SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC  20549

                           Form 10-QSB

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

For Quarter Ended March 31, 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     (IRS 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 March 31, 1997.


        Class                 Outstanding at March 31, 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 - March 31, 1997
           and  December 31, 1996 (unaudited)                          3

        Condensed statements of operations and changes in
           retained earnings (accumulated deficit) - Three
           months ended March 31, 1997 and 1996 (unaudited)            4

        Condensed statements of cash flows - Three months
           ended March 31, 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>
                                 March 31,  December 31,
                                   1997        1996
                                            
Current assets:                             
  Cash and cash equivalents     $   58,520   $   463,137
  Accounts receivable, net of               
    allowance of $25,500
    at March 31, 1997 and
    December 31, 1996              756,056       517,982
  Inventories, net               1,525,563     1,204,778
  Prepaid expenses                 276,111       246,888
                                            
    Total Current Assets         2,616,250     2,432,785
                                            
Property, plant and equipment,              
  net of accumulated depre-
  ciation of $901,145 at
  March 31, 1997 and $872,692               
  at December 31, 1996           1,041,520     1,064,522
Other assets                       352,039       375,009
                                            
    TOTAL ASSETS                 4,009,809     3,872,316
                                            
Current liabilities:                        
 Accounts payable & accrued
   expenses                        617,652       593,174
 Borrowings under line of
   credit                          351,750       175,000
                                            
    Total Current Liabilities      969,402       768,174
                                            
Long term liabilities:                      
  Notes payable                    600,000       600,000
                                            
Shareholder's equity:                       
Common stock $.001 par value                
  authorized 7,500,000; 
  1,549,926 issued and
  outstanding at March 31,1996              
  and December 31, 1996              1,550         1,550
                                            
Additional paid-in capital       2,904,192     2,904,192
                                                         
Accumulated deficit               (381,335)     (317,600)
                                            
Stock Subscription Receivable      (84,000)      (84,000)
                                            
     Total Shareholders' Equity  2,440,407     2,504,142
                                            
TOTAL LIABILITIES AND                       
 SHAREHOLDERS' EQUITY          $ 4,009,809   $ 3,872,316
</TABLE>

                     See Accompanying Notes
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                                                        Page 4 of 9
               ACTION PRODUCTS INTERNATIONAL, INC.
          CONDENSED STATEMENTS OF OPERATIONS ANDCHANGES
           IN RETAINED EARNINGS (ACCUMULATED DEFICIT)
                           (UNAUDITED)
                                
                                
                                
<TABLE>
<S>                              <C>          <C>
                                   Three months ended
                                       March 31,
                                    1997         1996
                                               
Net sales                         $1,144,386 $1,437,664
                                   
Cost of sales                        668,153    915,807
                                               
Gross profit                         476,233    521,857
                                               
Selling, general &                             
 administrative expenses             525,226    385,739
                                               
Other (expenses) income                        
   Other                               3,194      6,705
   Interest expense                  (17,936)   (14,043)
Total                                (14,742)    (7,338)
                                               
Income before income taxes           (63,735)   128,780
                                               
Provision for income taxes                 -          -
                                               
Net income (loss)                  $ (63,735) $ 128,780
                                    
                                               
Beginning retained earnings         
(accumulated deficit)               (317,600)       255
                                               
Ending retained earnings                   
(accumulated deficit)              $(381,335) $ 129,035
                                               
                                               
                                               
Net income (loss) per share        $   (0.04) $    0.09
                                     
                                               
Weighted average number                        
of common shares outstanding       1,549,926  1,499,926

</TABLE>

                     See Accompanying Notes
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                                                        Page 5 of 9
               ACTION PRODUCTS INTERNATIONAL, INC.
               CONDENSED STATEMENTS OF CASH FLOWS
                           (UNAUDITED)
                                
                                
                                
                        
<TABLE>
<S>                                     <C>             <C>
                                       Three months ended March 31,
                                           1997           1996
Cash flows from operating activities:                       
          Net income (loss)              $  (63,735)    $ 128,780
                                                  
Adjustments to reconcile net income                     
   to net cash provided by (used in)                    
   operating activities:                                
        Depreciation and amortization        59,911        25,146
                                                        
Change in assets and liabilities:                       
        Increase in current assets,                     
          other than cash and cash 
          equivalents                      (588,082)     (693,481)
                                                        
        Increase in current liabilities      
           and deferred taxes                24,478       193,315
                                                        
        Increase in other assets             (8,488)      (43,340)
                                                        
Net cash used in operating activities      (575,916)     (389,580)
                                                        
Net cash used in investing activities        (5,451)      (58,781)
                                                        
Net cash provided by financing activities   176,750       268,000
                                                        
Net decrease in cash and cash equivalents  (404,617)     (180,361)
                                                        
Cash and cash equivalents at beginning      
  of period                                 463,137       600,085
                                                        
Cash and cash equivalents at end of     
  period                                $    58,520     $ 419,724
                                                        
Supplemental disclosures - cash paid for 
      Interest                          $    17,936     $  14,043
      Taxes                             $         -     $  11,075

</TABLE>


                     See Accompanying Notes
<PAGE>

                                                        Page 6 of 9
               ACTION PRODUCTS INTERNATIONAL, INC.
             NOTES TO CONDENSED 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 March 31, 1997  and
the  results  of its operations and cash flows for  the  first
quarter ending March 31, 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  March 31, 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.





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                                                        Page 7 of 9

ITEM 2. Management's Discussion and Analysis of
        Financial Condition and 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.

Results of Operations:
During the first quarter ended March 31, 1997, revenues decreased
to  $1,144,386  in  1997  from $1,437,664  in  1996.   Management
attributes  the  decrease  in 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  becoming  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 toy and publishing catalogs.  As
a  result, the Company experienced inventory shortages in product
lines where demand was underestimated.

As  a  percent of sales, gross profit increased substantially  to
41.6% from 36.3% for the same period in 1996, though gross profit
decreased $45,624 to $476,233 from $521,857.  Selling, General  &
Administrative  Expenses increased $139,487 resulting  in  a  net
loss  of $63,735, or $0.04 per share.  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.

Financial Condition, Liquidity and Capital Resources:
As  of March 31, 1997, current assets were $2,616,250 compared to
current  liabilities of $969,402 resulting in a current ratio  of
3:1.    Total  assets  increased  $137,493  to  $4,009,809   from
$3,872,316  at December 31, 1996.  Current liabilities  increased
$201,228  due  primarily to borrowings on the Company's  line  of
credit  used  to  fund additional inventory  purchases.   Current
assets increased $183,465 due to increases in accounts receivable
and inventories.

Accounts receivable and inventories were $756,056 and $1,525,563,
respectively,  at  March  31,  1997,  compared  to  $517,982  and
$1,204,778,  respectively, at December 31, 1996.   The  increases
are  as  a  result  of  the Company's normal business  cycle  and
preparation  for  its  peak season, which historically  stretches
from March through August.

<PAGE>

                                                        Page 8 of 9
ITEM 2. Management's Discussion and Analysis of Financial
        Condition and Results of Operations (Continued)


Cash and cash equivalents were down by $404,617, as cash was used
to position the Company for its peak period.  Property, plant and
equipment,  net  of  depreciation, decreased by  $23,002.   Other
assets  were down $22,970 due to the amortization of prior period
acquisitions.

Accounts  payable  and  accrued  expenses  increased  $24,478  to
$617,652 at March 31, 1997 from $593,174 at December 31, 1996 due
to the timing of purchases and payments.

Cash  used in operations was $575,916 for the three months  ended
March 31, 1997, as compared to $389,580 for the comparable period
in 1996.  This is due to the swing in net earnings and the extent
and timing of accruals and payments.

Shareholders' equity at March 31, 1997 decreased by $63,735 as
a result of the period's loss.

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                                                        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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