U.S. SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C. 20549
                                   
                             FORM 10-QSB
                            
(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
        SECURITIES EXCHANGE ACT OF1934
        For the quarterly period ended March 31, 1998 or

( )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
      SECURITIES EXCHANGE ACT COMMISSION OF 1934
     FOR THE TRANSITION PERIOD FROM          TO          
               
Commission file number 0-9951

ADVANCED OXYGEN TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)

Delaware                                 91-1143622
(State of Incorporation)           (I.R.S. Employer Identification No.)

     230 Park Avenue, Suite 1000
     New York, NY 10169
(Address of principal executive offices)

     (212)808-3061
(Issuer's telephone number)

     Check whether the issuer (1) has filed all reports required to be filled
by Section 13 or   15(d)
of the Exchange Act during the past 12months (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          

The number of shares of common stock outstanding as of March 31, 1998
 was 29,640,252.

Transitional Small Business Disclosure Format (check one):

Yes                                No   X     




                  ADVANCED OXYGEN TECHNOLOGIES, INC.
                                   
                                       INDEX
                                   
PART I- FINANCIAL INFORMATION                   

Item 1.  Financial Statements
     Balance sheet as of March 31, 1998

     Statement of income for the three month period ended March 31, 1998

     Statement of cash flows for the three month period ended March 31, 1998

Item 2.  Management's discussion and analysis of financial condition and
results of operations

PART II- OTHER INFORMATION

Item 27.  Financial Data Schedules

SIGNATURE
     
Item I
PART I

FINANCIAL INFORMATION
ADVANCED OXYGEN TECHNOLOGIES INC.
FOR THE 3 MONTHS ENDING MARCH 31, 1998
(UNAUDITED)

BALANCE SHEET

<TABLE>
<S>                         <C>         <C>
Current Asset                  57,227.00

TOTAL CURRENT ASSETS                     57,227.00

Property & Equipment        1,973,735.84

TOTAL PROPERTY & EQUIPMENT              1,973,735.84

Other assets                    3,259.50

TOTAL OTHER ASSETS                        3,259.50

TOTAL ASSETS                            2,034,222.34

                                        

LIABILITIES AND CAPITAL                 

Current Liabilities            12,722.42

TOTAL CURRENT LIABILITIES                12,722.42

Long Term Liabilities         563,001.00

TOTAL LONG TERM LIABILITIES             563,001.00

TOTAL LIABILITIES                       575,723.42

                                        

CAPITAL                                 

Preferred Stock             1,466,770.00

Common Stock                  289,963.00

Paid in Capital             19,857,051.00

Retained Earnings           (20,194,237.00)

Net Income                  38,951.92

TOTAL CAPITAL                           1,458,498.92
</TABLE>


INCOME STATEMENT

<TABLE>
<S>                          <C>        <C>
REVENUES                                

Sales                          92,945.04

Other Income                      937.50

Shipping Charges Reimbursed     2,943.26

TOTAL REVENUES                           96,825.80

                                        

COST OF SALES                           

Cost of Sales- Other              398.34

Independent Contractor Commission     600.00

Royalty Fees on Sales          50,000.00

TOTAL COST OF SALES                      50,998.34

                                        

GROSS PROFIT                             45,827.46

                                        

Expenses                       42,327.54

TOTAL EXPENSES                           42,327.54

                                        

NET INCOME                                3,499.92
</TABLE>


CASH FLOW STATEMENT

<TABLE>
<S>                           <C>       <C>
Net income                      3,499.92

Adjustments (A/P)             (6,541.02)

TOTAL ADJUSTMENTS             (6,541.02)

                                        

Net cash provided by Operations(3,041.10)

Net cash used in investing    (2,003,259.50)

                                        

Cash Flows from Financing               

     PROCEEDS FROM:                     

     Notes Payable to Olsen     5,000.00

     Notes Payable, Crossfield  8,000.00

     Notes Payable IMA        550,000.00

     Preferred Stock        1,465,000.00

     Common Stock               4,500.00

     Paid-in-Capital                0.00

                                        

     USED FOR                           

     Note Payable to directors      0.00

     Other long term Liabilities    0.00

                                        

Net cash used in Financing              2,032,500.00

Net increase (decrease) in cash            26,199.40

SUMMARY                                 

Cash Balance at end of period       26,199.40

Cash balance at beginning of period      0.00

NET INCREASE (DECREASE) IN CASH     26,199.40
</TABLE>


Item 2- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.

     On March 9, 1998, pursuant to an Agreement for Purchase and Sale of
Specified Business Assets, a Promissory Note, and a Security Agreement all 
dated March 9, 1998, Advanced Oxygen Technologies, Inc.(the "Company") 
purchased certain tangible and intangible assets (the "Assets")
including goodwill and rights under certain contracts, from Integrated
Marketing Agency, Inc., a California Corporation ("IMA").

     The Company used the Assets to generate revenues through database
management, fax broadcasting, sales of Multi-Media CD-ROMs containing 
speeches from the database and commissions on the sales of registrations 
associated with production of the CD's.

     On March 9, the company began renting approximately 6,000 square feet of
industrial office space in Santa Clarita, CA on a month to month basis.  
The company hired five (5) additional employees in March.

     In March the company entered into lease agreements to lease office
equipment consisting of computers, phones, peripherals, copies, and other 
office equipment.

PART II- OTHER INFORMATION

Item 27.  Financial Data Source
(B) Article 5

                              SIGNATURE

     In accordance with the requirements of the Exchange Act, the Registrant
has caused this report to be signed on its behalf by the undersigned, 
hereunto duly authorized.

Date: May 14, 1998            /s/ Robert E. Wolfe                             
                  
                            Robert E. Wolfe, Chairman of the Board and Chief
                            Executive Officer and Principal Financial Officer