Form 10-Q 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: March 31, 1998 Commission file number: 33-20720-LA ZENITH VENTURES CORPORATION Delaware 77-0181849 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 20862 Sarahills Drive, Saratoga, California 95129 (Address of principal executive offices) (Zip Code) (408) 867-4407 (Registrant's telephone number, including area code) ____________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report.) 	Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 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______. APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS 	Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes__X__. No_____. APPLICABLE ONLY TO CORPORATE ISSUERS: 	Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 5,010,000 shares of common stock, $.001 par value. PART II - FINANCIAL INFORMATION ZENITH VENTURES CORPORATION 			 CONSOLIDATED BALANCE SHEET 			 				As of		 			 			 	March 31, 1998 		March 31, 1997 			 Total Cash	 				8,645 		13,551 			 Securities at market			 18,000 		 18,000 					--------------- 	----------- Total current assets		 	26,645 		31,551 			 Other assets						 	513 Total fixed assets		 	8,084 	 	7,571 			 Total assets		 		34,729 	 	39,635 			 LIABILITIES AND SHAREHOLDERS' EQUITY			 			 Accounts Payable and			 accrued expenses	 	610,579 	 	539,612 			 Shareholders' equity			 			 Common Stock, at $0.001 par value 	5,000 		5,000 Additional paid in capital		 503,600 		503,600 Class A & B Warrants		 	1,000 		1,000 Accumulated deficit	 		(1,085,450) 		(1,009,576) 			 Total shareholders' equity	 	(575,850)	 	(499,976) 			 Liabilities and shareholders' equity 34,729 	 	39,636 				 Prepared without audit			 See accompanying notes to financial statements 			 ZENITH VENTURES CORPORATION			 			 CONSOLIDATED STATEMENT OF OPERATIONS			 			 						For the Period ended 			 			 			March 31, 1998 	March 31, 1997 			 General & administrative expense	 15,040 		28,333 			 Total operating expense		 	15,040 		28,333 			 Net operating income (loss)	 	(15,040)	 	(28,333) 			 Interest income		 				150 			 Net income (loss) before taxes		 (15,040)		 (28,183) 			 Net income (loss) per common share 	(0.003) 		(0.006) 			 Average number of common			 shares outstanding		 	5,010,000 	 	5,010,000 			 			 			 Prepared without audit			 			 See accompanying notes to financial statements				 ZENITH VENTURES CORPORATION			 			 CONSOLIDATED STATEMENT OF CASH FLOW				 	 For the Period ended		 						March 31, 1998 	March 31, 1997 			 Increase (decrease) in cash 			 			 Net income (loss) for the period	 (15,040)	 (28,183) 			 Changes in assets and liabilities			 			 Accounts receivable		 			654,922 Accounts payable		 	15,032 	(635,849) 			 Net cash used for operations	 	(8)	 	(9,110) 			 Net increase (decrease) in cash	 (8)	 	(9,110) 			 Cash at beginning of period	 	8,653 	22,661 			 Cash at end of period	 	8,645 	13,551 			 			 Prepared without audit			 			 See accompanying notes to financial statements	 		 ZENITH VENTURES CORPORATION NOTES TO FINANCIAL STATEMENTS Note 1. - The Company and its significant accounting policies: 	Zenith Ventures Corporation ("Zenith" or the "Company") is a Delaware corporation formed on February 16, 1988. On February 14, 1989 the Company acquired all shares of the outstanding common stock (all of the issued and outstanding shares) of Epic Industries Inc. ("Epic"), a Delaware corporation. In exchanges, shareholders of Epic received 3,200,000 shares of the Company's common stock. Epic, incorporated in February 1989, is a corporation which currently has rights to operate two businesses or to receive payments therefrom. (See management's discussion of the business.) Cash equivalent - 	The Company considers all highly liquid securities, or debt instruments with a maturity of three months or less, to be cash equivalents. Income Taxes - 	Provision for income taxes is based on results of operations as reported in the financial statements. The Company had net operating loss carry forwards at March 31, 1998 which may be utilized to reduce future taxable income. No asset was recorded for the potential future tax benefit of this loss due to its realization not being assured. Earnings per share - 	Earnings (loss) per share are based on the weighted average number of shares outstanding during each period. Note 2. - Related party transactions 	During the period from inception through March 31, 1998, the Company occupied office space and received management, secretarial, and administrative services from various officer/shareholders at no cost to the Company. Note 3. - Notes receivable: 	 	The Company had an Agreement for sale of rights to market software products outside the U.S. and the U.K. These were shown on previous balance sheets as receivables in current assets with a corresponding reserve in current liabilities. The Company has elected to remove related entries from the current balance sheet. Note 4. - Capital Stock 	The Company has one class of common stock with $.001 par value. There are 50,000,000 shares authorized with 5,010,000 shares outstanding. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 	The Company has developed certain computer software products intended for secure data management and is currently engaged in efforts to market these. These products were embedded into software of the largest commercial intranet currently being deployed in Asia. Management also spends a portion of its time seeking additional business opportunities for the Company. . PART II - OTHER INFORMATION Item 1. Legal Proceedings. The Company has brought suit against certain foreign citizens for return of equity in a subsidiary. It has also filed suit against a former marketing representative of that company for breach of contract and attempted theft of intellectual property. It has also prepared a suit against a former vice president and director for breach of fiduciary duty and attempted usurpation of a corporate opportunity. Item 2. Changes in Securities. There have been no changes in securities of the Company during the period. SIGNATURES 	Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. /s/ George H. Didinger GEORGE H. DIDINGER, President Date: May 1, 1998 	/s/ George H. Didinger GEORGE H. DIDINGER, President and Director/