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 ENDED JUNE 30, 1998

[      ]  TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
          EXCHANGE ACT OF 1934 FOR THE TRANSITION
          PERIOD FROM ______ TO _______

Commission File Number 033-20848-D

                               CONDOR CAPITAL INC.
                               -------------------

         Colorado                                          84-1075696
         --------                                          ----------
(State or other jurisdiction of                   (I.R.S. Employer I.D. Number)
  Incorporation or organization)

                 8891 E. Easter Place, Englewood, Colorado 80112
                -------------------------------------------------
               (Address of principal executive offices) (Zip Code)

Issuer's telephone number:  303-741-0749

Securities to be registered under Section 12 (b) of the Exchange Act:  None

Title of each class:  None
Name of each exchange on which registered:  None
Securities to be registered under Section 12 (g) of the Exchange Act:  None

         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 [ ] No [ X ]

         State the number of shares  outstanding of each of the Issuer's classes
of common equity as of the latest practicable date.  11,820,010 shares of common
stock were outstanding as of June 30, 1998.







Part One.  FINANCIAL INFORMATION

         Item 1.  Financial Statements

                                       CONDOR CAPITAL INC.
                                   (A Development stage Company)
                                         BALANCE SHEETS

                                             Assets
                                                                        June 30,          September 30,
                                                                         1998                 1997
                                                                     -----------           ----------
                                                                     (Unaudited)            (Audited)

                                                                                            
Current Assets,  Cash                                                $     804              $  11,731
                                                                     ---------              ---------
Total assets                                                         $     804              $  11,731
                                                                     =========              =========


                                Liabilities and Stockholders' Equity

Current liabilities, Accounts payable                                $   4,142              $   4,941

Stockholders' equity:  (Deficit)
   Preferred stock:  no par value,
    10,000,000 shares authorized
     Series A convertible preferred stock:
      Liquidation preference  $ .01 per share,
      140,000 shares authorized, none issued                                 0                      0

     Series B convertible preferred stock:
      Liquidation preference $ .01 per share,
      140,000 shares authorized, none issued                                 0                      0
Common stock, $.00 par value, 800,000,000 shares
     authorized 11,820,010 shares issued and outstanding               314,916                314,916
(Deficit)  accumulated prior to the development stage                 (172,222)              (172,222)
                                                                     ---------              ---------
(Deficit)  accumulated during the development stage                   (146,032)              (135,904)
                                                                     ---------              ---------
Total stockholders' equity                                              (3,338)                 6,790
                                                                     ---------              ---------

Total liabilities and stockholders' equity                           $     804              $  11,731
                                                                     =========              =========






                                                      CONDOR CAPITAL INC.
                                                 (A Development Stage Company)
                                                    STATEMENTS OF OPERATIONS
                                                          (Unaudited)


                                                                       Three Months Ended                  Nine Months Ended
                                                                            June 30,                           June 30,
                                                                 ------------------------------      ------------------------------
                                                Cumulative
                                                  During
                                                Development
                                                   Stage              1998             1997             1998                1997
                                               ------------      ------------      ------------      ------------     -------------
                                                                                                          
Operations:
     General and Administrative
      expenses                                 $    154,193      $      4,142      $      5,252      $     10,128      $     11,890
                                               ------------      ------------      ------------      ------------      ------------
          (Loss) from operations                   (154,193)           (4,142)           (5,252)          (10,128)          (11,890)
Other Income, Interest Income:                          471                 0                 0                 0                 0
          (Loss) before
          extraordinary item                       (153,722)           (4,142)           (5,252)          (10,128)          (11,890)
Extraordinary item, forgiveness
of debt                                               7,690                 0                 0                 0                 0

Net income (loss)                                  (146,032)           (4,142)           (5,252)     $    (10,128)     $    (11,890)
                                               ============      ============      ============      ============      ============

Net income (loss) per common
share                                          $      (.057)     $     (.0004)     $     (.0006)     $     (.0009)     $      (.002)
                                               ============      ============      ============      ============      ============

Weighted average number of common
shares outstanding                                2,554,732        11,820,010         8,402,121        11,820,010         5,307,147
                                               ============      ============      ============      ============      ============









                                                 CONDOR CAPITAL INC.
                                            (A Development Stage Company)
                                               STATEMENTS OF CASH FLOWS
                                                     (Unaudited)

                                                                   Three Months Ended               Nine Months Ended
                                                                        June 30,                        June 30,
                                                                -------------------------       --------------------------
                                              Cumulative
                                                During
                                              Development
                                                 Stage             1998            1997            1998            1997
                                               ----------       ---------       ---------       ---------       ----------
                                                                                                   
Cash flows from operating activities:
   Net income (loss)                            $(141,890)      $  (4,142)      $  (5,252)      $ (10,128)      $  (6,638)
   Adjustments to reconcile net (loss)
   to cash used by operating activities:
      Loss on disposal of assets                   20,169               0               0               0               0
      Issuance of stock for services                6,100               0               0               0               0
      Management services
      Contributed                                  23,900               0               0               0               0
      Changes in assets and
       liabilities:
         Decrease in prepaid expenses               3,634               0               0               0               0
         Increase (Decrease)
          in accounts payable                       2,047             956           5,252            (799)          1,886
                                                ---------       ---------       ---------       ---------       ---------

      Net cash (used) by operating
      activities                                  (86,040)         (3,186)              0         (10,927)              0
                                                ---------       ---------       ---------       ---------       ---------

 Cash flows from financing activities:
      Proceeds from issuance of
      common stock                                 33,435               0               0               0               0
      Contributions to capital                     14,000               0               0               0               0
                                                ---------       ---------       ---------       ---------       ---------

      Net cash provided by
      financing activities                         47,435               0               0               0               0
                                                ---------       ---------       ---------       ---------       ---------

 Net  (decrease) increase in cash                 (38,605)         (3,186)              0         (10,927)              0
 Cash beginning of period                          42,595           3,990          11,731               0
                                                ---------       ---------       ---------       ---------       ---------

 Cash end of period                             $   3,990       $     804       $       0       $     804       $       0
                                                =========       =========       =========       =========       =========






                               CONDOR CAPITAL INC.
                          (A Development Stage Company)

                          Notes to Financial Statements
                                   (Unaudited)

                                  June 30, 1998


Note 1 - Basis of Presentation

Management  represents that the unaudited financial  statements furnished herein
reflect  all  normal  and  recurring  adjustments  that are,  in the  opinion of
management,  necessary for a fair  representation of the results for the interim
periods.  These  statements  should be read in  conjunction  with the  financial
statements  and notes thereto  included in Form 10-KSB for the fiscal year ended
September  30, 1997,  which is available  without cost from Condor  Capital Inc.
upon request.

Year 2000 Issue
- ---------------

The  Company  is aware of the issues  associated  with the  programming  code in
existing  computer systems as the millennium (Year 2000)  approaches.  Since the
Company does not currently own any computers or software,  it does not foresee a
problem at this time. Any future purchases of computers or software will address
the (Year 2000) issue.








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

As in the fiscal year ended  September  30, 1998,  Condor  Capital  continues to
concentrate primarily on the identification and evaluation of prospective merger
or  acquisition  "target"  entities.  The  Company  does not  intend to act as a
general or limited partner in connection with  partnerships it may merge with or
acquire.  Management has not identified any particular  area of interest  within
which the  Company  will  continue  its  efforts.  The  Company's  officers  and
directors  will  devote  only such time as is  necessary  to seek out a suitable
opportunity.

With this in mind,  the only  expenses  that the Company  continues to incur are
those  expenses  related  to  stock  transfer,  legal  counsel  as  needed,  and
accounting  costs.  The Company's  continuation  as a going concern is dependent
upon its  ability  to obtain  additional  financing  as may be  required  and it
continues to do so to that end.

At the present time, management is not actively pursuing any specific entity for
merger or acquisition.






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

                                             CONDOR CAPITAL INC.
                                             (Registrant)


                                             /s/  Robert D. Hirsekorn
                                            ------------------------------------
                                             By:  Robert D. Hirsekorn
August 14, 1998                              President