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                     U.S. SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                  FORM 10-KSB/A2

               [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                     For the fiscal year ended June 30, 1997

               TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                For the transition period from ______ to _______

                         Commission file number 0-26972

                          SWISSRAY INTERNATIONAL, INC.
                 (Name of Small Business Issuer in Its Charter)


                  New York                                    16-0950197
      (State or Other Jurisdiction of                      (I.R.S. Employer
       Incorporation or Organization)                    Identification No.)

           200 East 32nd Street, Suite 34-B, New York, New York 10016
               (Address of Principal Executive Office) (Zip Code)

         United States - 212-545-0095 Switzerland - 011 41 41 919 90 50
                (Issuer's Telephone Number, Including Area Code)

       Securities registered under Section 12(b) of the Exchange Act: None

         Securities registered under Section 12(g) of the Exchange Act:

                     Common Stock, par value $.01 per share
                                (Title of Class)

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 past 90 days.

                            Yes   xx        No

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is 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. [ ]

State issuer's revenues for its most recent fiscal year - $13,151,701

The number of shares outstanding of each of the Registrant's classes of Common
Stock, as of November 25, 1997 is 27,114,903 shares, all of one class of common
stock, $.01 par value. Of this number a total of 22,632,313 shares having an
aggregate market value of $50,243,734.86, based on the closing price of the
Registrant's common stock of $2.22 on November 25, 1997 as quoted on the NASDAQ
SmallCap market, were held by non-affiliates* of the Registrant.

* Affiliates for the purpose of this item refers to the Registrant's officers
and directors and/or any persons or firms (excluding those brokerage firms
and/or clearing houses and/or depository companies holding Registrant's
securities as record holders only for their respective clienteles' beneficial
interest) owning 5% or more of the Registrant's Common Stock, both of record and
beneficially.

                   ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS

Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.

                           Yes                  No   

Not Applicable

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 27,114,903 shares as of November 
25, 1997.

Transitional Small Business Disclosure Format:         Yes    No [x]
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                       DOCUMENTS INCORPORATED BY REFERENCE

If the following documents are incorporated by reference, briefly describe them
and identify the part of the Form 10-KSB (e.g., Part I, Part II, etc.) into
which the document is incorporated: (1) any annual report to security-holders;
(2) any proxy or information statement; and (3) any prospectus filed pursuant to
Rule 424(b) or (c) of the Securities Act of 1933 ("Securities Act").


         Part III of this Amendment includes revised Exhibits 10.4 and 10.5.
          

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                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934 (the "Exchange Act"), the registrant caused this report to be signed 
on its behalf by the undersigned, thereunto duly authorized.

                                      SWISSRAY INTERNATIONAL, INC.



                                      By:  / Ruedi G. Laupper /
                                           --------------------
                                      Ruedi G. Laupper, Chairman of the Board of
                                      Directors, President & Chief Executive
                                      Officer

Date: December 3, 1997


         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.


<TABLE>
<S>                       <C>                                   <C> 
/ Ruedi G. Laupper /      Chairman of the Board of              Dated: December 3, 1997
--------------------      Directors, President & Chief
    Ruedi G. Laupper      Executive Officer

/ Josef Laupper /         Secretary-Treasurer and a Director    Dated: December 3, 1997
-----------------
    Josef Laupper

/ Herbert Laubscher /     Chief Financial Officer               Dated: December 3, 1997
---------------------
   Herbert Laubscher

/ Ueli Laupper /          Vice President and a Director         Dated: December 3, 1997
----------------
    Ueli Laupper

/ Dr. Erwin Zimmerli /    Director                              Dated: December 3, 1997
----------------------
    Dr. Erwin Zimmerli
</TABLE>



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