NETUSA INC/CO/
10QSB, 1998-05-06
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
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          U.S.  Securities  and  Exchange  Commission
                   Washington,  DC  20549
    
    Form  10-QSB
    
    (Mark  one)
    
    [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE  ACT  OF  1934
    
         For  the  fiscal  quarter  ended  December  31,  1996
    
    [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT  OF  1934
    
              Commission  File  Number:   33-11324-LA
    
                         NETUSA,  INC.
        (Name  of  small  business  issuer  in  its  charter)
    
           Colorado                             84-1035751
  (State  or  other  jurisdiction           (I.R.S.  Employer
 of  incorporation  or  organization)       Identification  Number)
    
                  201 San Antonio Cir., C250, Mountain View, CA 94040
                       (Address of principal executive offices)
    
                     Issuer's telephone number:     (650) 948-6200
    
Check whether the issuer (1) filed all reports required 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
    
Check  if  there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B contained in this form, and no disclosure will be contained,
to  the  best  of  registrant  s knowledge, in definitive proxy or information
statements  incorporated  by  reference in Part III of this Form 10-KSB or any
amendment  to  this  Form  10-KSB.__X
    
PART  I  -  FINANCIAL  INFORMATION
    
Item  1:  Financial  Statements
    
(Note:  unaudited,  as  permissible  under  Item  310(b)  of  Regulation S-B.)
    <TABLE>
    <CAPTION>
                                 NetUSA, Inc.   
                    Condensed Consolidated Financial Statements
                   for the three months ended December 31, 1996
    <S>                                   <C>
    
    Assets
    ---------
    Cash and Cash Equivalents            $434,411
    Accounts Receivable, Net              360,224
    Inventory                               7,073
    Prepaid Expenses                       17,040
                                     ------------
    Total Current Assets                 $818,748
    
    Property and Equipment                $75,778
    
    Other Assets
    ------------
    Notes Receivable                      $50,000
    Investment                             50,000
                                     ------------
    Total Other Assets                   $200,000
                                     ------------
    Total Assets                       $1,094,526
                                     ============
    
    Liabilities and Stockholders' Equity
    -------------------------------------------
    Account Payable and Accruals/
    Current Liabilities                $  280,802
    
    Stockholders' Equity               $    4,146
    
    Total Stockholders' Equity         $  813,724
    
    Total Liability and Capital        $1,094,526
    
    Revenues  and  Expenses
    =======================
    Sales                            $  435,235.74
    Cost  of  Sales                     156,689.07
                                  ----------------
    Operating  Income                $  278,546.67
    Other  Income                        25,554.34
                                  ----------------
    Total  Revenues                  $  304,101.01
    
    Salaries  and  Wages          $      97,880.00
    Employee  Benefits                    9,286.12
    Administrative/General Expenses     180,091.04
    Marketing  Expenses                 167,332.26
    Interest  Expense                     6,773.57
                                    --------------
    Total  Operating  Expense       $   461,362.99
    
    Net  Income  (Loss)  Before
     and  After  Taxes                 (157,261.98)
    
Item  2:    Management's  Discussion  and  Analysis  or  Plan  of  Operation

See  10-KSB,  Items  2  and 6, for the fiscal year ending Sep. 30, 1997, filed
concurrently  herewith
    
                              PART II:  OTHER INFORMATION
    
Item  6:    Exhibits  and  Reports  on  Form  8-K
    
There  are  no  exhibits  to  this form, and no Form 8-K was filed during this
quarter.
    
    
                                      SIGNATURES
    
In accordance with the requirements of the Exchange Act, Registrant has caused
this  report  to  be  signed  on its behalf by the undersigned, thereunto duly
authorized.
    
                                      NetUSA,INC.
    
    Dated:  May 4, 1998              /s/ Wun C. Chiou, President
                                     and  Chairman  of  the  Board
    
    

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-1997
<PERIOD-END>                               DEC-31-1996
<CASH>                                         434,411
<SECURITIES>                                         0
<RECEIVABLES>                                  360,224
<ALLOWANCES>                                         0
<INVENTORY>                                      7,073
<CURRENT-ASSETS>                               818,748
<PP&E>                                          75,778
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                               1,094,526
<CURRENT-LIABILITIES>                          280,802
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         4,187
<OTHER-SE>                                   3,794,648
<TOTAL-LIABILITY-AND-EQUITY>                 1,094,526
<SALES>                                        435,236
<TOTAL-REVENUES>                               304,101
<CGS>                                          156,689
<TOTAL-COSTS>                                  156,689
<OTHER-EXPENSES>                               461,363
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               6,774
<INCOME-PRETAX>                              (157,262)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (157,262)
<EPS-PRIMARY>                                    (.04)
<EPS-DILUTED>                                    (.04)
        

</TABLE>


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