UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB/A

(Mark One)
     [X] Annual report under Section 13 or 15(d) of the Securities  Exchange Act
of 1934 (Fee required) for the fiscal year ended December 31, 1995

     [ ] Transition report under Section 13 or 15(d) of the Securities  Exchange
Act   of   1934   (No   fee   required)   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.)

           470 East 3900 South, Suite 205, Salt Lake City, Utah 84107
               (Address of Principal Executive Offices) (Zip Code)

                                 (801) 281-0888
                (Issuer's Telephone Number, Including Area Code)

     Securities registered under Section 12(b) of the Exchange Act: Common Stock
$0.0001 Par Value

         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

         Check if there is no  disclosure  of  delinquent  filers in response to
Item 405 of Regulation S-B not contained in this form, and no disclosure will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

         The issuer's  total  consolidated  revenues for the year ended December
31, 1995, were $-0-

     The  aggregate  market  value of the voting  stock  held by  non-affiliates
computed by reference  to the average bid and asked prices of such stock,  as of
June 21, 1996, was $170,496.56.

     The number of shares  outstanding of the issuer's  common stock,  par value
$0.0001,  as of March 31, 1997 was 4,420,336.

                       Transitional Small Business Format
                                 Yes ____ No XX
                   Documents Incorporated by Reference: NONE

<PAGE>
         The Company  does not produce  any goods or provide any  services.  The
Company does not have any employees, full or part-time,  aside from its officers
and directors.  (For more information on the Company's management,  see Item 9 -
Directors, Executive Officers, Promoters and Control Persons).


ITEM 2.  DESCRIPTION OF PROPERTY

         The  Company  does not own,  directly,  indirectly  or  partially,  any
interest in any warehouses, offices, real estate or other properties.


ITEM 3.  LEGAL PROCEEDINGS

         The Company is not a party to any pending legal proceeding.

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

         At a December 20, 1995 special meeting of shareholders, the owners of a
majority of the  Company's  Common  Stock  ratified and  approved:  all business
transacted  by  the  management  of  the  Company  since  the  last  meeting  of
shareholders; a change of the Company's name from Hamilton Exploration Co., Inc.
to Eurotronics Holdings  Incorporated;  and a Stock Exchange Agreement with EII,
and the  shareholders of EII. These matters were all  unanimously  approved with
940,167  votes for, no votes  against or withheld and no  abstentions  or broker
non-votes.  The name change was officially effected through filing a Certificate
of Amendment to the Company's  Articles of Incorporation  with the State of Utah
on December 21, 1995.

         Additionally,  the  shareholders  ratified  the  election  of  Aster De
Schrijver  as director and chairman of the board and James Tilton and Jane Zheng
as directors. The votes cast for each director were:


      Nominee                  For           Against     Withheld
      Aster De Schrijver       940,167       -0-         -0-
      James Tilton             940,167       -0-         -0-
      Jane Zheng               940,167       -0-         -0-


                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     The  Company's  Common  Stock began  trading on the OTC  Bulletin  Board on
November  15,  1995 under the symbol  "HMLD." In  December  of 1995,  the symbol
changed to EUHI to reflect the change in the Company's name.

         The table set forth  below  lists the range of high and low bids of the
Company's Common Stock as reported by NASDAQ for each quarter  subsequent to the
time  trading  commenced  on  November  15,  1995  through the end of the second
quarter of 1996. The prices in the table reflect  inter-dealer  prices,  without
retail markup, markdown or commission and may not represent actual transactions.


    Calendar Year       Quarter                          High           Low
    1995                Fourth (partial period)         .4375           .25
    1996                First                             .75           .25
                        Second                            .75           .13


         As of June 21, 1996, there were  approximately 571 holders of record of
the Company's  Common Stock. The Company has not declared any cash dividends for
the last two fiscal years.  The Company does not  anticipate  declaring any cash
dividends in the near future.
<PAGE>
Reverse Stock Split

         On May 22,  1995,  the  Company's  board of  directors  and owners of a
majority of the Common Stock approved a 1:1500 reverse stock split of the Common
Stock,  effective  May 22, 1995.  Prior to the Reverse  Stock Split,  there were
195,928,572  shares of Common Stock issued and  outstanding,  whereas  after the
Reverse Stock Split 131,079 shares were outstanding. The Company issued one full
share to any person holding  fractional  shares as a result of the Reverse Stock
Split. The number of shares authorized for issuance remained at 200 million. For
more   information  on  the  Company's   board  of  directors  and   controlling
shareholders,  see Item 9 - Directors, Executive Officers, Promoters and Control
Persons.

Dividends

         The Company has not declared  any  dividends on its Common Stock during
the last two fiscal years.  There are no  restrictions  that limit the Company's
ability to dividends,  other than those  generally  imposed by applicable  state
law. The future payment of dividends,  if any, on the Common Stock is within the
discretion of the board of directors and will depend on the Company's  earnings,
capital  requirements,  financial  condition,  and other relevant  factors.  The
Company does not anticipate the payment of future dividends.

ITEM 6.  MANAGEMENT'S PLAN OF OPERATION

         The Company has not had revenues from  operations in either of the last
two fiscal years.

Plan of Operations

         The Company is currently a development  stage company whose  identified
business plan is to merge with or acquire a heretofore  unidentified entity. The
Company does not produce any goods or provide any  services.  The Company has no
employees,  full or  part-time,  aside from its officers and  directors.  If the
Company  does  participate  in a merger  or other  business  combination,  it is
possible  that it will  recruit  employees  in  addition  to its  directors  and
officers.  For  more  information  on the  Company's  management,  see  Item 9 -
Directors,  Executive  Officers,  Promoters  and Control  Persons.  Although the
Company's  plan is to locate an entity  with which to  combine,  there can be no
assurances that it will be able to do so, or if a combination is achieved,  that
it will be profitable, worthwhile or sustainable.

         The Company's accumulated deficit increased by $318,514 during the year
ended  December  31, 1995  compared  with no change  during the prior year ended
December 31, 1994. The increase in the accumulated  deficit was primarily due to
a  substantial  increase  in  general  and  administrative   expenses  primarily
resulting  from an increase in  consulting  expenses  incurred in  attempting to
locate a suitable  merger or other  business  combination.  The Company has been
able to satisfy these expenses  largely through the issuance of Common Stock and
therefore without the need to expend cash.  However,  the Company can provide no
assurances that it will continue to meet these expenses  through the issuance of
Common  Stock  during  the  next  twelve  months.   Moreover,   if  the  Company
successfully  completes  a merger or  acquisition,  it will likely need to raise
additional capital.
<PAGE>
         The Company's  plan of operations for 1996 centers around its quest for
a suitable merger or acquisition  target.  On April 1, 1996, the Company entered
into a Consulting Agreement with Canton Financial Services Corporation, a Nevada
corporation ("CFSC").  Under the terms of the Consulting Agreement,  CFSC agreed
to provide the Company  with  certain  business  consulting  services  including
assistance in the search for a suitable merger or acquisition  target as well as
assisting  in the  raising of  capital  through  preparation  of  documents  for
registered or exempt offerings of stock, assisting in preparation of agreements,
documents, regulatory filings and accounting services.

         The Consulting Agreement,  which has a one-year term, provides for CFSC
to be paid a monthly  consulting which is the greater of: (a) $20,000 or (b) the
actual fee of  services  provided  by CFSC  staff,  which fee is  calculated  by
multiplying the number of hours worked by CFSC's staff by the stipulated  hourly
rate for each CFSC  employee.  The  Consulting  Agreement  gives the Company the
option of paying the  monthly  fees in the form of  restricted  Common  Stock or
cash. All shares that the Company  issues to CFSC are  restricted  stock and are
valued at one half (1/2) of the  average  bid price on the last day of the month
in which  services are rendered.  CFSC will also receive a finder's fee equal to
9.9% of the market  value of the assets  received by the  Company in  connection
with any merger or  acquisition  transaction.  Richard  Surber,  the former vice
president  and a director of the Company is also the president and a director of
CFSC. Ken Kurtz, formerly the Company's president,  treasurer and a director, is
also an  employee  of CFSC.  (For  more  information  on the  Company's  current
management,  see Item 9 - Directors,  Executive Officers,  Promoters and Control
Persons).

         The Company continues to rely  substantially  upon CFSC for its ongoing
capital requirements as detailed in the preceding paragraph. The Company expects
this  relationship  to continue with CFSC providing the Company with the support
required maintain its current status until a merger or acquisition target can be
located, although no such assurances can be given.

         Due to the Company's  limited cash  position,  it is likely the Company
will  have to  tender  shares  of its  Common  Stock  as  consideration  for any
acquisition  or merger.  Such an exchange of the  Company's  Common  Stock would
substantially dilute the existing ownership position of current shareholders.


ITEM 7.  FINANCIAL STATEMENTS

                  Please see pages F-1 through F-10
<PAGE>
                        REPORT OF INDEPENDENT ACCOUNTANTS


To the Stockholders and Board of Directors
of Eurotronics Holdings, Inc. (formerly
Hamilton Exploration Co., Inc.)
Salt Lake City, Utah


We have audited the balance sheet of Eurotronics  Holdings,  Inc. (a development
stage company) as of December 31, 1995 and the related statements of operations,
changes in  stockholders'  equity,  and cash  flows  from the date of  inception
(January 7, 1982) through December 31, 1995. 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 audit.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards. Those standards require that we plan and perform the audits 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 opinions.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of Hamilton Exploration Co., Inc.
as of  December  31,  1995 and the  results of its  operations,  its  changes in
stockholders'  equity and its cash flows from the date of inception  (January 7,
1982)  through  December  31,  1995,  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 2 to the
financial  statements,  since its inception  (January 7, 1982),  the Company has
been in the development stage and has suffered recurring losses from operations,
raising substantial doubt about its ability to continue as a going concern.  The
long term  continuation  of the Company as a going concern is dependent upon the
Company's ability to obtain additional capital.  The financial statements do not
include  any  adjustments  that might  result if the Company is unable to obtain
additional capital.



/s/ Anderson, Anderson & Strong
--------------------------------
Anderson, Anderson & Strong

June 24, 1996
Salt Lake City, Utah

<PAGE>

                           EUROTRONICS HOLDINGS, INC.
                          (A Development Stage Company)
                     Formerly Hamilton Exploration Co., Inc.
                    NOTES TO FINANCIAL STATEMENTS - Continued
                        As of December 31, 1995 and 1994

2.  GOING CONCERN

     The Company is in the development  stage and has suffered  recurring losses
since inception.  Its continuation as a going concern will ultimately  depend on
obtaining  additional capital. The Company believes it can sustain its existence
for the next twelve months.

3.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization Costs

     Organization costs were capitalized and amortized over 60-month period on a
straight-line basis.

Exploration Expenses

     Exploration  expenditures  were charged to expense as incurred.  No mineral
reserves feasible for development were discovered.
 
Income (Loss) Per Share

     The  computation  of income (loss) per common share is based on the average
number of shares  outstanding  during the period.  A reverse stock split in May,
1995 is  considered  to have  occurred  retroactively  for all periods  shown in
statements of operations.

4. INCOME TAXES

     Effective  January 1, 1993,  the Company  adopted  Statement  of  Financial
Accounting Standards No. 109, Accounting for Income Taxes. The cumulative effect
of the change in accounting  principle is  immaterial.  At December 31, 1995 the
Company had a net operating loss ("NOL")  carryforward  for United States income
tax  purposes  of  approximately  $760,000.  The  NOL  carryforward  expires  in
increments  beginning  in 1999.  The  Company's  ability to utilize  its net NOL
carryforward  is subject to the  realization  of taxable income in future years,
and  under  certain  circumstances,  the  Tax  Reform  Act of 1986  restricts  a
corporation's  use of its NOL  carryforward.  Furthermore,  due to the Company's
issuance of additional stock in 1995, the use of its NOL  carryforward  could be
substantially  limited. The Company believes that there is at least a 50% chance
that the  carryforward  will expire unused,  therefore,  no tax benefit has been
reported in the financial statements.
<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 7th day of April 1997.



Eurotronics Holdings Incorporated


/s/ Mark Tolman
----------------
Mark Tolman

     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
---------------
Mark Tolman              President, Director                  April 7, 1997




/s/ Fred Muehlmann       Secretary-Treasurer, Director        April 7, 1997
------------------
Fred Muehlmann

<PAGE>