ARINCO COMPUTER SYSTEMS INC
10QSB, 1998-05-15
COMPUTER & OFFICE EQUIPMENT
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                         FORM 10-QSB

               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549


(Mark One

[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

                              OR

[   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)  OF  THE
       SECURITIES EXCHANGE ACT OF 1934

       For the transition period  from______   to______

      Commission File Number: 0-13347


                ARINCO COMPUTER SYSTEMS INC
   _____________________________________________________   
   (Exact  name of small business issuer in its charter)


         New  Mexico                        85-0272154
(State  or other jurisdiction of         (I.R.S. Employer
incorporation or organization)          Identification No.)


             1650 UNIVERSITY BLVD., N.E.   SUITE 100
                 ALBUQUERQUE, NEW MEXICO    87102
      (Address of principal executive offices)    (Zip Code)

                          505-242-4561

         Issuer's  telephone number, including area code
                                
                         Not Applicable
                                
(Former names, former address and former fiscal year, if changed
                       since last report)
                                
      Indicate by check mark whether the issuer (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 issuer was required to file
such   reports),  and  (2)  has  been  subject  to  such   filing
requirements for the past 90 days.


                         Yes X        No


The  number of  shares outstanding of the Issuer's common  stock,
par  value  $ 0.001 par  value common  stock, its only  class  of
equity securities, as of  May 7, 1998  was 4,396,000 shares.
                                           _________



PART  I

Item 1.    FINANCIAL STATEMENTS


                   ARINCO COMPUTER SYSTEMS INC.
                          BALANCE SHEET

<TABLE>
                                                        UNAUDITED
ASSETS                                               March 31, 1998
  CURRENT ASSETS                                        
    Cash and Interest Bearing  Deposit                   $ 272,000
                                                         _________  
          Total Assets                                   $ 272,000
                                                         =========
LIABILITIES AND SHAREHOLDERS EQUITY                     
                                                        
CURRENT LIABILITIES                                     
    Other Debt                                          
        Non-related parties                                252,000
    Accrued expenses                                       414,000
                                                         _________
              Total current liabilities                  $ 666,000
                                                        
                                                        
SHAREHOLDERS' DEFICIT:                                  
      Preferred  stock,  .06  cumulative,               
       convertible  share for share into  common
       stock, $.10 par value, $896,000 liquidation 
       perference, common  stock,  $.10 par value,      
       $ 896,000 liquidation preference, 5,000,000 
       shares authorized, 396,000 shares                  $ 40,000
                                                        

      Common stock,$.01 par value, 4,500,00 shares 
       authorized 4,396,000 shares                          44,000
                                                        

    Additional paid-in-capital                          
      Preferred stock                                    1,250,000
      Common stock                                       1,273,000
      Accumulated deficit                               (3,001,000)
                                                        __________       
          Total shareholders' deficit
                  Total liabilities and
                    shareholders' deficit              $   272,000
                                                        ==========             
                                                       


        See accompanying notes to consolidated financial statements



                      ARINCO COMPUTER SYSTEMS, INC.
                    CONDENSED STATEMENT OF OPERATIONS
                               UNAUDITED



<CAPTION>
                                         <S>            <S>
         
                                         Three Months    Three Months
                                             Ended          Ended
                                          Mar. 31, 1998  Mar. 31,1997
                                                       

</TABLE>
<TABLE>
<S>                                      <C>            <C>
                                                             
OPERATING EXPENSES                                           
  General and administrative                       0              0
                                          ___________   ____________
     Total operating expenses                      0              0
                                          ___________   ____________
OPERATING LOSS                                    (0)            (0)
                                                               
INTEREST EXPENSE                             (10,000)        (9,000)
                                          ___________   ____________
                                             (10,000)        (9,000)
                                                
OTHER INCOME                                   2,000          2,000
                                          ___________   ____________
                                                             
NET INCOME LOSS FROM OPERATIONS               (8,000)        (7,000)


DEFICIT AT BEGINNING OF PERIOD           $(2,960,000)   $(2,925,000)         
                                         ____________   ____________        
                                    
                                                             
DEFICIT AT END OF PERIOD                 $(2,959,000)   $(2,959,000)
                                         ============   ============    
NET  INCOME  (LOSS)  PER      
 COMMON SHARE                            $     (.000)   $     (.000)
                                         ============   ============
WEIGHTED AVERAGE OF SHARES                                     
 OUTSTANDING                               4,396,000      4,396,000
                                         ===========    ============
</TABLE>
                                                             

       See accompanying notes to consolidated financial statement




                     ARINCO COMPUTER SYSTEMS, INC.
                 CONSOLIDATED STATEMENT OF CASH FLOWS
            FOR THE THREE MONTHS ENDED March 31, 1998 & 1997

<TABLE>

<S>                                          <C>          <C>


                                                        
Operating Activities:                          1998         1997

   Net income (loss)                          (8,000)      (7,000)
   Adjustments to reconcile net                          
   loss  to  cash  provided  (used)  by               
   operating activities:
                                                         
   Changes in operating assets and     
     liabilities:                             10,000        9,000
                                             ________      _______     
   Net cash provided by operating             
     activities:                               2,000        2,000
     
   Cash and cash equivalents at 
     beginning of period:                    270,000      265,000
                                             _______       ______
   Cash  and  cash equivalents  at  
     end period:                             272,000      267,000
                                             =======      =======

</TABLE>

    See accompanying notes to consolidated financial statement



 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The consolidated balance sheet as of March 31, 1998, and the
consolidated statements of operations for the three month periods
ended March 31, 1998 and 1997 and the consolidated statements  of
cash  flows  for  the  three month period then  ended  have  been
prepared  by  the  Company  without audit.   In  the  opinion  of
management, all adjustments (which include only normal  recurring
adjustments) necessary to present fairly the financial  position,
results of operations and cash flows at March 31, 1998 and  1997,
and for the presented have been made.

       Certain  information  and  footnote  disclosures  normally
included  in  financial statements prepared  in  accordance  with
generally  accepted accounting principles have been condensed  or
omitted.    Its  suggested  that  these  consolidated   financial
statements be read in conjunction with the consolidated financial
filing  of  Securities  &  Exchange Commission  Form  10-k.   The
results  of operations for the periods ended March 31,  1998  and
1995 are not necessarily indicative of  the operating results for
the full year.




EARNINGS (LOSS) PER SHARE

      Earnings  (loss) per share are computed using the  weighted
number  of  common shares outstanding of 4,396,000 for the  three
month  periods  ended  March  31, 1998  and  1997,  respectively.
Weighted  average number of shares is calculated as  follows  for
the three months ended March 31, 1998.



                                 Outstanding Number     Weighted Average
                                     of Shares              of Shares
                                    (Unchanged)            (Unchanged)
           Date                  _________________      ________________ 
                                        
January 1, 1998 - March 31, 1998     4,396,000               4,396,000
                                    ===========             ===========
                                        


ITEM  2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


The  following  is Management's discussions and analysis  of  the
financial  condition  and results of operations  of  the  Company
during the quarter ended March 31, 1998.


LIQUIDITY AND CAPITAL RESOURCES

       Liquidity,  as discussed herein, refers to  the  Company's
ability to generate adequate amounts of cash to meet its needs.

      At  March  31,  1998  the Company  had  cash  of  $272,000,
It also had liabilities of  $666,000 resulting from   litigation.
See Item 1. (a) of Part II hereof.

The  Company is presently without significant income.  To acquire
or  develop any further new business interests, the Company  must
obtain moneys, by borrowing or the sale of equities, There is  no
assurance that the Company, however will be successful in raising
new  capital or securing any new business.


RESULTS OF OPERATIONS

      The Company's net loss of $8,000 for the period ended March
31, 1998  represents the excess of expense over revenue  for  the
period.

      Operations  for the quarter ended March 31, 1998  generated
income of $2,000 compared to $ 2,000 for the quarter ended  March
31,  1997.   The   Company incurred an operating loss  of  $8,000
during  the  quarter  ended  March   31,  1998.     The   Company
incurred  an  operating  loss  of $7,000 during the quarter ended 
March  31, 1997.

      As  the Company has incurred operating losses, no provision
for  income  taxes was required for the quarter ended  March  31,
1998.



PART II.   OTHER INFORMATION



ITEM 1.        LEGAL PROCEEDINGS

       The   Registrant  has  been  subjected  to  the  following
judgments:

      a)    On July 21, 1988, a Judgment was entered in the First
Judicial District, County of Santa Fe, New  Mexico for legal fees 
in the amount of $5,869.97.

      b)    During fiscal 1987 pursuant to a stipulation  the  US
District  Court  for the  Eastern District  of  New York, a prior  
supplier  of materials to a  formally  owned subsidiary, obtained 
Judgment against the Registrant in the amount  of  $245,738, plus 
interest.

      These  two  judgments remain unpaid at  the  date  of  this
Report.

      Insofar as is known to the Company's management, there  are
no other proceedings now pending, threatened, or contemplated, or
unsatisfied  judgments outstanding which have not  been  provided
for  in  any court or agency to which the Company or any  of  its
officers  or directors, in such capacity, are or may be a  party,
except as discussed above.



ITEM 2.        CHANGES IN SECURITIES
     NONE


ITEM 3.   DEFAULTS IN SENIOR SECURITIES
     NONE


ITEM  4.  SUBMISSION  OF MATTERS TO  A  VOTE  OF  SECURITY HOLDERS
     NONE


ITEM 5.   OTHER INFORMATION
     NONE


ITEM 6.        EXHIBITS AND 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.



Arinco Computer Systems Inc.


March  10, 1998

     
                 s/James A. Arias
                _____________________ James A. Arias
                                      Interim Chief Executive Officer


DATE:  MAY 14, 1998


<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                       <C>
<PERIOD-TYPE>             YEAR
<FISCAL-YEAR-END>                 DEC-31-1998
<PERIOD-END>                      MAR-31-1998
<CASH>                                272,000
<SECURITIES>                                0
<RECEIVABLES>                               0
<ALLOWANCES>                                0
<INVENTORY>                                 0
<CURRENT-ASSETS>                      272,000
<PP&E>                                      0
<DEPRECIATION>                              0
<TOTAL-ASSETS>                        272,000
<CURRENT-LIABILITIES>                 666,000
<BONDS>                                     0
                       0
                            40,000
<COMMON>                               44,000
<OTHER-SE>                                  0
<TOTAL-LIABILITY-AND-EQUITY>          666,000
<SALES>                                     0
<TOTAL-REVENUES>                        2,000
<CGS>                                       0
<TOTAL-COSTS>                               0
<OTHER-EXPENSES>                        2,000
<LOSS-PROVISION>                            0
<INTEREST-EXPENSE>                    (10,000)
<INCOME-PRETAX>                       (18,000)
<INCOME-TAX>                           (8,000)
<INCOME-CONTINUING>                         0
<DISCONTINUED>                              0
<EXTRAORDINARY>                             0
<CHANGES>                                   0
<NET-INCOME>                           (8,000)
<EPS-PRIMARY>                               0
<EPS-DILUTED>                               0
        

</TABLE>


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