item 5.   Not Applicable

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits
               99.1 Financial Statements as of June 30, 1998.
               Financial Data Schedule

          (b)  Reports on Form 8-K
               None.



                              SIGNATURES


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

                                   NET AMERICA INTERNATIONAL, INC.
                                   (Registrant)


October 27, 1998                   /s/ Gregory Martin                    
                                   Gregory Martin
                                   Chairman & President
                                   (Principle Executive Officer)

                                   
                   NET AMERICA INTERNATIONAL, INC.
                    ( A Development Stage Company)
                            Balance Sheets

                              
                                ASSETS

                                                     June 30,    December 31,
                                                       1998          1997       
CURRENT ASSETS                                      (unaudited)


     TOTAL ASSETS                              $     -          $    -    


               LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

     Accrued Expenses                          $     200       $    200

     Total Current Liabilities                       200            200


STOCKHOLDERS' EQUITY

     Common Stock 300,000,000 shares 
        authorized  $.001 par value;
        50,000,000 shares issued and outstanding   50,000          50,000
     Paid-in Capital                              171,143         171,143 
     Deficit Accumulated During Development 
     Stage                                       (221,343)       (221,343) 

     Total Stockholders' Equity                      (200)           (200)

     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY  $    -        $    -    







                   NET AMERICA INTERNATIONAL, INC.
                    (A Development Stage Company)
                       Statements of Operations
                             (unaudited)
                                   
                                                                 From Inception
        For the Three  For the Three  For the Six For the Six  on December 26,  
        Months Ended   Months Ended   Months Ended MonthsEnded  1985 through 
          June 30,         June 30,     June 30,     June 30,     June 30,    
            1998             1997         1998        1997          1998       
REVENUE

Interest 
Income    $    -           $   -         $   -     $     -        $42,392 

EXPENSES

Consulting 
fees           -               -              -           -          133,247 
Secretarial 
services       -               -              -           -          13,141 
Rent and 
leasing 
expense        -               -              -           -           44,812 
Telephone      -               -              -           -           15,127 
Professional 
fees           -               -              -           -           19,441 
Depreciation 
and
amortization   -               -              -           -            5,430 
Underwriter's 
fees           -               -              -           -          10,000 
Other          -               -              -           -          22,537 

Total 
Expenses      -                -              -            -        263,735 

INCOME 
(LOSS)   $    -         $      -         $    -        $   -    $   (221,343)

Loss Per 
Common 
Share    $   -          $     -          $    -        $    -   $    -          

Average 
Outstanding 
Shares    50,000,000       50,000,000    50,000,000   50,000,000   50,000,000





                   NET AMERICA INTERNATIONAL, INC.
                    (A Development Stage Company)
                       Statements of Cash Flows
                             (unaudited)    



                                                                For the Period 
                                     For the Six  For the Six  From Inception on
                                     Months Ended Months Ended December 26,1985
                                       June 30,    June 30,       to June 30,
                                        1998        1997             1998      
CASH FLOWS FROM
     OPERATING ACTIVITIES
   Net Income (Loss)                   $    -     $     -     $(221,343)
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
        Depreciation and amortization       -           -          5,195 
        Increase (Decrease)in 
         Accounts Payable and accrued
         expenses                           -           -            200 
  Total                                     -           -       (215,948)

CASH FLOWS FROM
  INVESTING ACTIVITIES
   Payment for purchase of equipment       -            -         (4,495)
   Payment for purchase of 
   organizational cost                     -            -            (700)
  Total                                    -            -          (5,195)

CASH FLOWS FROM
  FINANCING ACTIVITIES
   Paid-in capital contributions           -            -           7,650 
   Proceeds from initial issued of stock   -            -          27,895 
   Proceeds form public offering of
      25,000 units of stock and warrants   -            -         250,000 
   Less: public offering costs             -            -        (64,402)
  Total                                    -            -         221,143

INCREASE (DECREASE) IN CASH                -            -               -     

CASH - beginning of period                 -            -               -     

CASH - end of period          $            -       $    -       $       -     

CASH PAID DURING THE PERIOD FOR:
   Interest                   $            -       $     -      $    656 
   Income Taxes               $            -       $     -      $    900 




                   NET AMERICA INTERNATIONAL, INC.
                    (A Development Stage Company)
                  Notes to the Financial Statements
                            June 30, 1998

NOTE 1 - INTERIM FINANCIAL STATEMENTS

      Management has elected to omit all of the disclosures for the interim
financial statements ended June 30, 1998 but has made all the necessary 
adjustments to present an accurate financial statements for the six months 
presented.