10-Q

      UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                    Washington, DC 20549
                              
                          FORM 1O-Q

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

For the period ended  September 30, 1996
                                       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 0-14724

                      ARNOX CORPORATION
     Delaware                                    06-1094094
(state or other jurisdiction of           (IRS Employer
incorporation of organization)           identification No.)

 1612 N. Osceola Avenue
 Clearwater, Florida
34615
(Address of Principal Executive Offices)     (Zip Code)

Registrant's telephone number, Including area code: (813)
443-3434

Indicate  by  check  mark whether the Registrant  (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
Registrant was required to  file such reports).
                       Yes   X          No. ______

   APPLICABLE ONLY TO REGISTRANTS 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.

                     N/A        Yes __ 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.

Common Stock 3,439,247 shares.  This number includes 22,222
shares which were issued  4/15/89.  The previous number was
the  one  from  the  last 10-K filed by  ARNOX  before  the
bankruptcy.  The transfer agent confirmed this number as of
9/9/96.


                        PART 1-FINANCIAL INFORMATION

Item 1.  Financial Statements.

                               ARNOX CORPORATION
                           (a Dormant State Company)
                 for the quarter ending  September 30, 1996
                              
 Assets Organization Cost                       $3,439.00

      Totals Assets                             $3,439.00

Liabilities and Shareholder's Equity
Stockholders' Equity
Common Stock par value at $0.00001 per share
10,000,000 shares authorized, 3,439,247 shares
issued and outstanding                          $3,439.00
Additional Paid in Capital                           0.00
Deficit accumulated during development stage         0.00

Total Shareholders' Equity                      $3,439.00

Total Liabilities and Shareholders Equity       $3,439.00



                               ARNOX CORPORATION
                            (a Dormant State Company)
    Income Statements for the quarter ending  September 30, 1996
                              

1996

Revenues and Expenses                    $   0.00

                               ARNOX CORPORATION
                           (a Dormant State Company)
                        Statements of Shareholder's Equity
                  for the quarter ending  September 30, 1996

Common Stock
(3,439,247 shares issued & outstanding)   $3,439.00
Additional Paid in Capital                     0.00
Accumulated Deficit                            0.00
Balance  Jan 1                             3,439.00
Net Income/(loss) for the year                 0.00
Balance September 30                      $3,439.00

Item 2. Management Discussion and Analysis of Financial
Condition and Results of Operations.

The    Registrant was incorporated on October  17,  1983  in
the   State     of  Delaware.    The  Company's     business
consisted of    developing, manufacturing,   marketing   and
licensing  fire  retardant    products. These fire retardant
products were marketed  under  the trade name ARNOX FR.  The
Company's fire  retardant   chemicals were used   to   treat
corrugated  packaging   board  for military  and  commercial
applications,  for   particle   board,  chip    board,   and
paneling   in   mobile homes.  The  Company's   shares  were
traded   on   the  NASDAQ exchange   until April 25,   1989.
The   Company    was    most  closely    aligned   to    the
lumber industry   because   its products   were   used    to
treat   lumber    and  products, such as corrugated   board,
which  are  derived from lumber. On September 11, 1989,  the
Registrant  filed  a petition, No.  89-97155,   in   the  US
Bankruptcy  Court for the   District  of New   Jersey.  This
was  converted  from a Chapter  11    to    a  Chapter     7
petition     on   December   18,  1989.     This  bankruptcy
proceeding  endured  for  four  years  and   ten months.  On
July   12,  1994, the Registrant's  Petition   was  declared
closed  and  the  Trustee  was discharged. Since   July  12,
1994, the  Registrant has been totally inactive.

At   the  end  of  this  year's  third  quarter,  ARNOX   is
reinstated  and  is  in  good standing  with  its  state  of
incorporation.   It is current with its SEC filings  and  we
have   reinstated   the  original  stock   transfer   agent,
Continental  Stock Transfer and  Trust   ARNOX is  currently
seeking a merger partner.

PART II-OTHER INFORMATION

Item 1. Legal Proceedings

In  another matter, unrelated to ARNOX,  Mr. Sirak was   the
subject to Administrative Proceeding by the Commission, File
No. 3-1911.  The Commission on 09/27/96, imposed a cease-and-
desist order and imposed remedial sanctions which result  in
an  Order  that  Sirak  be barred from participating  in  an
offering  of  any  penny stock; and cease  and  desist  from
committing or causing any violations of Section 17(a) of the
Securities  Act and Section 10 (b) of the Exchange  Act  and
Rule  10b-5  promulgated thereunder. Given  ARNOX's  current
business  plans,  there appears to be no conflict  with  the
Commission's   Order and Mr. Sirak being ARNOX's   attorney.
ARNOX   confirms that Mr. Sirak will continue as  its  legal
counsel.

Item 2. Changes in Securities

     None.

Item 3. Defaults Upon Senior Securities

      Not Applicable

Item 4. Submission of matters to a vote of Security Holders.

On  June  13,  1996,  Proxy Statements were  mailed  to  all
security  holders.  These asked the stockholders to  do  the
following:  (1) ratify the act of reinstating  the  original
charter  of ARNOX Corporation; (2)authorize Capston  Network
Co. and its authorized representatives, Ms. Sally Fonner and
Norman  Sirak, to file 10 K and 10 Q reports  on  behalf  of
the   Company  and  bring  it  current  with  its  reporting
requirement; (3)authorize  Capston  Network  Co.   and   its
authorized representatives to seek out a qualified purchaser
for  ninety  percent   of   the  company's   issued   stock;
(4)approve    in  principle  a  restructuring    of    ARNOX
whereby    existing shareholders  would  accept   a  ten-for
one   reverse   split, simultaneous with the issuance  of  a
ninety  percent block  of stock  to  a  qualified purchaser;
(5)approve  of  Ms.  Sally Fonner  acting on behalf  of  the
company for a two year  term or  until a qualified purchaser
can  be  found  that  can   imbue  the   company   with  new
management,  whichever  happens  first;  and  (6)approve  of
moving  the  company's place of business  to St. Petersburg,
Florida.   The   deadline  for submitting  proxy  statements
was July  3, 1996.  The above matters were approved and an 8-
K filed with the results.

Item 5. Market for Registrant's Common Equity

ARNOX , through Public Securities, Inc., on 9/30/96
submitted a  new 15c2-11 to NASD.  This is another step in
restoring ARNOX to a fully functional public company.

     SIGNATURES

Pursuant to the requirements of Section 13 or  15(d) of  the
Exchange Act of 1934, the Registrant has duly caused this
report   to  be   signed   on   its  behalf  by    the
undersigned, thereunto duly authorized.

ARNOX Corporation Date: 10/06/96
By ___________________
Sally Fonner, Director,
President and  Chief
Financial Officer

Pursuant to the requirements of the Securities Exchange Act
of 1934  this  report  has been  signed below by  the
following  person on  behalf of the Registrant  and in  the
capacities and on the date indicated.

Date: 10/06/96
By __________________
Sally Fonner, Director,
President and Chief
Financial Officer

EX-27

 

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