SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   Form 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 or 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For Quarter Ended June 30, 1997          Commission File Number
                                 Registration Number  2-93512-A




                       ACTION PRODUCTS INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)




       Florida                          59-2095427
(State or other jurisdiction of(I.R.S. Employer Identification No.)
incorporation or organization)

344 Cypress Road, Ocala, Florida        34472-3108
(Address of principal executive offices)(Zip Code)


Registrant's telephone number, including area code     (352) 687-2202


Check  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  the  number of shares outstanding of each of the issuer's  classes  of
common stock, as of June 30, 1997.


        Class                  Outstanding at June 30, 1997
Common Stock, $.001 par value           1,549,926

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                                                                 Page 2 of 9
                                    I N D E X

 PART I.               FINANCIAL INFORMATION                     Page
                                                                Number
 Item 1.                Financial Statements

        Condensed balance sheets - June 30, 1997
           and  December 31, 1996 (unaudited)                      3

        Condensed statements of operations and changes
           in Retained Earnings - Three and six months ended
           June 30, 1997 and 1996 (unaudited)                      4

        Condensed statements of cash flows - Three and six
           months ended June 30, 1997 and 1996 (unaudited)         5

        Notes to condensed financial statements                    6

 Item 2 Management's Discussion and Analysis of
        Financial Condition and Results of Operations              7

 
        SIGNATURE PAGE                                             9







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                                                                 Page 3 of 9
                       ACTION PRODUCTS INTERNATIONAL, INC.
                            CONDENSED BALANCE SHEETS
                  ASSETS, LIABILITIES AND SHAREHOLDERS' EQUITY
                                   (UNAUDITED)
                                        
<TABLE>

<S>                                   <C>              <C>
                                         June 30,       December 31,
                                          1997             1996
                                                       
Current assets:                                        
  Cash and cash equivalents                $ 7,885       $   463,137
  Accounts receivable, net of                          
   allowance of $5,500 at 
   June 30, 1997 and $25,500
    at December 31, 1996                 1,013,646            517,982
  Inventories, net                       1,891,533          1,204,778
  Prepaid expenses                         270,517            246,888
                                                       
    Total Current Assets                 3,183,581          2,432,785
                                                       
Property, plant and equipment, 
 net of accumulated depreciation of                          
 $926,658 at June 30, 1997 and 
 $872,692 at December 31, 1996           1,018,830          1,064,522
Other assets                               332,879            375,009
                                                       
    TOTAL ASSETS                         4,535,290          3,872,316
                                                       
Current liabilities:                                   
 Accounts payable & accrued expenses       773,987            593,174
 Borrowings under line of credit           416,750            175,000
                                                       
    Total Current Liabilities            1,190,737            768,174
                                                       
Long term liabilities:                                 
  Notes payable                            600,000            600,000
                                                       
Shareholders' equity:  Common                          
 stock $.001 par value authorized 
 7,500,000; 1,549,926 issued and 
 outstanding at June 30,1997
 and December 31, 1996                       1,550              1,550
                                                       
Capital in excess of par value           2,904,192          2,904,192
                                                                      
Stock subscription receivable              (14,556)           (84,000)
                                                       
Accumulated deficit                       (146,633)          (317,600)
                                                       
     Total Shareholders' Equity          2,744,553          2,504,142
                                                       
TOTAL LIABILITIES AND                                  
 SHAREHOLDERS' EQUITY                  $ 4,535,290        $ 3,872,316
</TABLE>
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                                                                 Page 4 of 9
                       ACTION PRODUCTS INTERNATIONAL, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                        AND CHANGES IN RETAINED EARNINGS
                                   (UNAUDITED)
                                        
<TABLE>

<S>                           <C>        <C>        <C>         <C>
                                  Three months      Six months ended
                                 ended June 30          June 30
                               1997      1996       1997      1996
                                                              
Net Sales                     $1,809,623 $1,736,182  $2,954,009 $3,173,846
                                                              
Cost of Sales                    998,314  1,155,792   1,666,467  2,071,599
                                                                   
Gross Profit                     811,309    580,390   1,287,542  1,102,247
                                                                                                                                  
Selling, General &                                            
 Administrative Expenses         554,662    465,631   1,079,888    851,370
                                                            
                                                              
Other (expenses) income                                       
   Other                           1,197     12,234       4,391     18,939
   Interest expense              (23,142)   (14,156)    (41,078)   (28,199)
Total                            (21,945)    (1,922)    (36,687)    (9,260)
                                                              
Income before income taxes       234,702    112,837     170,967    241,617
                                                              
Provision for income taxes             0          0           0          0
                                                              
Net Income                       234,702    112,837     170,967    241,617
                                                              
Beginning retained earnings     
(accumulated deficit)           (381,335)   129,035    (317,600)       255
Ending retained earnings       
(accumulated deficit)          ($146,633)  $241,872   ($146,633)  $241,872   
                                                              
Net Income per share               $0.15      $0.08       $0.11      $0.16
                                                              
Weighted average number of                                    
 common shares outstanding     1,549,926  1,499,926   1,549,926  1,499,926

</TABLE>
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                                                                 Page 5 of 9
                       ACTION PRODUCTS INTERNATIONAL, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
                                        
                                    Three months     Six months ended
                                   ended June 30         June 30

<S>                               <C>        <C>      <C>       <C>
                                   1997       1996     1997      1996
Cash flows from operating                                         
activities:
          Net income               $234,702  $112,837   $170,967  $241,617
Adjustments to reconcile net                                   
income to net cash used in                                         
   operating activities:                                       
        Depreciation                 25,513    28,036     53,966    53,182
                                                               
Change in assets and liabilities:                              
        Increase in current assets
            other than cash and
            cash equivalents       (617,966) (177,864)(1,206,048) (882,420)
                                                               
        Increase (decrease) in      
            current liabilities     156,335  (137,436)   180,813    66,954                       
                                                               
        Decrease (increase) in      
            other assets             19,160     5,055     42,130   (38,285)
                                                                                                           
Net cash used in operating        
activities                        ($182,256)($169,372) ($758,172)($558,952)     
                                                               
Net cash used in investing          
activities                          ($2,823) ($53,472)   ($8,274)($112,253)  
                                                               
Cash flows from financing                                      
activities:
     Proceeds from borrowings                                  
        on line of credit            65,000         0    241,750         0
                                                               
     Results of other financing      
        activities                   69,444         0     69,444   268,000                                         
                                                               
  Net cash provided by fin.        
        activities                 $134,444        $0   $311,194  $268,000     
                                                               
  Net decrease in cash and cash    
        equiv.                     ($50,635)($222,844) ($455,252)($403,205)         
                                                               
Cash and cash equivalents at        
  start of period                   $58,520  $419,724   $463,137  $600,085               
                                                               
Cash and cash equivalents at end     
  of period                          $7,885  $196,880     $7,885  $196,880              
                                                               
Supplemental disclosures - cash                                
  paid for
      Interest                      $23,142   $14,156    $41,078   $28,199
      Taxes                              $0        $0         $0   $11,075
                                                                      


</TABLE>
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                                                                  Page 6 of 9
                                        
                       ACTION PRODUCTS INTERNATIONAL, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.  Condensed financial statements
In  the opinion of management, the accompanying unaudited condensed financial
statements  contain  all normal recurring adjustments  necessary  to  present
fairly the financial position of Action Products International, Inc. at  June
30,  1997  and  the results of its operations and cash flows for  the  second
quarter ending June 30, 1997.

Certain  information and footnote disclosures normally included in  financial
statements   prepared  in  accordance  with  generally  accepted   accounting
principles  have  been  condensed or omitted.  It  is  suggested  that  these
condensed  financial  statements be read in conjunction  with  the  financial
statements and notes thereto included in the Company's report on Form  10-KSB
for  the  year  ended December 31, 1996.  The results of operations  for  the
period  ended  June 30, 1997 are not necessarily indicative of the  operating
results for the full year.

2.  Income per common share
Income per common share is computed based upon the weighted average number of
shares outstanding during the period.

                                                                          <PAGE>
                                                                     Page 7 of 9
ITEM 2. Management's Discussion and Analysis of
        Financial Condition and Results of Operations

Results of Operations:

Any  statements  that are not historical facts contained in this discussion  are
forward  looking  statements.   It is possible  that  the  assumptions  made  by
management for purposes of such statements may not materialize.  Actual  results
may  differ  materially from those projected or implied in any  forward  looking
statements.  Such statements may that involve risks and uncertainties, including
but not limited to those relating to product demand, pricing, market acceptance,
the  effect  of  economic conditions, and intellectual property rights  and  the
outcome  of  competitive products, risks in product development, the results  of
financing  efforts,  the  ability  to complete  transactions,  and  other  risks
identified  in  this and the Company's other Securities and Exchange  Commission
filings.

Three months ended June 30, 1997
During  the  second  quarter  ended June 30, 1997 revenue  increased  to  a  new
quarterly  record  of $1,809,623 in 1997 from $1,736,182 in 1996,  up  4%.   The
second quarter 1997 net income more than doubled to $234,702 versus $112,837 for
the  1996  comparable period, due to the increase in sales and  the  significant
eleven  point improvement in the gross profit margin.  The increase in sales  is
attributable to the improved packaging, merchandising and marketing  efforts  of
the  Company's core product lines, new products released in latter part  of  the
second  quarter, and a continued effort by sales management to expand the  sales
force and broaden the market base.

Gross profit increased $230,919 to $811,309 from $580,390, up 40%.  As a percent
of  sales,  gross profit was up more than eleven points to 44.8% from 33.4%  for
the  1996 comparable period.  Management attributes this improvement to  selling
price  increases, increasing market penetration, new proprietary  products,  and
more  beneficial  terms  and pricing with overseas vendors,  all  of  which  are
attributable  to  the  Company's transition from  distributor  to  manufacturer.
Selling,  General  & Administrative expenses increased $89,031,  or  about  19%.
Management  attributes  the increase in expenses to various  transitional  costs
including  its new divisional catalogs, extended trade show coverage, and  other
marketing expenditures; additional salaries and commissions connected  with  the
Company's  strengthening  of its marketing and sales  force  and  outside  sales
representative  organizations;  and increases in depreciation  and  amortization
linked to prior year acquisitions of equipment and other assets.

Six months ended June 30, 1997
During the six months ended June 30, 1997 revenues were $2,954,009 in 1997, down
less  than 7% from $3,173,846 in 1996. The decrease in sales for the six  months
ended  is  attributable to the decrease in first quarter  revenues.   Management
attributed  the  decrease  in  first quarter net sales  to  early  shortages  in
shippable  inventories.   These shortages were primarily  as  a  result  of  the
Company's  transition  from  its  role as a distributor  to  a  manufacturer  of
proprietary  products.   Packaging  complications  and  delays  in  receipts  of
overseas  shipments  also contributed to the inventory shortages.   Furthermore,
management did not anticipate the overwhelming response at its trade  shows  and
from  the  distribution  of  its  recently  divisionalized  toy  and  publishing
catalogs.   As a result, the Company experienced inventory shortages in  product
lines where demand was underestimated.

                                                                          <PAGE>
                                                                     Page 8 of 9


Gross  profit  for  the six months ended increased $185,295 to  $1,287,542  from
$1,102,247, or 17%.  As a percentage of sales, gross profit was up significantly
to  43.6%  from  34.7%  for  the 1996 comparable  period.   Selling,  General  &
Administrative  Expenses  for  the six months ended  increased  about  27%.   As
previously discussed, management attributes the increase in expenses to  various
first  quarter  expenditures as well as other transitional costs  including  its
additional  marketing  expenditures, additional salaries  and  commissions,  and
increases in depreciation and amortization.

Financial Condition, Liquidity and Capital Resources:
As  of  June  30,  1997,  current  assets were $3,183,581  compared  to  current
liabilities of $1,190,737 for a current ratio of 3:1.  At June 30, 1997, working
capital improved by $328,233 compared to December 31, 1996.

Historically,  the peak period of the Company's business cycle  has  been  March
through  August.  Thus, accounts receivable and inventories were $1,013,646  and
$1,891,533,  respectively, at June 30, 1997 compared to $517,982 and $1,204,778,
respectively,   at   December  31,  1996.   The  increase  in  receivables   and
inventories  are  considered normal for the Company and  reflect  the  increased
activity in its high volume period.  Total current assets increased by $750,796,
total  assets increased by $662,974.  Current liabilities increased by  $422,563
due  primarily  to  draws on the Company's line of credit,  used  for  inventory
purchases, and seasonal increases in trade accounts payable.

Significant  changes  in  balance  sheet from December  31,  1996  included  the
following:  Accounts receivable increased to $1,013,646 from  $517,982,  due  to
seasonal  increases  during the Company's peak period and a strong  increase  in
sales  in  the  latter  part  of  the  second quarter.  Inventories,  consisting
primarily of finished goods, increased $686,755 to $1,891,533 at June  30,  1997
from  $1,204,778  at  December 31, 1996, also reflective of the  Company's  peak
period.   Property,  plant  and  equipment, net of  depreciation,  decreased  by
$45,692 from December 31, 1996 as a result of normal depreciation.  Other assets
decreased  by $42,130 from December 31, 1996, primarily due to amortizations  of
product  development, dies, molds, designs and prepaid expenses related  to  new
products  and  packaging.   Accounts  payable  and  accrued  expenses  increased
$180,813  to  $773,987 at June 30, 1997 from $593,174 at December 31,  1996  due
primarily  to  the seasonal nature of the purchases and the timing of  inventory
receipts.

Cash  and cash equivalents were down $455,252 from December 31, 1996 and $50,635
from  March 31, 1997.  Cash flow used in operations was $182,256 for  the  three
months  ended  June  30,  1997 as compared to cash flow used  in  operations  of
$169,372  for  the  comparable period June 30, 1996.  This is due  primarily  to
increases  in  sales  and  net income and the increases in  inventory,  accounts
receivable, and other current assets.

Shareholders' equity at June 30, 1997 increased during the six months then ended
by $240,411 to $2,744,553 due to earnings and the receipt of stock subscriptions
receivable.

                                                                          <PAGE>
                                                                     Page 9 of 9



                                   SIGNATURES



Pursuant  to  the  requirements of the Securities  Exchange  Act  of  1934,  the
registrant  has  duly  caused this report to be signed  on  its  behalf  by  the
undersigned thereunto duly authorized.



                       Action Products International, Inc.




Date:   May 12,       1997  By:     /s/ Delton G. de Armas
                                       Delton G. de Armas
                                 Controller/Corporate Secretary

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