SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A



(Mark One)
     [X] Quarterly  report under Section 13 or 15(d) of the Securities  Exchange
Act of 1934 for the fiscal year ended September 30, 1996 .

     [ ] Transition report under Section 13 or 15(d) of the Securities  Exchange
Act of 1934 for the transition period from ________________to_________________.


     Commission file number:  0-13409


                        Eurotronics Holdings Incorporated
                 (Name of Small Business Issuer in Its Charter)

                    Utah                                          87-0550824
(State or Other Jurisdiction of                                (I.R.S. Employer
Incorporation or Organization)                               Identification No.)


                1095 East 2100 South, Salt Lake City, Utah 84106
                    (Address of Principal Executive Offices)


                                 (801) 487-0888
                (Issuer's Telephone Number, Including Area Code)


     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 XX

     The number of shares  outstanding of the issuer's  common stock,  par value
$0.0001, as of November 19, 1996 was 4,520,336.

                                                             Total Pages:   8
                                                   Exhibit Index on Page:   8
<PAGE>
                                     PART I

ITEM 1.  FINANCIAL STATEMENTS

INDEX TO  FINANCIAL STATEMENTS                                              PAGE

Balance Sheets..............................................................F-1

Statements of Operations....................................................F-2

Statements of Cash Flows....................................................F-3

Condensed Notes to Financial Statements.....................................F-4
<PAGE>
<TABLE>
<CAPTION>
                           EUROTRONICS HOLDINGS, INC.
                            Unaudited Balance Sheets
                    September 30, 1996 and December 31, 1995


                                                     September 30,  December 31,
                                                          1996           1995
                                                       ---------       --------
ASSETS
Current Assets
<S>                                                    <C>              <C>     
      Cash ...................................         $ 21,272         $ 17,782
      Accounts Receivable ....................           89,375           17,770
                                                       --------         --------
      Total Current Assets ...................          110,647           35,552

Equipment, net depreciation ..................           37,317           23,638

TOTAL ASSETS .................................         $147,964         $ 59,190
                                                       ========         ========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
      Accounts Payable ...............................   $  22,074    $   4,822
      Accrued Expenses ...............................   $ 106,842    $  21,629
      Current portion of long-term debt ..............       4,284        4,284
                                                         ---------    ---------
      Total Current Liabilities ......................     133,200       30,735

Long Term Debt .......................................      25,716       25,716

                                                         ---------    ---------
TOTAL LIABILITIES ....................................     158,916       56,451

STOCKHOLDERS' EQUITY:
      Common stock, $.0001 par value;
      Authorized, 200,000,000 shares;
      Issued, 19,935,717 shares at September 30,1996 .       1,993        1,000
      Additional paid-in capital .....................       5,408        3,764
      Accumulated Deficit ............................     (18,353)      (2,025)
                                                         ---------    ---------
TOTAL STOCKHOLDERS' EQUITY ...........................     (10,952)       2,739

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ...........   $ 147,964    $  59,190
                                                         =========    =========
</TABLE>
                  See notes to unaudited financial statements.
                                      F-1
<PAGE>
<TABLE>
<CAPTION>
                                                     EUROTRONICS HOLDINGS, INC.
                                                 Unaudited Statements of Operations
                                For The Three Months Ended September 30, 1996 and September 30, 1995
                                 For the Nine Months Ended September 30, 1996 and September 30, 1995


                                                                Three              Three               Nine               Nine
                                                                Months             Months             Months             Months
                                                                 1996               1995               1996               1995
                                                            ---------------    ---------------    ---------------    ---------------
<S>                                                       <C>                  <C>                 <C>                  <C>         
Revenue ..........................................        $     84,560         $     63,020        $    253,762         $     81,999
Cost of Revenue ..................................        $     29,165         $     31,133        $     99,713         $     46,568
                                                          ------------         ------------        ------------         ------------
Gross Profit .....................................              55,395               31,887             154,049               35,431

Expenses:
      General and administrative .................             124,760               22,029             166,739               32,312
      Amortization and depreciation ..............               1,213                 --                 3,638                 --
                                                          ------------         ------------        ------------         ------------
                                                               125,973               22,029             170,377               32,312
                                                          ------------         ------------        ------------         ------------
Income (Loss) before income taxes: ...............             (70,578)               9,858             (16,328)               3,119
      Income taxes ...............................                --                   --                  --                   --
                                                          ------------         ------------        ------------         ------------
NET INCOME (LOSS) ................................        $    (70,578)        $      9,858        $    (16,328)        $      3,119
                                                          ============         ============        ============         ============

NET INCOME (LOSS) PER COMMON SHARE ...............        $       --           $       --          $       --           $        --
                                                          ============         ============        ============         ============

Weighted average number of shares
outstanding ......................................          19,935,717           19,935,717          19,935,717           19,935,717
                                                          ============         ============        ============         ============

                                            See notes to unaudited financial statements.
                                                                 F-2
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                           EUROTRONICS HOLDINGS, INC.
                       Unaudited Statements of Cash Flows
           Nine Months Ended September 30, 1996 and September 30, 1995


                                                             Nine          Nine
                                                            Months        Months
                                                             1996         1995
                                                           ---------   ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                        <C>         <C>     
     Net Income (Loss) .................................   $(16,328)   $  3,119

     Adjustments to reconcile net income (loss) to
     net cash used by operating activities:
        (Increase) decrease in accounts receivable .....    (71,605)     (8,363)
        Increase (decrease) in accounts payable ........     17,252      17,786
        Increase (decrease) in accrued liabilities
        & current portion ..............................     85,213         652
                                                           --------    --------

     Net cash (used) by operating activities ...........     14,532      13,194
                                                           --------    --------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Capital expenditures ..............................    (13,679)    (20,151)
                                                           --------    --------

     Net cash provided (used) by investing activities ..    (13,679)    (20,151)
                                                           --------    --------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Net effect of recapitalization ....................      2,637        --
                                                           --------    --------

     Net cash provided by financing activities .........      2,637        --
                                                           --------    --------

Net increase (decrease) in cash and equivalents ........      3,490      (6,957)

Cash and equivalents, beginning ........................     17,782        --
                                                           --------    --------

Cash and equivalents, ending ...........................   $ 21,272    $ (6,957)
                                                           ========    ========
</TABLE>
                  See notes to unaudited financial statements.
                                      F-3
<PAGE>

                           EUROTRONICS HOLDINGS, INC.

                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 1996


NOTE 1:  Basis of Presentation

The accompanying consolidated unaudited condensed financial statements have been
prepared by management in accordance  with the  instructions  in Form 10-QSB and
therefore,  do not include all information  and footnotes  required by generally
accepted accounting principles and should therefore, be read in conjunction with
the Company's Annual Report to Shareholders on Form 10-KSB for fiscal year ended
December 31, 1995.

In management's  opinion,  the  accompanying  consolidated  unaudited  condensed
financial state contain all  adjustments,  consisting  only of normal  recurring
adjustments  necessary  for a fair  statement  of the  results  for the  interim
periods presented.  The interim operation results are not necessarily indicative
of the results for the fiscal year ending December 31, 1996.

NOTE 2:  Acquisition of InterConnect West, Inc.

     On July 16, 1996,  the Company  executed an Agreement for Exchange of Stock
(the "Agreement") with InterConnect West, Inc., a Utah corporation  ("ICW"), and
Mark Tolman who prior to the Agreement  owned 100% of the  outstanding  stock of
ICW. The Agreement was made effective July 31, 1996.  Under this Agreement,  the
Company  acquired  all  outstanding  shares  of ICW,  making  ICW the  Company's
wholly-owned  subsidiary.  The  Agreement  has been  approved  by the  Company's
shareholders  and is  effective  under  relevant  state  law.  The  Company  has
therefore  treated the  Agreement  as  effective  in its  financial  statements.
However,  the  Agreement  will not be effective  for purposes of the  Securities
Exchange Act of 1934 (the "ACT") until an  information  statement is distributed
to the  appropriate  shareholders  pursuant to Regulation 14C under the Act. The
Company is now in the process of desseminating that information  statement.  All
references to quantities of common stock mentioned in this paragraph account for
the 1 for 10 reverse  split of the  Company's  common  stock  which will also be
effective upon proper dessemination of an information statement.

     As a result of this recapitalization of ICW, the common stock of ICW (1,000
shares with a par value of $1.00) was transferred to Eurotronics and Eurotronics
issued  17,504,532,  shares of common stock.  In addition,  1,944,948  shares of
common  stock were issued to Canton  Financial  Services  Corporation  (CFS) for
services  in  arranging  the  recapitalization.  CFS is also  due a  payment  of
$100,000 payable at the Company's  option in either cash or common stock.  Also,
44,203 shares of common stock were issued to James Tilton,  the Company's former
president and director for services in arranging the recapitalization.  Prior to
the   recapitalization,   Eurotronics   had  442,034   shares  of  common  stock
outstanding.

     For financial  accounting  purposes the acquisition is treated as a reverse
acquisition and ICW is treated as acquiring the Company. The comparative figures
presented  in the  consolidated  financial  statements  are those of ICW and the
limited  assets and  liabilities  of  Eurotronics  have been recorded  under the
purchase  method  of  accounting  at  their  historical   costs.  The  financial
statements  include the  operations  of ICW for all periods  presented  with the
operations  of  Eurotronics  included  from  the date of  recapitalization.  The
operations of Eurotronics were immaterial prior to the recapitalization.

NOTE 3:       Debt Settlement

Prior the  recapitalization  described in Note 2, the Company  settled all prior
fees due to CFS in connection with its consulting agreement with CFS through the
exchange of its  investment  securities.  As a result of this  transaction,  the
Company eliminated all of its liabilities and was left with no assets.

NOTE 4:       Additional footnotes included by reference

Except as  indicated  in the  footnotes  above there has been no other  material
change in the  information  disclosed in the notes to the  financial  statements
included in the Company Annual Report on Form 10-KSB for the year ended December
31, 1995. Therefore those footnotes are included herein by reference.

                                      F-4
<PAGE>
ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The Company hopes to implement this marketing plan as a means of increasing
ICW's revenues and market penetration. The Company has estimated the annual cost
of this new marketing  plan at  approximately  $1,408,000.  This amount  greatly
exceeds the $67,825 in expenses which ICW incurred  during the 1995 fiscal year,
and will therefore put increased strain on ICW's liquidity. However, the Company
believes  that such  expenditures  will result in revenues  for ICW that greatly
exceed those of 1995. Therefore, the Company has estimated that much of the cash
flow  necessary  to  implement  the  marketing  plan  can be  generated  through
revenues. The Company is currently investigating additional methods of potential
financing,  including a potential  future  private  offering of debt  securities
and/or a public or private  offering  of its Common  Stock.  No  material  steps
toward  obtaining  such financing have been taken and the Company can provide no
assurances  that ICW's revenues will be sufficient to cover its marketing  costs
or that other means of raising capital will be available to ICW.

     The  Company  anticipates   spending  an  additional  $50,000  on  computer
equipment and Internet connection fees to supplement its current facilities. The
Company  believes  that these  capital  expenditures  are  necessary  for ICW to
maintain  its current  service  level in light of  anticipated  increases in the
scope of ICW's  operations.  Management  believes  that the cash needed for this
equipment can also be generated through ICW's revenues or through an offering of
the Company's securities.

Results of Operations

     Gross  revenues for the nine months ended  September 30, 1996 were $253,762
compared to $81,999 for the same period in 1995.  During the three  months ended
September 30, gross revenue was $84,560 for 1996 and $63,020 for 1995.

     Costs of revenues  increased  from $46,568  during the first nine months of
1995 to $98,713  for the same period in 1996.  Costs of  revenues  for the third
quarter in 1996 were $29,165 compared to $31,133 for the same period in 1995.

     Gross profit was $154,059 for the nine months ended  September 30, 1996 and
$35,431 for the quarter  ended the same date.  Gross profit as a  percentage  of
revenues was 60.1% and 43.2%, respectively. Selling, general, and administrative
expenses were $170,337 from January 1 through September 30, 1995 and $32,312 for
the  comparable  period in 1996.  For the quarter ended  September 30,  selling,
general,  and  administrative  expenses  were  $22,029 for 1995 and $125,973 for
1996.

     Net loss was  $16,328  during the nine  months  ended  September  30,  1996
compared to a net profit of $3,119 during the comparable period in 1995. For the
quarter  ended  September,  the  Company  recorded  a net loss in the  amount of
$70,578 in 1996 compared to a net profit of $9,858 in 1995.

Capital Resources and Liquidity

     The Company had a net working  capital  deficit of $18,269 as of  September
30,  1996  compared  to a  working  capital  deficit  of  $16,717  at the end of
September  1995.  The main reason  behind this  working  capital  decrease is an
increase in accrued expenses from operations.

     Net  stockholders'  equity in the Company was $2,739 at the end of December
1995,  as  compared  to a deficit of $510,952 as of  September  30,  1996.  This
decrease is primarily due to the acquisition of ICW.
<PAGE>
                                   SIGNATURES

     In accordance  with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 19TH day of November 1996.

Eurotronics Holdings Incorporated


 /s/ Mark Tolman
Mark Tolman, President



     In  accordance  with the Exchange Act, this report has been signed below by
the following  persons on behalf of the  registrant and in the capacities and on
the dates indicated.

Signature                       Title                         Date
---------                       -----                         ----
/s/ Mark Tolman             President and Director            November 19, 1996
----------------
 Mark Tolman

/s/ Pat Gallegos            Vice-President and Director       November 19, 1996
-----------------
 Pat Gallegos

/s/ Michael Brodsky         Secretary-Treasurer and Director  November 19, 1996
-------------------
 Michael Brodsky
<PAGE>
                                INDEX TO EXHIBITS


EXHIBIT        PAGE
NO.            NO.       DESCRIPTION OF EXHIBIT


10(i)(c)       *          Agreement  of  Exchange  of Stock  signed  on July 15,
                          1996,  effective  June 17,  1996,  by and  between the
                          Company  and  InterConnect  West,  Inc.  (Incorporated
                          herein by  reference  from the  Company's  Form 10-QSB
                          filed with the Commission on July 18, 1996.)

27              9          Audited Financial Statements of InterConnect West for
                           fiscal year ended December 31, 1995.

* These exhibits appear in the manually signed original copies of the respective
filings made by the Company with the Commission as indicated.