U.S. SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                           FORM 10-QSB

      [ 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

                   Commission File No. 0-23015

               RED HORSE ENTERTAINMENT CORPORATION
(Exact name of small business issuer as specified in its charter)

            Nevada                          87-0450232
(State or Other Jurisdiction of           (IRS Employer
Incorporation or Organization)         Identification No.)
                                                 
         11828 La Grange Avenue, Los Angeles, CA  90025
            (Address of principal executive offices)

                         (310) 473-0213
                   (Issuer's telephone number)
                                
                         Not Applicable
(Former name, address and fiscal year, if changed since last report)

Check whether the issuer (1) has filed all reports required to be
filed  by  Section  13 or 15(d) of the Exchange  Act  during  the
preceding  12 months (or for such shorter period that the  issuer
was  required to file such reports), and (2) has been subject  to
such filing requirements for the past 90 days.  Yes [ ] No [X]

APPLICABLE  ONLY  TO  ISSUERS INVOLVED IN BANKRUPTCY  PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:

Check  whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13, or 15(d) of the Exchange
Act  subsequent to the distribution of securities  under  a  plan
confirmed by a court.  Yes  [   ]   No [    ]

APPLICABLE ONLY TO CORPORATE ISSUERS:
State  the  number of shares outstanding of each of the  issuer's
classes  of  common  equity, as of the latest  practicable  date:
455,073 shares of common stock.

<PAGE>
                           FORM 10-QSB
               RED HORSE ENTERTAINMENT CORPORATION
                                
                              INDEX
                                                       Page
PART I.   Financial Information                            
          
          Financial Statements                             
          
          Balance Sheets - March 31, 1998 and              
          December 31, 1997                               3
          
          Statements of Operations - Three Months          
          Ended March 31, 1998 and 1997, and              5
          Inception to March 31, 1998                      
          
          Statements of Cash Flows                         
          Three  Months  Ended March 31,  1998  and       6
          1997, and Inception to March 31, 1998
          
          Notes to Consolidated Financial Statements      7
                                      
          Management's Discussion and Analysis of          
          Financial Condition and Results of Operations   9
                                      
PART II.  Other Information                              12
                                                           
Signatures                                               12

<PAGE>

                             PART I.
                      Financial Information

In   the   opinion  of  management,  the  accompanying  unaudited
financial  statements included in this Form  10-QSB  reflect  all
adjustments  (consisting  only  of  normal  recurring   accruals)
necessary  for  a fair presentation of the results of  operations
for  the  periods presented.  The results of operations  for  the
periods  presented are not necessarily indicative of the  results
to be expected for the full year.

<PAGE>

              RED HORSE ENTERTAINMENT CORPORATION
                 (A Development Stage Company)
                         Balance Sheets


ASSETS
                                                March 31,    December 31,
                                                  1998          1997
                                              (Unaudited)
CURRENT ASSETS

   Cash                                        $  229,115     $  231,482

      Total Current Assets                        229,115        231,482

PROPERTY AND EQUIPMENT (Note 3)                       252            286

      TOTAL ASSETS                             $  229,367     $  231,768

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

  Accounts payable                             $        -     $    2,010

     Total Current Liabilities                          -          2,010

STOCKHOLDERS' EQUITY

  Common stock 50,000,000 shares authorized,
   at $0.001 par value; 455,073 shares
   issued and outstanding                             455            455
  Additional  paid-in  capital                    423,353        423,353
  Deficit accumulated during the development
   stage                                         (194,441)      (194,050)

  Total Stockholders' Equity                      229,367        229,758

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $  229,367     $  231,768

The accompanying notes are an integral part of the financial statements.

<PAGE>

                 RED HORSE ENTERTAINMENT CORPORATION
                   (A Development Stage Company)
                     Statements of Operations
                          (Unaudited)

                                                                     From
                                                                 Inception on
                                                                  December 4,
                                          For the Three            1987 to
                                      Months Ended March 31,       March 31,
                                      1998             1997          1998

REVENUES                             $    956       $   2,295    $    101,090

EXPENSES

     Bad debt expense                       -               -          35,000
     Outside services                     740             685           8,657
     Professional fees                    465               -          64,908
     Rent                                   -               -           6,545
     Travel                                 -               -          18,336
     Administrative expenses              108               -          24,818
     Depreciation                          34              54           1,294
     Amortization                           -               -             472
     Interest                               -               -             377

       Total Expenses                   1,347             739         160,407

Income (Loss) Before
   Discontinued  Operations              (391)          1,556         (59,317)

Loss From Discontinued
    Operations (Note 6)                     -               -        (911,314)

Gain on Disposal of
    Discontinued Operations                 -               -         776,190

NET INCOME (LOSS)                    $   (391)      $   1,556     $  (194,441)

NET INCOME (LOSS) PER SHARE          $   0.00       $    0.00  

WEIGHTED AVERAGE
 SHARES OUTSTANDING                   455,073         455,073

The accompanying notes are an integral part of the financial statements.

<PAGE>

                   RED HORSE ENTERTAINMENT CORPORATION
                     (A Development Stage Company)
                        Statements of Cash Flows
                              (Unaudited)

                                                                     From
                                                                 Inception on
                                                                  December 4,
                                         For the Three              1987 to
                                     Months Ended March 31,        March 31,
                                     1998             1997           1998

OPERATING ACTIVITIES

   Net  Income  (Loss)               $   (391)     $  1,556      $   (194,441)
   Adjustments to reconcile net loss
   to net cash used by operating
   activities:
    Depreciation                           34            54             1,295
    Amortization                            -             -               472
    Loss on disposal of discontinued
       operations                           -             -          (776,190)
  Changes in operating assets
   and liabilities:
    Decrease in accounts payable       (2,010)            -                 -
    Increase in accrued expenses            -             -           286,333

     Net Cash Provided (Used)
      by Operating Activities          (2,367)        1,610          (682,531)

INVESTING ACTIVITIES

  Organization expenses                     -             -           (10,925)
  Sale of fixed assets                      -             -             4,000
  Purchase of equipment and
     leasehold  improvements                -             -        (1,255,237)

     Net Cash Provided (Used)
       by  Investing Activities             -             -        (1,262,162)

FINANCING ACTIVITIES

   Proceeds  from debentures                -             -         1,750,000
   Proceeds from stock issuance             -             -           212,984
   Sale warrants                            -             -               100
   Exercise of warrants                     -             -           210,724

     Net Cash Provided (Used)
       by  Financing Activities      $      -      $      -        $2,173,808

The accompanying notes are an integral part of the financial statements.

<PAGE>

               RED HORSE ENTERTAINMENT CORPORATION
                  (A Development Stage Company)
              Statements of Cash Flows (Continued)
                           (Unaudited)

                                                                      From
                                                                  Inception on
                                                                   December 4,
                                          For the Three              1987 to
                                     Months Ended March 31,         March 31,
                                     1998              1997           1998

INCREASE (DECREASE) IN CASH         $   (2,367)   $    1,610      $   229,115

CASH AT BEGINNING OF
  PERIOD                               231,482       230,021                -

CASH AT END OF PERIOD               $  229,115    $  231,631      $   229,115

SUPPLEMENTAL CASH FLOW
 INFORMATION

  Cash paid for interest            $        -    $       -       $     2,133
  Cash paid for taxes               $        -    $       -       $         -

NON CASH INVESTING ACTIVITIES

   Sale  of  subsidiary             $        -    $       -       $ 2,023,767

The accompanying notes are an integral part of the financial statements.

<PAGE>

                 RED HORSE ENTERTAINMENT CORPORATION
                    (A Development Stage Company)
                  Notes to the Financial Statements
                 March 31, 1998 and December 31, 1997


NOTE 1 -      ORGANIZATION AND CORPORATE HISTORY

       The  Company  was  incorporated  in  the  State  of  Nevada  on
       December  4,  1987,  under the name of  Quantus  Capital,  Inc.
       Since  its  inception  it  has not  engaged  in  a  significant
       business  activity and is considered to be a development  stage
       company.   The  articles of incorporation of the Company  state
       that  its  purpose  is  to  engage in the  business  of  making
       investments   and   acquisition  of  assets,   properties   and
       businesses and to engage in any and all other lawful business.

       Pursuant to a special meeting of shareholders held on March  9,
       1992,  the  Company made the following changes:  (1)  To  issue
       1,556,000  shares of stock to acquire 100% of  the  outstanding
       shares  of 127 Main Street Corporation, (the former Subsidiary)
       a    Delaware   Corporation.    (2)   Adopted   a    plan    of
       recapitalization whereby the issued and outstanding  shares  of
       the  Company were reverse split on a one for five  basis.   The
       shares  outstanding were reduced from 7,780,000  to  1,556,000.
       (3)  The  articles of incorporation were amended  changing  the
       name  to  Red Horse Entertainment Corporation.  All  references
       to  number  of  shares  have  been  retroactively  restated  to
       reflect the reverse stock split.

       During  September 1992 the former Subsidiary began operating  a
       casino  in  Central City, Colorado, however,  two  weeks  later
       operations were terminated. (Note 6)

NOTE 2 -      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       A.Recognition of Income
               The  Company  recognizes income  and  expenses  on  the
          accrual basis of accounting.  The fiscal year of the Company
          ends on December 31.

       B. Organization Costs
               The Company's organization costs were amortized over 60
          months using the straight-line method.

          C.  Loss Per Share
               The  computation of loss per share of common  stock  is
          based  on  the weighted average number of shares outstanding
          during the period of the financial statements.

       D.  Unaudited Financial Statements
               The accompanying unaudited financial statements include
          all  of the adjustments which, in the opinion of management,
          are necessary for a fair presentation.  Such adjustments are
          of a normal, recurring nature.

<PAGE>

                 RED HORSE ENTERTAINMENT CORPORATION
                    (A Development Stage Company)
                  Notes to the Financial Statements
                 March 31, 1998 and December 31, 1997


NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

       E. Provision for Taxes
               No  provision  for  taxes  has  been  recorded  due  to
          operating  losses at December 31, 1994, 1993 and 1992.   The
          Company has net operating loss carryovers for both book  and
          tax  purposes of approximately $193,000 which expire in 2007
          and  2008.  The potential tax benefit of the loss carryovers
          has been offset in full by a valuation allowance.

          F.  Cash and Cash Equivalents
              The Company considers all highly liquid investments with
          a maturity of three months or less when purchased to be cash
          equivalents.

          G.  Estimates
               The  preparation of financial statements in  conformity
          with   generally  accepted  accounting  principles  requires
          management to make estimates and assumptions that affect the
          reported amounts of assets and liabilities and disclosure of
          contingent  assets  and  liabilities  at  the  date  of  the
          financial  statements and the reported amounts  of  revenues
          and  expenses  during the reporting period.  Actual  results
          could differ from those estimates.

NOTE 3 -  PROPERTY AND EQUIPMENT

       Property and equipment consists of the following:

                                          December 31,         March 31,
                                             1997                1998

       Office equipment                   $    1,071           $    1,071

       Less accumulated depreciation            (785)                (819)

            Total Property and Equipment  $      286           $      252

       Equipment  is  being  depreciated over  five  years  using  the
       straight line method.

NOTE 4 -      PUBLIC OFFERING

       In  1988,  the  Company  sold 1,156,000 units  to  the  general
       public.   Each unit consisted of one share of common stock  and
       one  "A"  warrant that could be used to purchase one  share  of
       common  stock  for  $22.50 per share within two  years  of  the
       effective date of the offering, and one "B" warrant that  could
       have  been  used  to  purchase one share of  common  stock  for
       $37.50 per share, which expired November 8, 1993.

<PAGE>

                 RED HORSE ENTERTAINMENT CORPORATION
                    (A Development Stage Company)
                  Notes to the Financial Statements
                 March 31, 1998 and December 31, 1997


NOTE 5 -      WARRANTS OUTSTANDING

       As   a   result   of   the   Company's  public   offering   the
       underwriter   purchased  a  warrant  that   entitles   him   to
       purchase 3,853 units at a price of $9.375 per unit.

       In  conjunction  with  the Company's acquisition  of  127  Main
       Street   Corporation,  the  shareholders  of  127  Main  Street
       Corporation  were  granted  warrants  or  options  to  purchase
       an   aggregate  of  453,093  shares  of  common  stock  of  the
       parent  Company  for  a period of five  years  at  a  price  of
       $9.00   per   share.    As  of  December  31,   1996,   351,212
       warrants have been exercised.

NOTE 6 -      DISCONTINUED OPERATIONS

       On   September  17,  1993  the  Company  decided  to  terminate
       the  operations  of  its  former subsidiary,  127  Main  Street
       Corporation,   and  the  casino  operations  located   at   127
       Main   Street,   Central  City,  Colorado.   Cost   over   runs
       resulting   from   site   conditions   made   it   economically
       unfeasible   to   continue   operations.    Consequently,   the
       facility   was   abandoned   and   all   lease   options    and
       improvements were lost.

NOTE 7 -      DISPOSAL OF SUBSIDIARY - RELATED PARTY TRANSACTION

       On   March  19,  1994,  the  Company  entered  into   a   stock
       purchase   agreement  whereby  two  officers  of  the   Company
       purchased  all  of  the  outstanding shares  of  the  Company's
       former   subsidiary,   127   Main  Street   Corporation.    The
       shares were sold for the nominal amount of $500.

NOTE 8 -      REVERSE STOCK SPLIT

       On   August   2,   1993,  the  shareholders  of   the   Company
       approved   a  30-for-1  reverse  stock  split.   The  financial
       statements   have   been  restated  to  reflect   this   change
       retroactively to the beginning of the periods presented.

NOTE 9 - GOING CONCERN

       The   financial   statements  have   been   prepared   on   the
       assumption   that  the  Company  is  a  going   concern.    The
       Company  has  no  revenues from operations  and  its  continued
       existence   depends  upon  management's  plans  to   locate   a
       company with which to merge.

NOTE 10 - STOCK OPTIONS

       On  February  1,  1994, the Company issued options  to  two  of
       its  officers,  for  each  one to  purchase  25,000  shares  of
       common  stock  at  a  price of $0.50  per  share.   The  option
       is for a term of five years.

<PAGE>

             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                

Results of Operations

Three Month periods Ended March 31, 1998 and 1997

The  Company  had  no  revenue  from  continuing  operations  for  the
three month periods ended March 31, 1998 and 1997.

General  and  administrative  expenses for  the  three  month  periods
ended  March  31,  1998  and  1997,  consisted  of  general  corporate
administration,  legal  and  professional  expenses,  and   accounting
and  auditing  costs.  These expenses were $1,347  and  $739  for  the
three    month   period   ended   September   30,   1998   and   1997,
respectively.    Management  believes  the  increase   in   costs   is
attributable  to  the  Company's status as a reporting  company  under
the  Securities  Exchange  Act of 1934,  which  the  Company  obtained
in the Fall of 1997.

The  Company  had  no  interest expense in  the  three  month  periods
ending  March  31,  1998 or 1997.  Interest income  in  these  periods
of  $956  and  $2,295, respectively, resulted from the  investment  of
the funds in short-term, liquid cash equivalents.

As  a  result  of  the foregoing factors, the Company realized  a  net
loass  of  $391  for  the  three  months  ended  March  31,  1998,  as
compared to a net gain of $1,556 for the same period in 1997.

Liquidity and Capital Resources

Liquidity and Capital Resources

At   March   31,   1998,   the   Company  had   working   capital   of
approximately  $229,115,  as  compared to  $229,472  at  December  31,
1997.   Working  capital  as  of  both dates  consisted  substantially
of   short-term   investments,   and  cash   and   cash   equivalents.
Although  the  Company's most significant assets  consist  largely  of
cash  and  cash  equivalents, the Company has  no  intent  to  become,
or  hold  itself  out  to be, engaged primarily  in  the  business  of
investing,   reinvesting,  or  trading  in  securities.   Accordingly,
the   Company   does  not  anticipate  being  required   to   register
pursuant  to  the  Investment Company Act of 1940 and  expects  to  be
limited  in  its  ability  to invest in securities,  other  than  cash
equivalents  and  government securities, in the  aggregate  amount  of
over  40%  of  its  assets.   There can  be  no  assurances  that  any
investment made by the Company will not result in losses.

Management  believes  that  the  Company  has  sufficient   cash   and
short-term   investments  to  meet  the  anticipated  needs   of   the
Company's   operations  through  at  least   the   next   12   months.
However,  there  can  be  no  assurances  to  that  effect,   as   the
Company  has  no  significant  revenues and  the  Company's  need  for
capital  may  change  dramatically if it acquires  an  interest  in  a
business  opportunity  during  that  period.   The  Company's  current
operating  plan  is  to  (i) handle the administrative  and  reporting
requirements  of  a  public  company; and (ii)  search  for  potential
businesses,  products,  technologies and  companies  for  acquisition.
At   present,  the  Company  has  no  understandings,  commitments  or
agreements   with   respect  to  the  acquisition  of   any   business
venture,  and  there  can  be  no  assurance  that  the  Company  will
identify   a  business  venture  suitable  for  acquisition   in   the
future.    Further,  there  can  be  no  assurance  that  the  Company
would  be  successful  in  consummating any acquisition  on  favorable
terms  or  that  it  will be able to profitably  manage  the  business
venture it acquires.

                   PART II.  OTHER INFORMATION
                                
EXHIBITS AND REPORTS ON FORM 8-K
                                
EXHIBITS:  Attached only to the electronic filing by the Company with
           the Securities and Exchange Commission is the Financial Data
           Schedule, Exhibit Reference Number 27, in accordance with
           Item 601(c) of Regulation S-K.

REPORTS ON FORM 8-K:  None

SIGNATURES

In   accordance  with  the  requirements  of  the  Exchange  Act,  the
registrant  caused  this report to be signed  on  its  behalf  by  the
undersigned thereunto duly authorized.

                              RED HORSE ENTERTAINMENT, INC.

Date: May 13, 1998            By: /s/ Wayne M. Rogers, President
                                  (Duly Authorized and Principal
                                  Financial Officer)