SECURITIES AND EXCHANGE COMMISSION
	WASHINGTON, D.C.  20549

	FORM 10-KSB

	Annual Report Pursuant to Section 13 or 15(d)
	of the Securities Exchange Act of 1934

For the Fiscal Year ended
December 31, 1996						Commission File No. 0-15754

	CREATIVE TECHNOLOGIES CORP.

	(Exact name of small business issuer as specified in its Charter)

NEW YORK						11-2721083
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

	170 53rd Street, Brooklyn, New York 11232
	(Address of principal executive offices)  (Zip Code)

Registrant's telephone number,
including area code:				(718) 492-8400

Securities registered pursuant to Section 12(b) of the Act:

Name of each exchange
Title of each class				on which registered  

			None

Securities registered pursuant to Section 12(g) of the Act:

	Common Stock, $.09 Par Value

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), and (2) has been subject to 
such filing requirements for the past 90 days.

YES  X  				NO_____

Indicate by check mark if disclosure of delinquent filers pursuant to Item 
405 of Regulation S-B ('229.405 of this chapter) is not contained herein, and
 will not 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]

Registrants revenues for fiscal year ended December 31, 1996 was $4,986,000.

The aggregate market value of voting stock held by non-affiliates of the 
Registrant is $1,348,334  as of March 28, 1997.

The number of shares outstanding of the registrant's Common Stock as of March
 28, 1997 is:

Class				Outstanding at March 28, 1997

Common Stock, $.09 par value			   2,611,394






PART I


ITEM 1.	BUSINESS 
 
Creative Technologies Corp. (the "Company") is engaged in the design, 
manufacture, and  marketing  of niche consumer houseware products.  The 
Company currently sells electric motor-driven pasta machines under the name 
"Pasta Express" and "Takka Pasta and Dough Machine" and a food griller under 
the name "Grill Express".    The Company is  the exclusive distributor of 
Brabantia International (Brabantia) products in North America.   Brabantia, 
headquartered in the Netherlands, is a leading manufacturer of top of the 
line non-electric  houseware products in Europe.  Its products are sold 
in 68 countries throughout the world.   In addition, since October 1, 1996, 
the Company has been the exclusive distributor in the United States and 
Canada of bathroom scales, manufactured by Soehnle-Waagen GmbH & Co., 
headquartered in Murrhardt, Germany.  The Company would consider becoming 
a distributor of other products that it believes would compliment  the 
products that they are currently selling.  The Company has not identified any
other products at this time.
 


Brabantia Products

The Company and Brabantia, a Netherlands company, entered into a five-year 
Distributorship agreement effective January 1, 1996.  The agreement provides 
that the Company will have the exclusive right to distribute Brabantia 
products in the United States and Canada.    Brabantia manufactures high 
quality houseware products and sells its products in 68 countries throughout 
the world.  Sales of Brabantia products worldwide in 1996 were in excess of 
$100,000,000.

Brabantias major product categories include bread boxes, storage canisters, 
step-on cans, ironing boards, mail boxes, kitchen tools and gadgets, step 
stools, waste paper baskets, cork screws and items used in food preparation. 
Brabantias product lines are of high quality.  Brabantia develops and 
introduces new products every year and could produce private labels for 
special occasions.

The Company believes that Brabantia's product line has been well received by 
the retail community and its product line is non-seasonal, non-cyclical, and 
appeals to a broader range of customers than the Company's  pasta machine and 
griller.  Furthermore, the inclusion of these products and the line of scales
 described below will diversify the Companys product line.   Historically, 
the return rate for Brabantia products is low.  The Brabantia line of 
products is  being marketed  primarily by the, Companys Chief Executive 
Officer and the President to department stores, speciality stores,  mass 
merchandising stores and outlets.   The Company also displays its products 
at two major houseware shows.

Soehnle-Waagen - Scales

The Company and Soehnle-Waagen GmbH & Co. entered into an exclusive 
distribution agreement effective as of October 1, 1996.  The agreement 
provides that the Company will have the exclusive right to distribute 
Soehnle's products, consisting of a full line of bathroom scales in the 
United States and Canada.  The agreement provides that it would terminate on 
December 31, 1997, and that prior to such date the parties would in good 
faith enter into a five year extension which would contain minimum purchase 
obligations and penalties for early termination.  The Company is currently 
negotiating with Soehnle the terms of the extension of the Agreement.


The Company believes that Soehnle's product has been well received by the 
retail community.  The scales are being marketed in the same way as the 
Company markets
its Brabantia line.

Pasta Machine

The Company manufactures and sells electric motor-driven pasta machines which 
mix, knead, extrude and dry dough.  The Company is currently selling four 
different models ranging in price at retail from $99.00 to $169.00.    The 
pasta machines are currently being manufactured and assembled for the Company
in China with a limited number of pasta machines  being assembled by the 
Company at its Brooklyn facility.   The Company fills orders as they are 
received and generally maintains an inventory of finished goods to meet 
projected orders.  The models currently being sold by the Company are 
differentiated by the quantities of dies (to create as many as 24 different 
types of pastas), construction material, appearance, ability to "dry" the 
pasta and by varying the accessory kits. 


The Company's pasta machines have been sold throughout the United States and 
Canada in various department stores, certain mail order catalogues, 
speciality stores and other mass merchandising stores and outlets.  The 
Companys marketing and sales activities are currently being done primarily by
 its Chief Executive Officer and its President.   In addition, the Company 
demonstrates the pasta machine at two major houseware shows.  



During 1994 and 1995, approximately seven new companies entered into the 
electric pasta machine market, most producing lower priced machines.  The 
effect of the new entries on the market was to saturate the market with less 
expensive machines, causing  price erosion and hurting  sales throughout 
1995.  In addition, throughout 1995, many of these new entries abandoned the 
pasta machine market, causing a glut of pasta machines on the market as they 
closed out their inventory positions.   This, along with poor retail demand, 
 negatively effected sales in 1996.  Because of the poor retail demand for 
this product,  the Company has temporarily reduced its marketing efforts 
domestically.  

Grill Express

The Grill Express is designed to grill food very quickly by utilizing heat 
and pressure and cooking both sides of the item simultaneously.  The Griller 
is capable of grilling chicken and steak in one to two minutes and vegetables
 and shrimp in under 30 seconds,  while retaining the appearance and taste 
inherent to traditional grilling.  The Grill Express has a removable top 
grill element which adjusts to the height of the food and a patented cooking 
process which utilizes heat and pressure in a liquid sealed environment, 
allowing foods to retain their  natural juices and essentially their full 
size.  

Marketing of this product to retail stores is being accomplished in 
substantially the same manner as the Company markets the pasta machine and is
generally selling in the same stores.  The Company, however, has temporarily 
reduced its domestic marketing efforts for the Grill Express.  This product 
is being manufactured and completely assembled for the Company in China.  The 
typical retail price for this product is $99.00 - $149.00. The Company is 
unaware of a similar product on the market that will cook food in as short a 
time as the Company's griller.  During the last quarter of 1996 and the first 
quarter of 1997, the Company  sold the Grill Express to an overseas entity 
which is selling the product in parts of Asia and Europe.  The Company is in 
the process of negotiating a distribution agreement covering certain overseas
markets. 




Product Warranty

The Company provides a limited six-month to one-year warranty on parts and labor
 on its electric  products.  The Company replaces, free of charge, any machines
 returned to it which are covered by the warranty.  Products which are 
defective are either returned for credit or repaired in-house. Products which
 have been returned used but undamaged are repackaged and sold through 
remarketers, while unopened products are put back into inventory.  The 
Company has a toll free number with customer service representatives. 

Brabantia products sold by the Company contain between a two and ten-year 
limited warranty provided by Brabantia.  Soehnles products have a three  year
 warranty provided by Soehnle.  Any product returned to the Company as 
defective is returned to Brabantia or Soehnle for partial credit.

Lack of Proprietary Rights 
 
The Pasta Machine is covered by a basic utility patent and a design patent.  In 
July 1993, the Company, by letter to Popeil Pasta Products Inc. ("Popeil"), 
charged them with infringement of the Company's pasta machine patent.  Popeil
 obtained a declaratory judgement that its pasta machine does not infringe 
the Companys patent.  Popeil commenced an action in Superior Court of the 
State of California for malicious prosecution and intentional interference 
with economic relationships, against the Company, a director and the 
attorneys that represented the Company in connection with this patent suit.    
The Company and its directors and attorneys have settled the action with 
Popeil on undisclosed terms that had no material adverse affect on the 
Companys financial condition.


The Company also received a utility and design patent for the Grill Express.  
There can be no assurance that the current patents will provide the Company 
with significant protection from infringement or that any other patent will 
be granted or that any invention will be developed into commercially viable 
products or that other entities will not assert claims against the Company with 
respect to any products developed which may be covered by any such patent.  
The manufacture and marketing of any products may involve the use of patented
 processes or proprietary information, the rights to which are held by 
others.  The Company may be adversely affected by the costs and delays 
resulting from any litigation which may be required to enforce any patents or
licenses or otherwise to protect non-patentable inventions, and there is no 
assurance that the Company would be successful in such litigation. 

Product Liability

The Company has product liability insurance of up to $1 million per incident.
In July 1994, the Consumer Product Safety Commission (the "CPSC") requested 
that the Company provide it with information to allow the CPSC to determine 
whether any defect is present in the Company's pasta machine. The request 
from the CPSC was precipitated by a consumer claiming that she severed the 
tip of her finger while operating the Company's pasta machine.  The CPSC has 
made a preliminary determination that the Pasta Express represents a 
substantial product hazard as that term is defined in the Consumer Product 
Safety Act.  The Company has disputed this preliminary determination.  The CPSC 
and the Company have agreed in principle on a Voluntary Corrective Action Plan 
whereby the Company, at its own expense, will offer consumers who purchased 
and still have the Company's Pasta Machine  manufactured prior to August 1992
 a newly revised plastic lid which provides a greater degree of sensitivity 
for the safety cut off switch.  The Plan should be implemented shortly.

The Company has received notice that several other consumers claim to have 
suffered finger injuries while using the pasta machine.  These claims are 
covered by the Company's product liability insurance carrier.  The Company 
redesigned the lid of the pasta machine in August, 1992.  The Company 
believes that this modification should minimize the possibility of such injury.



Competition

The Company's products have applications in the consumer field which includes 
many major companies and research centers developing, manufacturing and 
marketing products that are similar to the Company's products, some of which 
companies may dominate their particular market.  The Company believes that 
its various products have features not available on competitors products.  The 
Company believes that there were approximately  six different companies 
producing and marketing electric pasta machines in the U.S. in 1996.  Some of
 these companies are no longer producing pasta machines.

Competition for the Grill Express comes from grills manufactured by 
approximately four other companies and such competitors grills generally sell
 at lower price points.  The Company believes that such competitive grills 
cannot replicate the results produced by the Grill Express in terms of 
taste, convenience or cleanup.  These companies, however, are major companies
 with substantially greater financial resources than the Company.  

Brabantias products and Soehnles scales also compete with numerous companies 
selling similar products.  The Company believes that Brabantias products are of 
higher quality  than most competitors.  The scales that are distributed by the 
Company have generally a higher price point than most competitors although 
the Company also distributes lower priced scales.

Employees 
 
The Company has an administrative staff, including customer services, of 
approximately 23  people and currently employs approximately 7 hourly 
workers, who are engaged in shipping and repairing the Company's products in 
Brooklyn, New York.    The Company entered into an agreement with United 
Production Workers Union, Local 17-18 under which agreement the hourly 
employees of the Company receive certain health benefits and cost of living 
increases.  This agreement 
terminates March 19, 1999.


ITEM 2.	PROPERTIES

The Company's executive offices and warehouse consist of approximately 120,000 
square feet located at 170 53rd Street, Brooklyn, New York 11232, and is 
leased from  Ace Surgical Supply Co., Inc. (Ace) pursuant to a lease 
terminating on December 31, 2001.  The Company also leases 
an office in Hong Kong on a month-to-month basis.    Rent expense, inclusive of 
real estate taxes and assessments, for 1996 was approximately $624,000.   See 
"Certain Relationships and Related Transactions."  The Company believes that 
its executive offices and warehouse space are sufficient for its current needs.


ITEM 3.	LEGAL PROCEEDINGS

In November 1995, the Company filed a lawsuit in the Eastern District of New 
York against Panint Electric Ltd. and its principal John Kwok, seeking 
damages of $1,700,000 for breach of contract and breach of warranty with 
respect to Panint's manufacturing of the Grill Express and Pasta Express.  In 
January 1996, Panint denied the allegations in the complaint and 
counterclaimed for $1,400,000 predicated primarily upon allegations that the 
Company wrongfully canceled pending purchase orders.  This matter has been 
settled and did not have a material effect on the Company's financial condition.

Management knows of no other material legal proceeding pending, threatened or 
contemplated which the Company is or may be a party to or which any of its 
property is subject.   See "Lack of Propriety Rights" and "Product Liability".  


ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted for the vote of stockholders during the fourth 
quarter of the fiscal year covered by this report.


PART II.

ITEM 5.	MARKET FOR THE COMPANY'S COMMON EQUITY AND RELATED 
STOCKHOLDER MATTERS

The Company's Common Stock is currently listed for trading on the Bulletin 
Board.  Prior to December 18, 1996, the Common Stock was  traded in the 
over-the-counter market on the National Market System of the National 
Association of Securities Dealers Automatic Quotation System ("NASDAQ").  The
 following table sets forth the range of high and low bid prices of the 
Company's Common Stock as quoted by NASDAQ.  These quotations represent 
prices between dealers in securities, do not include retail mark-ups, 
mark-downs or commissions and do not necessarily represent actual 
transactions.   The bid prices  have been retroactively adjusted to reflect 
the one-for-three reverse stock split effected in September 1996.



Fiscal Year Ended
December 31, 1995
High Bid  Low Bid

Fiscal Year Ended
December 31, 1996
High Bid  Low Bid

                 


COMMON STOCK (CRTV)










First Quarter

15       

12-9/32

5 -1/16

2-1/4


Second Quarter

13-
7/8 

6- 3/4

3 - 3/8

1 - 
7/8


Third Quarter

9-
9/16

7-1/2

1 - 3/4

3/4


Fourth Quarter

9-
15/16 

3-3/8

1 - 1/2

7/16


The closing bid price of the Common Stock on April 4, 1997 was 5/8.

At March 28, 1997, there were in excess of 1,000 Shareholders.  Holders of 
Common Stock are entitled to dividends,  when, as, and if declared by the 
Board of Directors out of funds legally available therefore.  The holders of 
the Common Stock may not receive dividends until the holders of the Preferred
 Stock receive all accrued but unpaid dividends.   The Company has not paid 
any cash dividends on its Common Stock and, for the immediate future, intends
 to retain earnings, if any, to finance the development and expansion of its 
business.  


ITEM 6.	MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION 
 
Introduction

The Company had substantial operating losses for the years ended December 31, 
1996 and 1995 of $8,990,000 (before an extraordinary gain of $1,550,000) and 
$7,251,000, respectively, and as of December 31, 1996, had a working capital 
deficit of $4,846,000.  1996 operating results were adversely affected by 
weak retail demand for pasta and grill machines, high returns of the pasta and 
grill machines relative to sales, and greater than anticipated start up 
expenses and difficulties associated with marketing of the Brabantia product 
line.  The 1996 operating loss also reflects managements decision to 
reduce its marketing efforts to sell to the domestic electrics market, at 
least temporarily, and manufacture primarily for export.  Because of this 
change in corporate direction, assets totaling approximately $4,789,000 
associated with its electrics business were written off.  These assets included
 all excess toolings and molds, parts inventory, and the remaining assets 
associated with the Wonder Cooker and Frozen Express.  Adequate reserves were
 also established to account for future electrics  returns and the costs 
associated with discontinued manufacturing.  As a result of all of these 
write offs, for the year ended December 31, 1996 gross profit was negatively 
effected by $3,513,000, selling general and administrative expenses increased
 $187,000 and restructuring costs amounted to $1,089,000.

Management believes that this decision is consistent with its strategy of 
concentrating on distributing non electric European houseware lines.  The 
Company signed a distribution agreement with Soehnle, a major German 
manufacturer of bathroom scales, in October 1996 and believes that this line,
 as well as the Brabantia Line, have good sales potential in North America.  
Going forward, the Company will continue to seek strategic partnerships with 
other manufacturers of high quality, superior designed, and complementary 
houseware products.

The Company believes that it will be able to continue as a going concern and 
generate sufficient cash flow to meet its obligations as they come due.  The 
Company has seen its customer base steadily increase on a monthly basis and 
management believes that there is positive sales momentum being generated.  
The Company receives favorable terms from its suppliers, has and will continue 
to negotiate increased bank availability with Century Business Credit 
Corporation (Century), and has raised money by selling equity and by 
obtaining short term loans.  Cost cutting measures to reduce overhead 
continue and management will also begin exploring the possibility of selling its
 electrics business to a third party in order to generate cash.  Management 
believes that this course of action represents the quickest and best route to
 increase sales, restore profitability and achieve its corporate objective of 
becoming an important supplier of housewares to the retail community.

Liquidity and Capital Resources

For the year ended December 31, 1996 (fiscal 1996), cash used in operating 
activities was $575,000.  Cash of $37,000 was used in investing activities 
and cash of $59,000 was used in financing activities.  As a result, at 
December 31, 1996 cash decreased by $671,000 to $100,000 compared to $771,000
 at December 31, 1995.  The Company had a negative working capital of 
$4,846,000 at December 31, 1996.

Accounts payable and other liabilities increased to $2,810,000 at December 
31, 1996 from $1,664,000 at December 31, 1995 due to a build up of inventory 
of Brabantia products.  At December 31, 1996, the Company had outstanding 
approximately $189,000 in commercial Letters of Credit covering the 
production and importation of the Grill Express and Pasta Express.

At December 31, 1996, the Company had notes payable due on demand in the amount 
of $1,000,000 payable to an entity whose principal is a director of the 
Company.  The loan bears interest at a rate of 12% per annum.  At December 
31, 1996, the Company also had $2,800,000 of notes outstanding to various 
individuals and shareholders of the Company.  These additional loans bear 
interest at between 12%-18% per annum and are also due on demand.  These 
loans, amounting to $3,800,000, were guaranteed by David Guttmann, the CEO 
and a principal shareholder of the Company, and Barry 
Septimus, the husband of a principal shareholder of the Company.


The Company amended its Certificate of Incorporation to designate a new class
 of 10,000 shares of 1996 preferred stock $.01 par value and a new class of 
10,000 shares of 1996-A preferred stock $.01 par value, from 5,000,000 shares
 of preferred stock previously authorized.  During June 1996, the Company 
issued 600 shares of the 1996 preferred stock for $600,000 of debt owed to 
David Guttmann and related entities.  During September  1996,  the Company 
issued 720 shares of the 1996-A preferred stock for $720,000 of debt owed to 
a company owned by David Guttmann and Barry Septimus, the husband of a 
principal stockholder of the Company and sold 450 shares of the 1996-A 
preferred stock for $450,000 to various Common stockholders of the Company 
including David Guttmann and Barry Septimus.  Each share of 1996 and 1996-A 
preferred stock is subject to mandatory redemption two years from the date of
 issuance at $1,000 per share plus unpaid dividends payable in cash, common 
stock or any combination thereof at the option of the Company.  At any time 
prior to redemption,  the preferred stockholders can at their option convert 
their 1996 preferred stock into 333 shares of common stock and their 1996-A 
preferred stock into 1,600 shares of common stock for each share of preferred
stock held.  The 1996 and 1996-A preferred stock are each entitled to a 
cumulative dividend of $120 per share per annum and shall be payable in 
quarterly installments on the first day of January, April, July and October 
commencing January 1, 1997.  At December 31, 1996, $78,000 of  
preferred stock dividends were accrued.

On December 20, 1996, the Company obtained a two year credit facility from 
Century Business Credit Corporation (Century) in the total amount of up to 
$300,000.  Loans on the revolving credit facility are available up to (i) the
 lesser of $200,000 or 40% of the Companys eligible inventory (as defined in the
 Agreement), plus (ii) the lesser of $100,000 or 40% of the eligible accounts 
receivables (as defined in the Agreement).

The Company pays interest at the greater of 9% or the prime rate plus 2.75%.  
The Company also pays a minimum loan fee in the event that the closing daily 
unpaid balance is less than a certain amount.  The Company paid a facility 
fee to obtain the line of credit and pays certain administrative fees.  
Century obtained a security interest in all the assets of the Company.

David Guttmann and Ace Surgical Supply Co., Inc., Consolidated Disposables, 
Inc. and Universal Medical Products, Inc., entities that David Guttmann is a 
principal of, guaranteed the obligations of the Company to Century and in 
return, the Company guaranteed the obligations of Ace and Consolidated under 
a loan from Century to these entities.



Results of Operations  

The Company had net sales of approximately $4,986,000 in the fiscal year ended 
December 31, 1996 compared to net sales of approximately $14,142,000 for the 
fiscal year ended December 31, 1995.  The decrease in sales was primarily the
 result of less unit sales of Pasta Machines and Grill Expresses, a lower 
average selling price, and high returns relative to sales.  Start up marketing 
difficulties associated with distributing Brabantia products were also much 
higher than anticipated.  A negative gross profit margin was realized for the
 fiscal year ended December 31, 1996 because of the high returns relative to 
sales, managements decision to write off electrics parts inventory, and  
reserves established against sales for future returns.

Selling, general and administrative expenses for fiscal 1996 were $4,091,000, a 
decrease of $5,361,000 from fiscal 1995 expense of $9,452,000.  This decrease is
 attributable primarily to a decrease in advertising expenses associated with
 running infomercials.  Infomercial media expenses in 1995 were approximately
 $4,753,000 but were negligible in 1996.

Interest expense and financing costs in fiscal 1996 were $793,000, a decrease of
 $505,000 from the $1,298,000 incurred during fiscal 1995 due to the lower 
level of business, lower interest rates negotiated on the notes payable and 
the sale of preferred stock used to finance operations.

Ending inventory at December 31, 1996 was $1,609,000 compared to $3,296,000 at 
December 31, 1995.  The decrease was primarily attributable to the write off 
of electrics parts inventory.

In March of 1996, the Company entered into an agreement with its former bank to 
pay off its indebtedness and release both the Company and the bank from any 
future obligations.  The Company borrowed additional funds to pay off the 
indebtedness.  The resulting settlement which 
occurred in March 1996, is summarized as follows:

          Loan balance subject to settlement	$3,583,000

          Paid by the Company	(1,500,000)
          Note payable  non-interest bearing issued by the
              Company  due March 11, 1998	(200,000)

          Debt assumed by a stockholder of the Company
              in exchange for 111,000 shares of common
              stock		(333,000)

          Gain on debt settlement	1,550,000



Due to the foregoing, the Company had a net loss of approximately $7,440,000 
for fiscal 1996 compared to a net loss in fiscal 1995 of approximately 
$7,251,000.	
	 


ITEM 7.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

See Pages F-1 through F-17


ITEM 8.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON 
ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable

PART III.


ITEM 9.	DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY        
The officers and directors of the Company are as follows:

   Name		Age	Title

Benjamin Sporn	58	Chairman of the Board

David Refson	51	Vice Chairman and
Director

David Guttmann	50	Director and Chief
 				Executive Officer

Richard Helfman	50	Director and President

David Selengut	41	Secretary


Benjamin Sporn has been a Director of the Company since January 1985 and 
Chairman of the Board since March 1990.  Since 1995 he has been Vice 
President Legal of  AMBI Inc.  Mr. Sporn was an attorney in private practice 
from January 1990 until 1995.  From 1964 until December 1989, Mr. Sporn was 
an attorney with AT&T and retired as General Attorney for Intellectual Property 
matters.  Mr. Sporn is Chairman of the Board of Micel Corp.


David Refson has been Vice Chairman and a Director of the Company since January 
1985.  Mr. Refson is the President and principal stockholder of Newmarket Co. 
Limited of Liberia ("Newmarket"), which invests in various entities.  Mr. 
Refson has been a private investor for more than the past five years and in 
his capacity as President of Newmarket, acts as a consultant to a number of 
foreign companies.


David Guttmann has been a director and Chief Executive Officer of the Company 
since May 1994.  From June 1983 until May 1994, Mr. Guttmann was Chief 
Executive Officer of Applied Microbiology Inc., and was its chairman until 
October 1995.  Mr. Guttmann also serves as Chairman of Ace Surgical Supply 
Co., Inc., a supplier of disposable surgical materials to the health care 
field.

Richard Helfman has been a Director of the Company since April 1990 and 
President since March 1990.  He devotes all his business time to the affairs 
of the Company.  From May 1987 to June 1989, Mr. Helfman was a commercial 
lending officer at The First New York Bank for Business, and from 1979 until 
May 1987, was a commercial lending officer at Extebank.  

David Selengut was elected Secretary of the Company in September 1987.  Mr. 
Selengut has been a partner at the law firm of Singer  Zamansky  LLP since May 
1995.  That firm has acted as counsel to the Company with respect to certain 
matters.  From May 1988 until April 1995, he was an Associate in the law firm
 of Neiman Ginsburg & Mairanz P.C., New York, New York.

Each of the Company's Directors has been elected to serve until the next annual 
meeting of the stockholders.  The Company's executive officers are appointed 
annually by the Company's Directors.  Each of the Company's Directors and 
Officers continues to serve until his successor has been elected and 
qualified.  Pursuant to a management agreement with Ace, Ace has the 
right to appoint two members of the Board of Directors.  Ace has never 
exercised this right.  The Company has an audit committee consisting of 
Benjamin Sporn and David Refson.

To the Companys knowledge, there were no delinquent 16(a) filers for 
transactions in the Companys securities during the year ended December 31, 1996.

ITEM 10.	EXECUTIVE COMPENSATION

The compensation paid to the Company's Chief Executive Officer and to each of 
the other executive officers whose total compensation exceeded $100,000 
during each of the preceding three fiscal years are as follows:

	1996 SUMMARY COMPENSATION TABLE                         
  		 Annual                 Other Annual	Long-Term
             Compensation		Compensation
			Awards
Name and Principal    Year             Salary      Compensation	       Options
Position                                        ($)	      ($)	            (#)		
David Guttmann,       1996              $50,000		      16,666(2)
Chief Executive Officer	
	 
	                     1995          	$128,218(1)			
		       1994	$88,269(1)				-0-
	
Richard Helfman,
President	
		      1996	$180,000				25,000(3)
	
		      1995	$187,692	-0-
	
                              1994           $234,576				
 
Benjamin Sporn,	1996	-0-		-0-		         16,666(2)
Director	
	
(1)	Represents compensation since May, 1994.  David Guttmann was being 
compensated at the rate of $150,000 per annum.  Mr. Guttmann voluntarily 
reduced his salary to $50,000 per annum during the latter part of 1995.

(2)	Represents options previously granted with the exercise price lowered to 
$2.05 on April 30, 1996.

(3)	Includes 16,666 options previously granted with the exercise price 
lowered to $2.05 on April 30, 1996.                                     




	OPTION GRANTS IN 1996
					Percent of Total
		Options		Options Granted to		Exercise	Expiration
Name 			Granted		Employees in Fiscal Year	 Price		 Date
(a)			(b)		1996				 $

David Guttmann, 	16,666(1)	13.7%             2.05   May 26, 2004
Chief Executive Officer	


Richard Helfman	    16,666(1)                 13.7%		      2.05 		May 25, 2004

			     8,333	           6.8%		               2.05	             April 30, 2001
	
Benjamin Sporn	16,666(1)	13.7%                           2.05   June 10, 2003

(1)	Represents options previously granted with the exercise price lowered to 
$2.05  per share on April  		30, 1996. 
AGGREGATED OPTION EXERCISES IN 1996 AND FOR YEAR-END OPTION VALUES   
	            Number of	 Value of
					 	 Unexercised	Unexercised
  					  	 Options  	in-the-Money
  					 	 at Fiscal	Options
			                           	Year-End	at Fiscal	
					 	(#)	            Year-End ($)

		Shares		Value		Exercisable/	Exercisable/
Name		Acquired on	Realized	Unexercisable	Unexercisable
		Exercise (#)	$
(a)		(b)		(c)		(d)		(e)
David Guttmann    -0-		-0-		16,666/0`````````-0-

Benjamin Sporn    -0-		-0-`````````````	16,666/0``````````-0-

Richard Helfman  -0-		-0-		25,000/0`````````  -0-	
  
The Company maintained a Qualified Retirement Plan and Trust for qualified 
employees effective as of January 1, 1993.  Under the plan, a profit sharing 
plan, the Company's contributions are discretionary.   The Company terminated
 the Plan in 1996.

At a Board of Directors meeting held on April 30, 1996, the Board of Directors 
determined that it should issue 46,666 stock options to certain officers and 
employees of the Company exercisable at $2.05 per share, the market price on 
April 29, 1996, in order to provide an incentive for them to continue providing 
services to the Company.  For the same reason, the Board of Directors 
determined that it should lower the exercise price of 86,666 stock options 
previously issued from $3.00 per share to $2.05 per share, the market price 
on April 29, 1996, of which 16,666 stock options were previously issued to 
each of Benjamin Sporn, David Guttmann and Richard Helfman.

ITEM 11.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL             
OWNERS AND MANAGEMENT                
                                        
 The following table sets forth, as of March 28, 1997, certain information as 
to the stock ownership of each person known by the Company to own beneficially 
5% or more of the  Company's outstanding Common Stock, by each director of 
the Company who owns any shares of the Company's Common Stock and by all 
officers and directors as a group:    								                           
                								Percentage of
                                    						        Class	  
Name of Beneficial		Number of Shares of          	           	        As of     
	
     Owner             		Common Stock Owned (1) 	              March 28, 1997

Ace Surgical Supply Co., Inc.	       1,152,000(2)  			    30.6%
170 53rd Street
Brooklyn, NY 

Bonnie Septimus (3)         	      169,711                             	6.5%
72 Lord Avenue
Lawrence, NY             	

David Guttmann  (4)	        	     1,596,427				    40%
170 53rd Street
Brooklyn, NY

Benjamin Sporn  (5)         	     31,847				     1.2%
170 53rd Street
Brooklyn, NY

Richard Helfman (6)     		   47,777				     1.8%
170 53rd Street
Brooklyn, NY

All officers and
  directors as a 
  group (5 persons)(7)     	         1,686,051				    42%

(1)	Except as otherwise indicated, all shares are beneficially owned and sole 
voting and investment power is held by the persons named.

(2)	Consists of shares issuable upon conversion of the 1996-A Preferred Stock.

(3)	A portion of the Common Stock is owned by Mrs. Septimus as nominee for 
certain members of her family.

(4)	A portion of the Common Stock is currently being held by Mr. Guttmann as 
nominee for certain members of his immediate family.  Includes 16,666 shares 
issuable upon exercise of stock options.  Also includes shares of Common 
Stock issuable upon conversion of 1996 and 1996-A Preferred Stock owned by 
him and Ace Surgical Supply Co., Inc.,  a corporation in which he is a 
principal.

(5)	Includes 16,666 shares underlying immediately exercisable installments of
 options.

(6)	Includes 25,000 shares underlying immediately exercisable options.

(7)	Includes the shares described in footnotes (4)(5) and (6) above.


ITEM 12.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Barry Septimus and David Guttmann, the shareholders of Ace Surgical Supply 
Co., Inc., personally guaranteed certain indebtedness of the Company in the 
amount of $3,800,000.  In addition, David Guttmann guaranteed the term loan 
of $1,000,000 issued to Shawmut and upon the workout with Shawmut in March 
1996, David Guttmann agreed to repay the remainder of the term loan in the 
amount of $333,333.  The Company agreed to issue a total of 111,111 Shares of
 Common Stock to his designees in consideration of the assumption of this debt.

In March 1993, the Company borrowed $600,000 from an affiliated entity of David 
Refson, Director of the Company.  In January, 1995, the Company borrowed an 
additional $400,000 from that entity.  Interest on these loans is 12% per 
annum and are due upon demand.    This loan is included in loans guaranteed 
by David Guttmann and Barry Septimus.

In June 1991, the Company moved its executive offices and in December 1991 its 
assembly line into a building at 170 53rd Street, Brooklyn, New York, which 
the Company leases from Ace, an entity owned by Barry Septimus and David 
Guttmann.  The Company executed a 10-year lease with Ace which provides for 
minimum annual rent of $467,000 for the first three years and thereafter 
annual rents will be negotiated between the parties based on the then-current
 economic conditions including rents for comparable space in the local area 
in each year thereafter.  The Company is also responsible for its share of 
real estate tax assessment.   Rent expense for the Brooklyn facility for 1996
 was $600,000.  Ace used a portion of the amount of this rent expense for the
 purchase of 720 1996-A Preferred Stock for $720,000.   The Company believes 
that the rent is not higher than would be paid to a non-affiliated company.  

During 1996, David Guttmann purchased for $1,000 each, 50 shares of 1996 
Preferred Stock and 120 shares of 1996-A Preferred Stock.  In addition, Ace 
Surgical Supply Co., Inc., purchased 720 shares of 1996-A Preferred Stock.  
See Managements Discussion and Analysis or Plan of Operation for a 
description of the terms of the 1996 and 1996-A Preferred Stock.

In December 1996, the Company obtained a line of credit from Century Business
 Credit Corporation (Century) up to a maximum of $300,000 (not more than 40% 
of the face amount of the eligible receivables plus 40% of the amount of 
eligible inventory).  David Guttmann and Ace Surgical Supply Co., Inc., 
Consolidated Disposables, Inc. (Consolidated) and Universal Medical Products,
 Inc., companies controlled by David Guttmann, guaranteed the Companys 
obligations to Century.  The Company in return guaranteed the obligations of 
Ace and Consolidated to Century.    See Managements Discussion and Analysis 
or Plan of Operation for a description of the loan agreement.

The Board of Directors of the Company is considering having a newly created 
subsidiary of the Company merge with and into Ace Surgical Supply Co., Inc., 
pursuant to which Ace would become a wholly owned subsidiary of the Company. 
 The merger must be approved by a majority of the non-interested directors  
of the Company and the Shareholders of Ace.  The terms of the merger have not 
been finalized to date and has not been approved by either the Shareholders 
of Ace or the Board of Directors of the Company.    


ITEM 13.	EXHIBITS, FINANCIAL STATEMENTS AND SCHEDULES AND REPORTS ON FORM 8-K


3.	(A)	Certificate of Incorporation filed with the Department of State of the
 State of New York on January 2, 1985 -- Incorporated by reference to the 
Registrant's Registration Statement on Form S-1 (File No. 33-2100), Exhibit 3.1.

(B)	Certificate of Amendment to the Certificate of Incorporation, filed with 
the Department of State of the State of New York on November 29, 1985 -- 
Incorporated by reference to the Registrant's Registration Statement on Form 
S-1 (File No. 33-2100), Exhibit 3.2.

(C)	By-Laws of Registrant -- Incorporated by reference to the Registrant's 
Registration Statement on Form S-1 (File No. 33-2100), Exhibit 3.3.

10.	(F)	1985 Stock Option Plan -- Incorporated by reference to the 
Registrant's Registration Statement on Form S-1 (File No. 33-2100), Exhibit 
10.6.

(I)	1993 Stock Option Plan - Incorporated by reference to the Registration 
Statement on Form S-8 filed December 2, 1993.

(J)	Management Agreement between the Company and Ace Surgical Supply Co., 
Inc. - Incorporated by reference to the Form 10-Q for quarter ended September
 30, 1989.

(K)	Lease Agreement between the Company and Ace Surgical Supply Co., Inc. - 
Incorporated by reference to the form 10-K for year ended December 31, 1991.

(L)	Recognition Agreement between the Company and United Production Workers 
Union, Local 17-18 - Incorporated by reference to form 10-K for year ended 
December 31, 1991.

(M)	Amendment No. 1 to the Management Agreement with Ace Surgical Supply Co.,
 Inc. - Incorporated by reference to Post Effective Amendment No. 2 to the 
registration statement on Form S-1 (File No. 33-2100).

(N)	Termination Agreement of the Infomercial Agreement with Direct Marketing 
Enterprises.  Incorporated by reference to Form 10-KSB for year ended 
December 31, 1993.

(O)	Factor Agreement with Rosenthal & Rosenthal . - Incorporated by reference
 to Form 10-KSB for year ended December 31, 1994.

(P)	Final Agreement with Shawmut - Incorporated by reference to Form 10-K SB for
year ended December 31, 1995.

(Q)	Brabantia Agreement - Incorporated by reference to form 10-KSB for year 
ended December 31, 1995.

(R)	Loan Agreement with Century Business Credit.

(S)	Soehnle-Waagen GmbH & Co. Agreement.

11.	Computation of Earnings Per Share

27.    Financial Data Schedule
      
        Reports on Form 8-K
         None     





	


 

CREATIVE TECHNOLOGIES CORP.

INDEX TO FINANCIAL STATEMENTS
FILED WITH THE ANNUAL REPORT OF THE
COMPANY ON FORM 10-KSB

DECEMBER 31, 1996



INCLUDED IN PART II:

   REPORT OF INDEPENDENT AUDITORS


   BALANCE SHEET AS AT DECEMBER 31, 1996


   STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (CAPITAL 
   DEFICIENCY) FOR THE YEARS ENDED DECEMBER 31, 1996 AND 
   DECEMBER 31, 1995


   STATEMENTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31,
   1996 AND DECEMBER 31, 1995


   STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31,
   1996 AND DECEMBER 31, 1995


   NOTES TO FINANCIAL STATEMENTS


REPORT OF INDEPENDENT AUDITORS



Board of Directors and Stockholders
Creative Technologies Corp.
Brooklyn, New York


	We have audited the accompanying balance sheet of Creative Technologies 
Corp. as at December 31, 1996 and the related statements of changes in 
stockholders' equity (capital deficiency), operations and cash flows for each
 of the years in the two-year period then ended.  These financial statements 
are the responsibility of the Company's management.  Our responsibility is to
 express an opinion on these financial statements based on our audits.

	We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free 
of material misstatement.  An audit includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements. 
 An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the overall 
financial statement presentation.  We believe that our audits provide a 
reasonable basis for our opinion.

	In our opinion, the financial statements enumerated above present fairly, in
 all material respects, the financial position of Creative Technologies Corp.
 as at December 31, 1996 and the results of its operations and its cash flows
 for each of the years in the two-year period then ended in conformity with 
generally accepted accounting principles.

	The accompanying financial statements have been prepared assuming that the 
Company will continue as a going concern.  As discussed in Note A to the 
financial statements, the Company has sustained recurring losses from 
operations and has a working capital deficiency and a capital deficiency that
 raise substantial doubt about its ability to continue as a going concern.  
Management's plans in regard to these matters are also described in Note A.  
The financial statements do not include any adjustments that might result 
from the outcome of this uncertainty.





New York, New York
February 21, 1997


<TABLE>
CREATIVE TECHNOLOGIES CORP.

BALANCE SHEET

AS AT DECEMBER 31, 1996
A S S E T S	
	(Note H[2])	
<S>	<C>		
Current assets:
   Cash . . . . . . . . . . . . . . . . . . . . . . . . .	$    100,000
   Accounts receivable - net of allowance for doubtful	
     accounts of $100,000 . . . . . . . . . . . . . . . .	      631,000
   Inventories (Notes A[2] and C) . . . . . . . . . . . .	   1,609,000
   Prepaid expenses and other current assets. . . . . . .	      201,000 
	
          Total current assets. . . . . . . . . . . . . .	   2,541,000
	
Fixed assets - at cost (less accumulated depreciation	
   and amortization of $684,000) (Notes A[1] and D) . . .	      781,000
Other assets. . . . . . . . . . . . . . . . . . . . . . .	        54,000 
	
          T O T A L . . . . . . . . . . . . . . . . . . .	$  3,376,000 

</TABLE>
<TABLE>	
L I A B I L I T I E S	
<S>	<C>	
Current liabilities:	
   Loan payable - bank (Note H[2]). . . . . . . . . . . .	$     42,000
   Notes payable (Note H[1]). . . . . . . . . . . . . . .	3,800,000
   Accounts payable and accrued expenses. . . . . . . . .	2,810,000 
   Customer claims payable. . . . . . . . . . . . . . . .	435,000
   Advances from customers. . . . . . . . . . . . . . . .	     300,000 
	
          Total current liabilities . . . . . . . . . . .	7,387,000 
	
Note payable bank (Note H[3]) . . . . . . . . . . . . . .	     200,000 
	
          Total liabilities . . . . . . . . . . . . . . .	   7,587,000 
	
Commitments and contingencies (Notes G, H and K)	
	
CAPITAL DEFICIENCY	
	(Notes A, E and F)	
	
Preferred stock - $.01 par value; 5,000,000 shares	
   authorized: 	
     10,000 shares of convertible stock designated as 	
       1996 preferred stock; 600 shares issued and 	
       outstanding. . . . . . . . . . . . . . . . . . . .	600,000
     10,000 shares of convertible stock designated as 	
       1996-A preferred stock, 1,170 shares issued and	
       outstanding. . . . . . . . . . . . . . . . . . . .	1,170,000
	
Common stock - $.09 par value; 20,000,000 shares 	
   authorized; 2,611,000 shares issued and outstanding. .	234,000
Additional paid-in capital. . . . . . . . . . . . . . . .	8,900,000
Deficit . . . . . . . . . . . . . . . . . . . . . . . . .	 (15,115,000)
	
          Total capital deficiency. . . . . . . . . . . .	  (4,211,000)
	
          T O T A L . . . . . . . . . . . . . . . . . . .	$  3,376,000 
<FN>
Attention is directed to the foregoing accountants' report an to the 
accompanying notes to financial statements.

</TABLE



</TABLE>
<TABLE>
CREATIVE TECHNOLOGIES CORP.
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (CAPITAL DEFICIENCY)

				<CAPTION>
	1996		1996 - A							
	Preferred Stock  Preferred Stock  Common Stock      					
	Number		         Number		           Number		          Additional Stock		
	of		             of	                of          Par   	Paid-In  	Subscription		
	Shares	  Value  	Shares	   Value   	Shares   	  Value  Capital  	Receivable 	   Deficit   	    Total    
<S>	      <C>	   <C>	      <C>	   <C>	     <C>	      <C>        <C>	           <C>              <C>									
Balance - January 1, 1995 . .					4,967,000	$148,000	$6,141,000		                $ (424,000)	$ 5,865,000
										
Exercise of options . . . . .					31,000	      1,000	    8,000			                               9,000
										
Issuance of common stock in										
   connection with private										
   placement (Note F) . . . .					2,503,000	75,000	  2,428,000	   $(50,000)		                   2,453,000
										
Net (loss) for the year ended										
   December 31, 1995. . . . .					           	         	           	         	  (7,251,000)	  (7,251,000)
										
Balance - December 31, 1995 .				 7,501,000	224,000	8,577,000	     (50,000)	    (7,675,000)	   1,076,000
										
Reverse stock split, 3 to 1										
   (Note A[8]). . . . . . . .					(5,001,000)					
										
Issuance of 1996 preferred										
   stock to related										
   parties (Note E) . . . . .	
600	    $600,000								                                                                        600,000
										
Issuance of 1996 - A										
   preferred stock to										
   related parties (Note E) .			
               1,170	  $1,170,000						                                                         1,170,000
										
Proceeds from stock										
   subscription receivable. .								                               50,000		                    50,000
										
Common stock issue in										
   connection with bank 										
   settlement (Note H). . . .					   111,000	    10,000	   323,000			                            333,000
										
Net (loss) for the year ended										
   December 31, 1996. . . . .	    	         	      	           	            	   (7,440,000)	 (7,440,000)
										
										
BALANCE - DECEMBER 31, 1996 .	
600 	$600,000 	1,170 	$1,170,000 	 2,611,000 	   $234,000 	$8,900,000 $ 0   	$(15,115,000)   $(4,211,000)
<FN>
Attention is directed to the foregoing accountants' report and to the 
accompanying notes to financial statements.
</TABLE>


<TABLE>
CREATIVE TECHNOLOGIES CORP.
STATEMENTS OF OPERATIONS

<CAPTION>
									       								
	 Year Ended December 31,  	
	     1996   	    1995    
<S>	<C>	<C>		
Net sales. . . . . . . . . . . . . . . . . .	$ 4,986,000	$14,142,000
		
Cost of sales. . . . . . . . . . . . . . . .	  6,563,000 	 10,885,000 
		
Gross profit . . . . . . . . . . . . . . . .	 (1,577,000)	  3,257,000 
		
		
Operating expenses:		
   Selling, general and administrative . . .	4,091,000	9,452,000
		
   Warehousing costs . . . . . . . . . . . .	959,000	
		
   Restructuring costs (Note J). . . . . . .	1,089,000	
		
   Interest expense and financing costs. . .	    793,000 	  1,298,000 
		
	  6,932,000 	 10,750,000 
		
Net (loss) before provision (benefit) for 		
   income taxes and extraordinary item . . .	 (8,509,000)	 (7,493,000)
		
Provision (benefit) for income taxes:		
   Current . . . . . . . . . . . . . . . . .	36,000	(242,000)
		
   Deferred. . . . . . . . . . . . . . . . .	    445,000 	            
		
	    481,000 	   (242,000)
		
Net (loss) before extraordinary item . . . .	 (8,990,000)	 (7,251,000)
		
Extraordinary item - gain on early 		
   retirement of debt (Note H) . . . . . . .	  1,550,000 	            
		
		
NET (LOSS) . . . . . . . . . . . . . . . . .	$(7,440,000)	$(7,251,000)
		
		
Per common share:		
   Net loss before extraordinary item. . . .	$(3.50)	$(4.00)
		
   Extraordinary item. . . . . . . . . . . .	$.60       
		
   Net loss. . . . . . . . . . . . . . . . .	$(2.90)	$(4.00)
<FN>
Attention is directed to the foregoing accountants' report and to the 
accompanying notes to financial statements.
</TABLE>


<TABLE>
CREATIVE TECHNOLOGIES CORP.
STATEMENTS OF CASH FLOWS
<CAPTION>
	  Year Ended December 31, 	
	    1996    	    1995    
<S>	<C>	<C>		
Cash flows from operating activities:		
   Net (loss) . . . . . . . . . . . . . . . . . . . . . . .	$(7,440,000)	$(7,251,000)
   Adjustments to reconcile net (loss) to net cash		
     (used in) operating activities:		
       Debt forgiveness . . . . . . . . . . . . . . . . . .	(1,550,000)	
       Depreciation and amortization. . . . . . . . . . . .	551,000	600,000
       Loss on write-down of fixed assets . . . . . . . . .	1,014,000	194,000
       Changes in operating assets and liabilities:		
         Decrease (increase) in accounts receivable 	2,276,000	(1,537,000)
         Decrease (increase) in prepaid expenses and other		
           assets . . . . . . . . . . . . . . . . . . . . .	561,000	(66,000)
         Decrease in inventories. . . . . . . . . . . . . .	1,687,000	2,175,000
         Decrease in deferred tax asset . . . . . . . . . .	445,000	
         Increase in customer claims payable. . . . . . . .	435,000	
         Increase in advances from customers. . . . . . . .	300,000	
         Increase (decrease) in accounts payable and 		
           accrued expenses . . . . . . . . . . . . . . . .	  1,146,000 	 (1,766,000)
		
           Net cash (used in) operating		
             activities . . . . . . . . . . . . . . . . . .	   (575,000)	 (7,651,000)
		
		
Cash flows from investing activities:		
   Acquisition of fixed assets. . . . . . . . . . . . . . .	(37,000)	(108,000)
   Acquisition of intangibles . . . . . . . . . . . . . . .	            	    (53,000)
		
           Net cash (used in) investing activities. . . . .	    (37,000)	   (161,000)
		
		
Cash flows from financing activities:		
   Net proceeds from loan payable - bank. . . . . . . . . .	42,000	4,824,000
   Repayments of loans payable - bank . . . . . . . . . . .	(2,741,000)	
   Proceeds from notes payable. . . . . . . . . . . . . . .	2,113,000	2,280,000
   Repayments of notes payable. . . . . . . . . . . . . . .	(1,293,000)	(1,400,000)
   Proceeds from sale of preferred stock. . . . . . . . . .	1,770,000	
   Proceeds from exercise of options. . . . . . . . . . . .		9,000
   Proceeds from sale of common stock . . . . . . . . . . .		2,453,000
   Proceeds from stock subscription receivable. . . . . . .	     50,000 	            
		
           Net cash (used in) provided by financing		
             activities . . . . . . . . . . . . . . . . . .	    (59,000)	  8,166,000 
		
		
NET (DECREASE) INCREASE IN CASH . . . . . . . . . . . . . .	(671,000)	354,000
		
Cash - January 1. . . . . . . . . . . . . . . . . . . . . .	    771,000 	    417,000 
		
		
CASH - DECEMBER 31. . . . . . . . . . . . . . . . . . . . .	$   100,000 	$   771,000 
		
		
Supplemental disclosures of cash flow information:		
   Interest paid. . . . . . . . . . . . . . . . . . . . . .	$   838,000	$ 1,265,000
   Taxes paid . . . . . . . . . . . . . . . . . . . . . . .		364,000
   Noncash financing activities:		
     Loan assumed by shareholder in exchange for common		
       stock (Note H[3]). . . . . . . . . . . . . . . . . .	333,000	
<FN>
Attention is directed to the foregoing accountants' report and to the 
accompanying notes to financial statements.
</TABLE>


(NOTE A) - The Company and its Significant Accounting Policies:

	The Company is engaged in importing and marketing small household products, 
principally to department and discount stores, catalogue and other retailers.

	The Company incurred substantial losses in the years ended December 31, 1996
 and December 31, 1995 of $7,440,000 and $7,251,000, respectively, and has a 
working capital deficiency of $4,846,000 as of December 31, 1996.  These 
conditions raise substantial doubt about the Company's ability to continue as
 a going concern.  The Company's ability to continue as a going concern is 
dependent upon its ability to generate sufficient cash flows to meet its 
obligations as they come due.  The Company believes that it will be able to 
continue as a going concern and generate sufficient cash flow to meet its 
obligations as they come due.  
Management believes that there is positive sales momentum being generated by 
products sold pursuant to the distribution agreement referred to in Note 
G[3].  The Company will continue to negotiate increased bank credit 
availability (Note H[2]).  Cost cutting measures to reduce overhead are 
continuing.

	[1]  Fixed assets:

		Fixed assets are being depreciated over their estimated useful lives 
ranging from 5 to 7 years.  Leasehold improvements are amortized over the 
remaining term of the lease or the life of the improvement, whichever is 
shorter.  The Company values these assets according to their projected 
benefits over their useful life.

	[2]  Inventories:

		Inventories are stated at the lower of cost (first-in, first-out) or market.

	[3]  Revenue recognition:
          
		Revenue is recognized upon shipment of merchandise which has limited 
warranties on parts and labor.  The Company returns defective product to 
vendors for partial credit.  Product warranty costs have been insignificant 
and are charged to expense as incurred.  The Company provides for returns and
 allowances based on historical experience.


(NOTE A) - The Company and its Significant Accounting Policies:
		   (continued)

	[4]  Net loss per common share:

		Net loss per common share is based on the loss and, for the year ended 
December 31, 1996, increased by the cumulative dividend requirements on 
preferred stock of $73,000 divided by the weighted average number of common 
shares outstanding. 

		Shares used in the computation of loss per share are 2,591,000 for the year
 ended December 31, 1996 and 1,811,000 for the year ended December 31, 1995.

	[5]  Use of estimates:

		The preparation of financial statements in conformity with generally 
accepted accounting principles requires management to make estimates and 
assumptions that affect the reported amounts of assets and liabilities and 
disclosure of contingent assets and liabilities at the date of the financial 
statements and the reported amounts of revenues and expenses during the 
reporting period.  Actual results could differ from those estimates.

	[6]	Fair value of financial instruments:

		The carrying value of cash, accounts receivable, accounts payable and notes 
payable approximates their fair value due to the short period to maturity of 
these instruments.

	[7]	Stock-based compensation:

		In October 1995, the Financial Accounting Standards Board issued Statements
 of Financial Accounting Standards No. 123 ("SFAS No. 123"), "Accounting for 
Stock-Based Compensation".  SFAS No. 123 encourages, but does not require, 
companies to record compensation cost for stock-based employee compensation 
plans at fair value.  The Company has elected to continue to account for its 
stock-based compensation plans using the intrinsic value method prescribed by
 Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to 
Employees" ("APB No. 25") and, for options granted after December 31, 1995 
to present pro forma earnings (loss) and per share information as though it 
had adopted SFAS No. 123.  Under the provisions of APB No. 25, compensation 
cost for stock options is measured as the excess, if any, of the quoted 
market price of the Company's common stock at the date of the grant over the 
amount an employee must pay to acquire the stock.


(NOTE A) - The Company and its Significant Accounting Policies:
		   (continued)

	[8]  Reverse stock split:

		On September 4, 1996 the Board of Directors approved a three for one 
reverse stock split effective September 5, 1996.  All references in these 
financial statements to numbers of common shares, stock prices and earnings 
per share amounts have been restated to give retroactive effect to the reverse 
stock split.


(NOTE B) - Concentration of Credit Risk/Factoring Arrangements:

	In April of 1995, the Company terminated its relationship with its factor.  
During the year ended December 31, 1995, the factor's commissions and 
interest charges were $47,000 and $153,000, respectively.  See Note H[2] with
 respect to a new agreement.


(NOTE C) - Inventories:

	Inventories consist of finished goods stated at the lower of cost or market, 
using the first-in, first-out method.


(NOTE D) - Fixed Assets:

	Fixed assets are comprised of the following:

		Molds . . . . . . . . . . . . . . . . .  $  416,000
		Equipment . . . . . . . . . . . . . . .      64,000
		Furniture and fixtures. . . . . . . . .     224,000
		Leasehold improvements. . . . . . . . .     761,000 

		          T o t a l . . . . . . . . . .   1,465,000 

		Less accumulated depreciation and
		   amortization . . . . . . . . . . . .    (684,000)

		          B a l a n c e . . . . . . . .  $  781,000 

	As a result of operations during the year ended December 31, 1996 and 
December 31, 1995, the Company reduced the carrying value of certain fixed 
assets by approximately $1,014,000 and $194,000, respectively, based on 
future cash flow considerations.  The Company believes that this reduction 
will result in the fixed assets being carried at recoverable values.


(NOTE E) - Preferred Stock:

	[1]	1996 Preferred Stock:

		In June 1996 the Board of Directors designated 10,000 shares of preferred 
stock as "1996 Preferred Stock" valued at $1,000 per share.  The holders of 
1996 Preferred Stock are entitled to:

  (i)	receive cumulative dividends at the rate of $120 per annum payable 
quarterly in cash or common stock at the option of the Company,

 (ii)	convert each share of preferred stock into approximately 333 shares 
of common stock subject to adjustment, as defined,

(iii)	redemption of their preferred shares on June 1, 1998 at $1,000 per 
share payable in cash or shares of common stock at the option of the Company,

 (iv)	liquidation preferences of $1,000 per preferred share and

  (v)	no voting rights.

		The Company, at its option, has the right to redeem all or any portion of 
the 1996 Preferred Stock at $1,100 per share plus accrued and unpaid 
dividends prior to June 1, 1998.

		Cumulative unpaid 1996 preferred stock dividends aggregated $38,000 at 
December 31, 1996.

	[2]	1996 - A Preferred Stock:

		On September 30, 1996 the Board of Directors designated  10,000 shares of 
preferred stock as "1996 - A Preferred Stock" valued at $1,000 per share.  
The holders of 1996 - A Preferred Stock are entitled to:

  (i)	receive cumulative dividends at the rate of $120 per annum payable 
quarterly in cash or common stock at the option of the Company,

 (ii)	convert each share of preferred stock into approximately 1,600 shares of 
common stock subject to adjustment, as defined, 

(iii)	redemption of their preferred shares on October 1, 1998 at $1,000 per 
share payable in cash or shares of common stock at the option of the Company, 


(NOTE E) - Preferred Stock:  (continued)

	[2]	1996 - A Preferred Stock:  (continued)

 (iv)	liquidation preferences of $1,000 per preferred share and

  (v)	no voting rights.

		The Company, at its option, has the right to redeem all or any portion of the 
1996 - A Preferred Stock at $1,100 per share plus accrued and unpaid 
dividends prior to October 1, 1998.

		Cumulative unpaid 1996-A preferred stock dividends aggregated $35,000 at 
December 31, 1996.


(NOTE F) - Capital Stock:

	[1]  The Company has a stock option plan (the "1985 Plan") which provides 
for issuance of incentive stock options or nonqualified stock options to key 
employees, directors, officers and consultants.  The aggregate number of 
shares of common stock which may be issued under the 1985 Plan is 77,667.  No 
additional options may be granted under this Plan.  Options become 
exercisable in annual installments commencing one year from date of grant and
 expire, if not exercised, within a maximum of ten years (five years for a ten 
percent or greater stockholder).  Incentive stock options may not be granted 
at less than the fair market value of the underlying shares at date of grant 
(110% of fair market value for a ten percent or greater stockholder).

		Effective 1993, the Company established a stock option plan (the "1993 
Plan") for eligible employees and certain outside consultants.  The aggregate
 number of shares of common stock to be issued under this Plan is 166,667.  
Options are granted at the discretion of the Board of Directors.  Options 
granted under the 1993 Plan expire at the end of five or ten years from the 
date of grant or 89 days after termination of employment, whichever is earlier.


(NOTE F) - Capital Stock:  (continued)

	[1]  (continued)

		Stock option activity under the 1985 Plan and the 1993 Plan is summarized as 
follows: 
<TABLE>
	      Year Ended December 31,       			
	       1996         		       1995       	
<CAPTION>
		Weighted		Weighted
		Average		Average
		Exercise		Exercise
	  Shares 	  Price 	 Shares 	  Price 
<S>	<C>	<C>	<C>	<C>				
Options outstanding at 				
   beginning of year . . . .	108,556	$6.93	89,000	$10.40
Granted. . . . . . . . . . .	186,666	$2.41	93,333	$ 6.33
Exercised. . . . . . . . . .	- 0 - 		(10,444)	$  .90
Expired and cancelled. . . .	(139,445)	$4.25	(63,333)	$11.92
				
Options outstanding at end				
   of year . . . . . . . . .	155,777 	$3.91	108,556 	$ 6.93
				
Options exercisable at end				
   of year . . . . . . . . .	139,109 	$3.77	 53,555 	$ 7.52
</TABLE>
		The following table presents information relating to stock options 
outstanding at December 31, 
1996.


				Options	
	    Options Outstanding     			    
Exercisable   	
			Weighted		
		Weighted	Average		Weighted
		Average	Remaining		Average
Range of		Exercise	Life in		Exercise
Exercise Price	 Shares 	  Price 	  Years  	 Shares 	  Price 
					
$2.06	116,666	$ 2.06	5.54	103,332	$ 2.06
					
$5.46 - $7.50	19,666	$ 5.72	6.72	19,666	$ 5.72
					
$9.00 - $17.16	 19,445 	$13.21	2.69	 16,111 	$12.40
					
	155,777 		5.33	139,109 	

		As of December 31, 1996, 16,667 options are available for future grant under 
the 1993 Plan.  Had the Company, elected to recognize compensation cost based
 on the fair value of the options at the date of grant as prescribed by SFAS 
No. 123, net (loss) in 1996 and 1995 would have been ($7,665,000) and 
($7,546,000) or ($2.99) per share and ($4.17) per share, respectively.


(NOTE F) - Capital Stock:  (continued)

 	[2]	During 1995, the Company raised approximately $2,503,000 in connection 
with a series of private placements at a price of $0.33 per share of common 
stock.  277,000 of these shares were issued as of December 31, 1995.  The 
issuance of the remaining 557,000 shares was subject to stockholder approval 
pursuant to NASD rules which was obtained at a stockholders' meeting in 
January of 1996.  At this meeting the stockholders approved the issuance of 
1,333,000 shares.

	[3]	Warrants:

		At December 31, 1996, shares of common stock were reserved for issuance 
upon exercise of warrants as follows:

        Number of     Exercise            Expiration
     Shares Reserved   Price                  Date                

        10,416 (a)     $ 9.00   June 21, 1997
         1,481 (b)     $12.00   May 1, 2000 through August 1, 2000 
        13,703 (c)     $12.00   April 1, 2000
        16,667 (d)     $ 5.46   August 22, 2000

	(a)	Issued in 1992 to former guarantors of debt.

	(b)	Issued in 1995 in connection with the obtaining of financing.

	(c)	Issued in 1995 in connection with the obtaining of financing.

	(d)	Issued in 1995 in connection with a series of private placements.


(NOTE G) - Commitments and Contingencies:

	[1]  The Company is obligated under a lease with a company owned by the 
Company's principal stockholders for office and factory space expiring 
December 31, 2001.  The lease provides that annual rent payable under the 
lease shall be based on the then current economic condition, including 
availability of comparable rental space in the local area.  The Company is 
also subject to additional payments for real estate tax and other 
assessments.  The Company has also entered into a month-to-month lease for an 
office in Hong Kong.  Rent and other expenses for office and factory space 
aggregated $624,000 in each of 1996 and 1995.  Substantially all of this rent
 was to the related party.


(NOTE G) - Commitments and Contingencies:  (continued)

	[1]  (continued)

		Included in accounts payable and accrued expenses at December 31, 1996 is 
approximately 
$152,000 due to the related company for rent in arrears.

	[2]  The Company has a contract with an officer/shareholder expiring in 
December 1997, which provides for annual negotiation of salary and bonus.  
Salary for this individual aggregated approximately $180,000 and $188,000  
for 1996 and 1995, respectively.

	[3]  The Company entered into a distribution agreement with a manufacturer of 
household items which requires the Company to make specified minimum 
purchases to maintain its exclusive distribution rights.


(NOTE H) - Notes Payable and Related Party Transactions:

	[1]  At December 31, 1996 the Company had outstanding notes payable 
totalling $3,800,000.  Of this amount, $2,850,000 bears interest at 12%, 
$200,000 bears interest at 15% and $750,000 bears interest at 18%.  These 
notes are all due on demand and include $1,000,000 due to an entity whose 
principal is a director of the Company.  The remaining $2,800,000 is payable 
to various individuals who are stockholders or entities whose principals are 
stockholders of the Company.  These notes payable are personally guaranteed 
by certain stockholders of the Company.

	[2]	In December 1996 the Company and the related party referred to in Note G, 
entered into a two-year loan and security agreement with a lender whereby the
 Company and the related party are required to maintain an outstanding 
combined loan balance of not less than $1,500,000, but no more than 
$3,000,000.  The loan is collateralized by substantially all of the assets of
 the Company and is guaranteed by the Company, the related party and an 
officer of the Company.  Under the agreement, the Company and the related 
party, receive revolving credit advances based on accounts receivable and 
inventory available and are required to pay interest at a rate of prime plus 
2.75% plus all of the lenders out-of-pocket costs and expenses.  The 
agreement, among other matters, restricts the Company with respect to (i) 
incurring any lien or encumbrance on its property or assets, (ii) entering 
into new indebtedness (iii) incurring capital expenditures in any fiscal year 
in an amount in excess of $100,000 and requires an officer of the Company to 
maintain certain ownership percentages.


(NOTE H) - Notes Payable and Related Party Transactions:  (continued)

	[2]  (continued)

		As of December 31, 1996 the Company had $42,000 outstanding under this 
facility.

	[3]	In 1995 the Company had a line of credit and a term loan from a bank for 
$14,000,000 and $1,000,000, respectively.  Interest was being charged on both
 of these loans at a rate of 1% above prime and was collateralized by 
substantially all of the assets of the Company and the term loan was 
personally guaranteed by a stockholder.  At December 31, 1995 the Company was in
default of certain terms of the agreement.

		In March of 1996, the Company entered into an agreement with the bank to repay
 the debt and release both the Company and the bank from any future 
obligations.  The Company borrowed additional funds to pay off the 
indebtedness.  The resulting settlement is summarized as follows:

	Balance of indebtedness at time of settlement .  $ 3,583,000 
	Paid by the Company . . . . . . . . . . . . . .   (1,500,000)
	Note payable - noninterest bearing issued by
	   the Company due March 11, 1998 . . . . . . .     (200,000)
	Assumed by a stockholder of the Company in 
	   exchange for 111,000 shares of common stock.     (333,000)

	Reduction of indebtedness due to settlement . .  $ 1,550,000 

	[4]	In December 1992, as consideration for waiving its right to share in the 
Company's profits under a 1989 management agreement, Ace Surgical Supply Co.,
 Inc., whose chairman is a principal stockholder of the Company, was granted 
an exclusive worldwide license to manufacture and sell an industrial version 
of the Grill Express.  Under this agreement, the Company is entitled to a 5% 
royalty on the net selling price of such product.  As of December 31, 1996 no
 monies have been received under the above agreement.



(NOTE I) - Income Taxes: 

	The major deferred tax asset (liability) items at December 31, 1996 are as 
follows:

	     Net operating loss carryforwards. . . .  $ 6,598,000 
	     Provision for doubtful accounts . . . .       44,000 
	     Depreciation of fixed assets. . . . . .       46,000  

	                                                6,688,000  
	     Valuation allowance . . . . . . . . . .   (6,688,000)

	                                              $   - 0 -   

	The difference between the tax provision (benefit) and the amount that would be
 computed by applying the statutory Federal income tax rate to income before 
taxes is attributable to the following:

	                                             December 31,      
	                                         1996          1995    

	Income tax (benefit) at 34% . . . .  $(2,366,000)  $(2,548,000)
	State and local income tax 
	   (benefit) - net of federal tax
	   effect . . . . . . . . . . . . .     (505,000)     (805,000)
	Increase in valuation allowance 
	   on deferred tax assets . . . . .    3,430,000     3,258,000 
	Other . . . . . . . . . . . . . . .      (78,000)     (147,000)

	                                     $   481,000   $  (242,000)

	The Company's net operating loss carryforwards for income tax reporting 
purposes aggregate approximately $14,604,000 with the following expiration 
dates:  $178,000 in year 2007, $7,017,000 in year 2010 and the remaining 
balance of $7,409,000 expires in year 2011.  Due to the Company's issuance of 
stock during 1995 and 1996, the Company's annual use of the net operating 
loss carryforwards may be limited pursuant to Section 382 of the Internal 
Revenue Code.


(NOTE J) - Restructuring Costs:

	During 1996, the Company ceased manufacturing and reduced the importing of its 
electric household appliances.  As a result of these actions the Company 
incurred restructuring charges of approximately $1,100,000 representing the 
write-off of molds used in the manufacturing of its electric household 
appliances.


(NOTE K) - Product Liability and Litigation:

	The Company has received notice that several consumers claim to have 
suffered finger injuries while using one of the Company's appliance products.
  The claims are covered by the Company's product liability insurance 
carrier.  The Company redesigned the appliance in August 1992, and believes that
 the modification made should minimize the possibility of such injury.  The 
Consumer Product Safety Commission (the "CPSC") made a preliminary 
determination that the Company's appliance product represents a "substantial 
product hazard" as that term is defined in the Consumer Product Safety Act.

	The Company proposed and the CPSC accepted a voluntary corrective action 
plan to be implemented during 1997, whereby the Company would replace certain
 parts of the appliances manufactured prior to August 1992.  Management has 
estimated that the costs of implementing this plan will be approximately 
$50,000 and the Company has accordingly recorded a reserve for this amount as
 of December 31, 1996.

	The Company believes that the ultimate resolution of these matters will not 
have a material effect on its financial condition.

	During 1995, the Company filed a lawsuit against a vendor seeking damages of 
$1,700,000 for breach of contract and breach of warranty with respect to the 
vendor's manufacturing of certain products.  The vendor denied the 
allegations in the complaint and counterclaimed for $1,400,000 predicated 
primarily upon allegations that the Company wrongfully cancelled pending 
purchase orders.  During 1996, this matter was settled with no material 
effect on the financial position.


(NOTE L) - Other Matters:

	The Company purchases a significant portion of its finished goods from a 
supplier in the Netherlands.



SIGNATURES

Pursuant to the requirements of Section 13 and 15(d) 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.


			CREATIVE TECHNOLOGIES CORP.

	By:   S/RICHARD HELFMAN       
	Richard Helfman, President


Dated: April 7, 1997

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



 s/Benjamin Sporn        		Chairman of the Board 
Benjamin Sporn				of Directors
April 7, 1997
                            


 s/David Refson          		Vice Chairman of the
David Refson				Board and Director
April 7, 1997



 s/ David Guttmann      		Director and Chief
David Guttmann				Executive Officer
April 7, 1997



 s/Richard Helfman      		President, Director  and 
Richard Helfman	       		Chief Financial Officer
April 7, 1997