U.S. SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC 20549


                           FORM 10-KSB


[X]   Annual  report  pursuant to section  13  or  15(d)  of  the
Securities  Exchange  Act  of 1934  for  the  fiscal  year  ended
September 30, 1999, or

[  ]   Transition report pursuant to section 13 or 15(d)  of  the
Securities  Exchange act of 1934 for the transition  period  from
to

                  Commission File No.  0-26347

                    FUTURE TECHNOLOGIES, INC.
   (Name of Small Business Issuer as specified in its charter)

           Minnesota                        41-0985135
(State or Other Jurisdiction of           (IRS Employer
Incorporation or Organization)         Identification No.)

       11900 Wayzata Blvd., Suite 100, Hopkins, MN  55305
      (Address of Principal Executive Offices and Zip Code)

Issuer's Telephone Number:  (612) 541-1155

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

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

                  Common Stock, Par Value $0.01

Check  whether  the issuer (1) filed all reports required  to  be
filed by sections 13 or 15(d) of the Exchange Act during the past
12 months (or such shorter period that the issuer was required to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.  Yes [X] No [ ]

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

The  issuer's revenues (consisting only of interest  income)  for
its most recent fiscal year:  $0.

The aggregate market value of voting stock held by non-affiliates
computed  on the basis of the last sale price on March  4,  1999,
was $3,480.

As   of  September  30,  1999,  the  Registrant  had  outstanding
1,348,089 shares of Common Stock, par value $0.01.

Documents incorporated by reference:  None.

<PAGE>


                        TABLE OF CONTENTS

ITEM NUMBER AND CAPTION                                     Page

Part I

1.   Description of Business                                    3

2.   Description of Properties                                  7

3.   Legal Proceedings                                          7

4.   Submission of Matters to a Vote of Security Holders        7

Part II

5.    Market  for  Common Equity and  Related  Stockholder      8
Matters

6.    Management's  Discussion and Analysis  of  Financial      8
      Condition and Results of Operations

7.   Financial Statements                                       9

8.   Changes in and Disagreements with Accountants              9
     on Accounting and Financial Disclosure

Part III

9.   Directors, Executive Officers, Promoters and Control       9
     Persons;  Compliance  with  Section  16(a)  of  the
     Exchange Act

10.  Executive Compensation                                    10

11.   Security Ownership of Certain Beneficial Owners  and     10
      Management

12.  Certain Relationships and Related Transactions            11

13.  Exhibits and Reports on Form 8-K                          11

                                2
<PAGE>
                FORWARD-LOOKING STATEMENT NOTICE

     When used in this report, the words "may," "will," "expect,"
"anticipate,"  "continue," "estimate," "project,"  "intend,"  and
similar  expressions  are  intended to  identify  forward-looking
statements  within the meaning of Section 27a of  the  Securities
Act  of  1933 and Section 21e of the Securities Exchange  Act  of
1934 regarding events, conditions, and financial trends that  may
affect   the  Company's  future  plans  of  operations,  business
strategy,  operating  results, and financial  position.   Persons
reviewing  this  report  are cautioned that  any  forward-looking
statements  are  not  guarantees of future  performance  and  are
subject  to  risks and uncertainties and that actual results  may
differ  materially from those included within the forward-looking
statements  as  a  result of various factors.  Such  factors  are
discussed  under the headings "Item 1.  Description of Business,"
and  "Item  6.  Management's Discussion and Analysis of Financial
Condition  and  Results of Operations," and also include  general
economic  factors and conditions that may directly or  indirectly
impact   the   Company's  financial  condition  or   results   of
operations.

                             PART I

                ITEM 1.  DESCRIPTION OF BUSINESS

General

      The Company is seeking a favorable business opportunity  to
acquire.   The  Company has not entered into any  agreement,  nor
does  it  have any commitment or understanding to enter  into  or
become  engaged in a transaction as of the date of  this  filing.
The  Company  continues  to  investigate,  review,  and  evaluate
business opportunities as they become available and will seek  to
acquire or become engaged in business opportunities at such  time
as  specific  opportunities  warrant.   The  Company  cannot  now
predict  what type of business it may enter into or acquire.   It
is  emphasized that the business objectives discussed herein  are
extremely general and are not intended to be restrictive  on  the
discretion of the Company's management.

      It  is  anticipated  that business  opportunities  will  be
identified for the Company through its officers and directors and
through professional advisors including securities broker-dealers
and  through  members  of the financial community.   To  a  large
extent,   a  decision  to  participate  in  a  specific  business
opportunity may be made upon management's analysis regarding  the
quality  of the other firm's management and personnel, the  asset
base of such firm or enterprise, the anticipated acceptability of
new  products  or  marketing concepts, the merit  of  the  firm's
business plan, and numerous other factors which are difficult, if
not  impossible,  to  analyze  through  the  application  of  any
objective criteria.

      There  are  no  plans  or arrangements  proposed  or  under
consideration  for the issuance or sale of additional  securities
by  the  Company  prior to the identification of  an  acquisition
candidate.  Consequently, management anticipates that it  may  be
able  to participate in only one potential business venture,  due
primarily  to  the  Company's  limited  capital.   This  lack  of
diversification should be considered a substantial risk,  because
it  will  not permit the Company to offset potential losses  from
one venture against gains from another.

Selection of a Business

       The  Company  anticipates  that  businesses  for  possible
acquisition  will be referred by various sources,  including  its
officers and directors, professional advisors, securities broker-
dealers, venture
                                3
<PAGE>

capitalists, members of the financial community, and  others  who
may  present unsolicited proposals.  The Company will not  engage
in  any  general  solicitation  or  advertising  for  a  business
opportunity,  and will rely on personal contacts of its  officers
and   directors  and  their  affiliates,  as  well  as   indirect
associations  between  them and other business  and  professional
people.   By  relying  on "word of mouth",  the  Company  may  be
limited  in the number of potential acquisitions it can identify.
While  it  is  not  presently anticipated that the  Company  will
engage  unaffiliated professional firms specializing in  business
acquisitions  or reorganizations, such firms may be  retained  if
management deems it in the best interest of the Company.

      Compensation to a finder or business acquisition  firm  may
take  various  forms, including one-time cash payments,  payments
based  on  a  percentage  of revenues or  product  sales  volume,
payments involving issuance of securities (including those of the
Company),  or  any  combination of these  or  other  compensation
arrangements.  Consequently, the Company is currently  unable  to
predict the cost of utilizing such services.

      The  Company will not restrict its search to any particular
business,  industry,  or  geographical location,  and  management
reserves  the  right  to  evaluate and enter  into  any  type  of
business in any location.  The Company may participate in a newly
organized business venture or a more established company entering
a  new  phase  of  growth  or in need of  additional  capital  to
overcome  existing financial problems.  Participation  in  a  new
business  venture entails greater risks since in  many  instances
management  of such a venture will not have proved  its  ability,
the  eventual  market of such venture's product or services  will
likely  not be established, and the profitability of the  venture
will  be  unproved  and cannot be predicted accurately.   If  the
Company  participates in a more established  firm  with  existing
financial  problems,  it may be subjected  to  risk  because  the
financial  resources  of  the Company  may  not  be  adequate  to
eliminate  or reverse the circumstances leading to such financial
problems.

      In  seeking a business venture, the decision of  management
will  not  be controlled by an attempt to take advantage  of  any
anticipated   or   perceived  appeal  of  a  specific   industry,
management group, product, or industry, but will be based on  the
business  objective of seeking long-term capital appreciation  in
the real value of the Company.

      The  analysis  of new businesses will be undertaken  by  or
under  the  supervision  of  the  officers  and  directors.    In
analyzing  prospective businesses, management will  consider,  to
the  extent  applicable, the available technical, financial,  and
managerial resources; working capital and other prospects for the
future;  the  nature  of  present and expected  competition;  the
quality  and  experience  of management  services  which  may  be
available  and  the depth of that management; the  potential  for
further research, development, or exploration; the potential  for
growth  and  expansion; the potential for profit;  the  perceived
public recognition or acceptance of products, services, or  trade
or   service  marks;  name  identification;  and  other  relevant
factors.

      The  decision to participate in a specific business may  be
based on management's analysis of the quality of the other firm's
management  and personnel, the anticipated acceptability  of  new
products  or  marketing  concepts,  the  merit  of  technological
changes,   and  other  factors  which  are  difficult,   if   not
impossible,  to  analyze through any objective criteria.   It  is
anticipated that the results of operations of a specific firm may
not  necessarily be indicative of the potential  for  the  future
because  of  the  requirement  to substantially  shift  marketing
approaches, expand significantly, change product emphasis, change
or substantially augment management, and other factors.

                                4
<PAGE>

      The  Company will analyze all available factors and make  a
determination  based on a composite of available  facts,  without
reliance  on  any  single factor.  The period  within  which  the
Company  may  participate in a business cannot be  predicted  and
will  depend  on  circumstances  beyond  the  Company's  control,
including  the availability of businesses, the time required  for
the  Company  to  complete  its  investigation  and  analysis  of
prospective  businesses, the time required to prepare appropriate
documents    and   agreements   providing   for   the   Company's
participation, and other circumstances.

Acquisition of a Business

      In  implementing  a  structure for  a  particular  business
acquisition,  the  Company  may  become  a  party  to  a  merger,
consolidation,  or other reorganization with another  corporation
or  entity; joint venture; license; purchase and sale of  assets;
or  purchase and sale of stock, the exact nature of which  cannot
now  be  predicted.  Notwithstanding the above, the Company  does
not  intend to participate in a business through the purchase  of
minority  stock positions.  On the consummation of a transaction,
it  is likely that the present management and shareholders of the
Company  will not be in control of the Company.  In  addition,  a
majority  or all of the Company's directors may, as part  of  the
terms  of the acquisition transaction, resign and be replaced  by
new directors without a vote of the Company's shareholders.

      In connection with the Company's acquisition of a business,
the  present shareholders of the Company, including officers  and
directors, may, as a negotiated element of the acquisition,  sell
a  portion or all of the Company's Common Stock held by them at a
significant  premium  over  their  original  investment  in   the
Company.   As  a result of such sales, affiliates of  the  entity
participating  in  the business reorganization with  the  Company
would  acquire  a  higher percentage of equity ownership  in  the
Company.  Management does not intend to actively negotiate for or
otherwise require the purchase of all or any portion of its stock
as  a  condition to or in connection with any proposed merger  or
acquisition.  Although the Company's present shareholders did not
acquire  their  shares of Common Stock with a  view  towards  any
subsequent sale in connection with a business reorganization,  it
is  not unusual for affiliates of the entity participating in the
reorganization  to  negotiate  to purchase  shares  held  by  the
present shareholders in order to reduce the amount of shares held
by  persons  no  longer affiliated with the Company  and  thereby
reduce  the potential adverse impact on the public market in  the
Company's  common stock that could result from substantial  sales
of   such  shares  after  the  business  reorganization.   Public
investors will not receive any portion of the premium that may be
paid  in the foregoing circumstances.  Furthermore, the Company's
shareholders  may not be afforded an opportunity  to  approve  or
consent to any particular stock buy-out transaction.

      In the event sales of shares by present shareholders of the
Company,  including  officers  and  directors,  is  a  negotiated
element of a future acquisition, a conflict of interest may arise
because  directors  will be negotiating for  the  acquisition  on
behalf of the Company and for sale of their shares for their  own
respective accounts.  Where a business opportunity is well suited
for  acquisition by the Company, but affiliates of  the  business
opportunity impose a condition that management sell their  shares
at  a  price  which is unacceptable to them, management  may  not
sacrifice  their financial interest for the Company  to  complete
the  transaction.   Where the business opportunity  is  not  well
suited,  but  the  price offered management for their  shares  is
high,  Management  will be tempted to effect the  acquisition  to
realize  a  substantial  gain on their  shares  in  the  Company.
Management has not adopted any policy for resolving the foregoing
potential  conflicts, should they arise, and does not  intend  to
obtain  an  independent appraisal to determine whether any  price
that  may be offered for their shares is fair.  Stockholders must
rely,  instead,  on the obligation of management to  fulfill  its
fiduciary  duty under state law to act in the best  interests  of
the Company and its stockholders.

                                5
<PAGE>

      It  is  anticipated that any securities issued in any  such
reorganization  would be issued in reliance  on  exemptions  from
registration under applicable federal and state securities  laws.
In  some circumstances, however, as a negotiated element  of  the
transaction,  the Company may agree to register  such  securities
either  at the time the transaction is consummated, under certain
conditions, or at specified times thereafter.  Although the terms
of such registration rights and the number of securities, if any,
which  may be registered cannot be predicted, it may be  expected
that   registration  of  securities  by  the  Company  in   these
circumstances  would entail substantial expense to  the  Company.
The  issuance  of  substantial additional  securities  and  their
potential sale into any trading market which may develop  in  the
Company's securities may have a depressive effect on such market.

     While the actual terms of a transaction to which the Company
may  be a party cannot be predicted, it may be expected that  the
parties  to  the business transaction will find it  desirable  to
structure  the acquisition as a so-called "tax-free" event  under
sections 351 or 368(a) of the Internal Revenue Code of 1986, (the
"Code").  In order to obtain tax-free treatment under section 351
of the Code, it would be necessary for the owners of the acquired
business  to own 80% or more of the voting stock of the surviving
entity.   In  such event, the shareholders of the  Company  would
retain less than 20% of the issued and outstanding shares of  the
surviving entity.  Section 368(a)(1) of the Code provides for tax-
free   treatment  of  certain  business  reorganizations  between
corporate  entities  where  one corporation  is  merged  with  or
acquires   the  securities  or  assets  of  another  corporation.
Generally, the Company will be the acquiring corporation in  such
a  business  reorganization,  and  the  tax-free  status  of  the
transaction  will  not  depend on the issuance  of  any  specific
amount  of  the Company's voting securities.  It is not uncommon,
however,  that as a negotiated element of a transaction completed
in  reliance  on  section  368, the acquiring  corporation  issue
securities  in  such  an  amount that  the  shareholders  of  the
acquired corporation will hold 50% or more of the voting stock of
the  surviving  entity.   Consequently, there  is  a  substantial
possibility  that  the  shareholders of the  Company  immediately
prior to the transaction would retain less than 50% of the issued
and  outstanding  shares  of  the surviving  entity.   Therefore,
regardless  of the form of the business acquisition,  it  may  be
anticipated   that   stockholders  immediately   prior   to   the
transaction  will  experience a significant  reduction  in  their
percentage of ownership in the Company.

     Notwithstanding the fact that the Company is technically the
acquiring   entity  in  the  foregoing  circumstances,  generally
accepted accounting principles will ordinarily require that  such
transaction be accounted for as if the Company had been  acquired
by  the other entity owning the business and, therefore, will not
permit  a  write-up in the carrying value of the  assets  of  the
other company.

      The  manner in which the Company participates in a business
will  depend on the nature of the business, the respective  needs
and  desires of the Company and other parties, the management  of
the  business,  and  the  relative negotiating  strength  of  the
Company and such other management.

      The  Company will participate in a business only after  the
negotiation  and  execution  of appropriate  written  agreements.
Although  the  terms  of  such agreements  cannot  be  predicted,
generally  such  agreements will require specific representations
and  warranties  by  all  of the parties  thereto,  will  specify
certain  events of default, will detail the terms of closing  and
the  conditions  which must be satisfied by each of  the  parties
prior  to such closing, will outline the manner of bearing  costs
if  the  transaction is not closed, will set  forth  remedies  on
default, and will include miscellaneous other terms.

Operation of Business After Acquisition

      The  Company's  operation following its  acquisition  of  a
business will be dependent on the nature of the business and  the
interest acquired.  The Company is unable to predict whether  the
Company will

                                6
<PAGE>

be  in control of the business or whether present management will
be  in control of the Company following the acquisition.  It  may
be  expected that the business will present various risks,  which
cannot be predicted at the present time.

Governmental Regulation

      It  is impossible to predict the government regulation,  if
any, to which the Company may be subject until it has acquired an
interest  in  a  business.  The use of assets and/or  conduct  of
businesses  which  the Company may acquire could  subject  it  to
environmental,  public health and safety,  land  use,  trade,  or
other  governmental regulations and state or local taxation.   In
selecting  a business in which to acquire an interest, management
will  endeavor  to  ascertain,  to  the  extent  of  the  limited
resources   of  the  Company,  the  effects  of  such  government
regulation  on  the  prospective business  of  the  Company.   In
certain  circumstances, however, such as the  acquisition  of  an
interest  in a new or start-up business activity, it may  not  be
possible  to  predict with any degree of accuracy the  impact  of
government regulation.  The inability to ascertain the effect  of
government  regulation  on a prospective business  activity  will
make  the  acquisition of an interest in such business  a  higher
risk.

Competition

      The  Company  will be involved in intense competition  with
other  business entities, many of which will have  a  competitive
edge  over  the  Company  by virtue of their  stronger  financial
resources  and  prior  experience  in  business.   There  is   no
assurance  that  the  Company  will be  successful  in  obtaining
suitable investments

Employees

     The Company is a development stage company and currently has
no employees.  The sole executive officer, who is not compensated
for  his  time contributed to the Company, will devote only  such
time to the affairs of the Company as he deems appropriate, which
is  estimated to be approximately 20 hours per month.  Management
of  the  Company  expects  to  use  consultants,  attorneys,  and
accountants  as  necessary, and does not  anticipate  a  need  to
engage  any  full-time employees so long as  it  is  seeking  and
evaluating  businesses.   The  need  for  employees   and   their
availability  will  be addressed in connection  with  a  decision
whether  or not to acquire or participate in a specific  business
industry.

               ITEM 2.  DESCRIPTION OF PROPERTIES

      The Company uses offices at 11900 Wayzata Blvd., Suite 100,
Hopkins,  MN  55305, provided by an officer and director  of  the
Company at no charge.

                   ITEM 3.  LEGAL PROCEEDINGS

      The  Company  is not a party to any material pending  legal
proceedings,  and  to  the  best  of  its  knowledge,   no   such
proceedings by or against the Company have been threatened.

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

     No matter was submitted to a vote of security holders in the
last quarter of the fiscal year ended September 30, 1999.

                                7
<PAGE>

                            PART III

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     There is presently no established trading market for the
Company's common stock.

     All  shares of common stock outstanding may be sold  without
restriction  under Rule 144(k) promulgated under  the  Securities
Act  of 1933, except 1,000,000 shares, which are held by the sole
officer and director of the Company.  After March 5, 2000, shares
held  by  the  sole officer and director may be sold  subject  to
complying with all of the terms and conditions of Rule 144.

     Since  its  inception, no dividends have been  paid  on  the
Company's  common  stock.   The Company  intends  to  retain  any
earnings  for  use  in  its business activities,  so  it  is  not
expected  that any dividends on the common stock will be declared
and paid in the foreseeable future.

     At  September 30, 1999, there were approximately 135 holders
of record of the Company's Common Stock.

   ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                            CONDITION
                    AND RESULTS OF OPERATIONS

Results of Operations

Years Ended September 30, 1999 and 1998

     The Company had no revenue for the years ended September 30,
1999 and 1998.

     General and administrative expenses for year ended September
30,  1999,  were  $9,890, and the Company had  no  such  expenses
during   the  corresponding  year  end  in  1998.   General   and
administrative expenses during the year ended September 30, 1999,
consisted  of fees and related expenses associated with  reviving
the  Company.  The Company realized a net loss of $9,890 for  the
fiscal year 1999, and no net income or loss for the corresponding
period in 1998.

     The  Company  does  not  expect to generate  any  meaningful
revenue  or incur operating expenses unless and until it acquires
an interest in an operating company.

Liquidity and Capital Resources

     At September 30, 1999, the Company had $110 working capital.
Management  believes  that the Company has  sufficient  cash  and
short-term  investments  to meet the  anticipated  needs  of  the
Company's  operations  through  at  least  the  next  12  months.
However,  there  can  be no assurances to  that  effect,  as  the
Company  has  no revenues and the Company's need for capital  may
change  dramatically  if it acquires an interest  in  a  business
opportunity during that period.  The Company's current  operating
plan   is   to  (i)  handle  the  administrative  and   reporting
requirements  of a public company; and (ii) search for  potential
businesses, products, technologies and companies for acquisition.
At  present,  the Company has no understandings,  commitments  or
agreements  with  respect  to the acquisition  of  any  business,
product, technology or company and there can be no assurance that
the  Company will identify any such business, product, technology
or  company  suitable  for acquisition in the  future.   Further,
there can be no assurance

                                8
<PAGE>

that  the  Company  would  be  successful  in  consummating   any
acquisition  on  favorable terms or  that  it  will  be  able  to
profitably manage the business, product, technology or company it
acquires.

                  ITEM 7.  FINANCIAL STATEMENTS

     The financial statements of the Company appear at the end of
this  report beginning with the Index to Financial Statements  on
page F-1.

    ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
               ACCOUNTING AND FINANCIAL DISCLOSURE

     On  December 6, 1999, Thomas Lewis and Associates, P.A., the
Company's  independent certified public accounting firm  declined
to  be re-appointed as the Company's auditors for the Fiscal year
ended September 30, 1999.

     During  the  fiscal year ended September 30, 1999,  and  the
interim period subsequent to September 30, 1999, there have  been
no  disagreements with Thomas Lewis and Associates, on any matter
of   accounting  principles  or  practices,  financial  statement
disclosure  or  auditing  scope or procedure  or  any  reportable
events.

     Thomas   Lewis  and  Associates'  report  on  the  Company's
financial report as of and for the years ended September 30, 1998
and  1997  contained no adverse opinion or disclaimer of  opinion
and,  further,  was not qualified or modified as to  uncertainty,
audit scope or accounting principles.

     Thomas  Lewis  and Associates P.A. has furnished  a  letter,
dated  December  6, 1999, addressed to the U. S.  Securities  and
Exchange  Commission  stating  that  it  agrees  with  the  above
statements.

     On  December  6, 1999, the Company appointed the independent
certified accounting firm of S. W. Hatfield, CPA of Dallas, Texas
as  the Company's auditors as of and for the year ended September
30, 1999, effective immediately.

      During  the fiscal years ended September 30, 1998 and  1997
and  the  interim period subsequent to September 30, 1999,  there
have  been  no  consultations with S. W. Hatfield,  CPA,  on  any
matters  of  accounting  principles to  a  specific  transaction,
either  completed or proposed, or the type of audit opinion  that
might be rendered on the Company's financial statements.

                            PART III

  ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
                            PERSONS;
        COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

Directors and Officers

     The   following  table  sets  forth  the  names,  ages,  and
positions  with the Company for the sole director and officer  of
the Company.

Name                Age  Positions (1)                   Since

Craig Laughlin      49   President and Director           1999

                                9
<PAGE>

     All  executive  officers are elected by the Board  and  hold
office  until the next Annual Meeting of stockholders  and  until
their successors are elected and qualify.

     The  following is information on the business experience  of
each director and officer.

     Craig  Laughlin is the founder and President of SRC Funding,
Inc.,  which structures venture capital financing for early stage
companies.   Mr. Laughlin has been a consultant in the  areas  of
mergers, acquisitions, and early stage financing since 1986.  Mr.
Laughlin  has  also served as a member of the board of  directors
since  May  1990,  of  Century Controls  International,  Inc.,  a
publicly  held  company  engaged in the  business  of  designing,
manufacturing,  and  marketing  a  line  of  proprietary  control
devices used in the management of large commercial and industrial
steam boilers and of certain manufacturing processes.

                ITEM 10.  EXECUTIVE COMPENSATION

      The  Company has no agreement or understanding, express  or
implied, with any officer, director, or principal stockholder, or
their  affiliates  or associates, regarding employment  with  the
Company  or compensation for services.  The Company has no  plan,
agreement,  or  understanding,  express  or  implied,  with   any
officer,  director, or principal stockholder, or their affiliates
or  associates,  regarding the issuance to such  persons  of  any
shares  of  the  Company's authorized and unissued common  stock.
There  is  no understanding between the Company and  any  of  its
present  stockholders regarding the sale of a portion or  all  of
the  common stock currently held by them in connection  with  any
future participation by the Company in a business.  There are  no
other  plans, understandings, or arrangements whereby any of  the
Company's officers, directors, or principal stockholders, or  any
of their affiliates or associates, would receive funds, stock, or
other assets in connection with the Company's participation in  a
business.   No  advances have been made or  contemplated  by  the
Company   to  any  of  its  officers,  directors,  or   principal
stockholders, or any of their affiliates or associates.

      There is no policy that prevents management from adopting a
plan  or  agreement in the future that would provide for cash  or
stock based compensation for services rendered to the Company.

      On  acquisition of a business, it is possible that  current
management will resign and be replaced by persons associated with
the  business  acquired, particularly if the Company participates
in   a  business  by  effecting  a  stock  exchange,  merger,  or
consolidation  as  discussed under "Item 1.  Business."   In  the
event  that  any  member  of  current  management  remains  after
effecting  a business acquisition, that member's time  commitment
and  compensation will likely be adjusted based on the nature and
location of such business and the services required, which cannot
now be foreseen.

  ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
                           MANAGEMENT

     The following table sets forth as of September 30, 1999, the
number  and percentage of the outstanding shares of common  stock
that  were beneficially owned by (i) each person who is currently
a director of the Company, (ii) each executive officer, (iii) all
current  directors and executive officers of  the  Company  as  a
group  and (iv) each person who, to the knowledge of the Company,
is the beneficial owner of more than 5% of the outstanding common
stock.   Craig  Laughlin  is the ole officer,  director,  and  5%
stockholder  of the Company.  Except as otherwise indicated,  the
person named in the table has sole

                               10
<PAGE>

voting   and  dispositive  power  with  respect  to  all   shares
beneficially  owned,  subject to community  property  laws  where
applicable.

                                           Common     Percent
                                           Shares        of
                                                       Class
Name and Address

Craig Laughlin                            1,000,000     74.0
11900 Wayzata Blvd., Suite 100
Hopkins,  MN 55305

    ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      On  March  6,  1999, the Company sold 1,000,000  shares  of
common stock to Craig Laughlin, the sole officer and director  of
the  Company, for $10,000.  No underwriter or broker was involved
in  the offering, and no commissions were paid on the sale of the
shares.   The  shares were offered and sold in  reliance  on  the
exemption  set  forth in Section 4(2) of the  Securities  Act  of
1933.   Except for the sale and purchase of the Company's  common
stock  described above there are no proposed transactions and  no
transactions during the past two years to which the Company was a
party   and   in  which  any  officer,  director,  or   principal
stockholder, or their affiliates or associates, was also a party.

                            ITEM 13.
                EXHIBITS AND REPORTS ON FORM 8-K

      Copies  of the following documents are included as exhibits
to this report pursuant to Item 601 of Regulation S-B.

Exhibits.

Exhibit    SEC Ref.    Title of Document                     Location
 No.         No.

  1       (3)(i)   Articles of Incorporation, as amended *   Fm 10-SB
                                                             Page E-1

  2       (3)(ii)  By-Laws *                                 Fm 10-SB
                                                             Page E-3

  3        (16)    Letter  dated December 6, 1999 from       Fm 8-K
                   Thomas Lewis and Associates, P.A. *       Page E-1

  3        (27)   Financial Data Schedules                     **


*     Exhibit  No.'s  1  and 2 are incorporated  herein  by  this
reference  to the Company's Registration Statement on Form  10-SB
filed  with  the Securities and Exchange Commission on  June  14,
1999.  Exhibit

                               11
<PAGE>

No.  3  is  incorporated  by reference to the  Company's  Current
Report  on  Form  8-K dated December 6, 1999 and filed  with  the
Securities and Exchange Commission on December 9, 1999.

**    The  Financial  Data  Schedule is  presented  only  in  the
electronic filing with the Securities and Exchange Commission.

FORM 8-K FILINGS

     On December 9, 1999, the Company filed with the Securities
and Exchange Commission a Current Report on Form 8-K dated
December 6, 1999, reporting under Item 4 a change in the
Company's independent auditors.
                           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.

                                   FUTURE TECHNOLOGIES, INC.

Date:   December 21, 1999          By: /s/ Craig  Laughlin, President

      In  accordance with the Exchange Act, this report has  been
signed  by the following persons on behalf of the registrant  and
in the capacities and on the dates indicated.

Dated: December 21, 1999          /s/ Craig Laughlin, Director


                               12
<PAGE>

                    FUTURE TECHNOLOGIES, INC.

                      Financial Statements

                   September 30, 1999 and 1998

                            CONTENTS


Independent Auditors' Reports                                 F-2

Balance Sheets                                                F-4

Statements of Operations                                      F-5

Statement of Changes in Stockholders' Equity                  F-6

Statements of Cash Flows                                      F-7

Notes to the Financial Statements                             F-8


                               F-1
<PAGE>

S. W. HATFIELD, CPA
certified public accountants

Member: American Institute of Certified Public Accountants
        SEC Practice Section
        Information Technology Section
        Texas Society of Certified Public Accountants

       REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Board of Directors and Stockholders
Future Technologies, Inc.

We have audited the accompanying balance sheet of Future
Technologies, Inc. (a Minnesota corporation ) as of September 30,
1999  and the related statements of operations and comprehensive
income, changes in stockholders' equity and cash flows for the
year then ended.  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 audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit 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 audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Future Technologies, Inc. as of September 30, 1999 and the
related statements of operations and its cash flows for the year
then ended,  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 A to the financial statements, the Company has no viable
operations or significant assets and is dependent upon
significant shareholders to provide sufficient working capital to
maintain the integrity of the corporate entity.  These
circumstances create substantial doubt about the Company's
ability to continue as a going concern and are discussed in Note
A.  The financial statements do not contain any adjustments that
might result from the outcome of these uncertainties.

                                    S. W. HATFIELD, CPA
Dallas, Texas
December 7, 1999

              Use our past to assist your future sm

P. O. Box 820395              9002 Green Oaks Circle, 2nd Floor
Dallas, Texas  75382-0395     Dallas, Texas 75243-7212
214-342-9635 (voice)     (fax) 214-342-9601
800-244-639    SWHCPA@aol.com

                               F-2
<PAGE>

                  INDEPENDENT AUDITOR'S REPORT



To the Board of Directors and Stockholders
FUTURE TECHNOLOGIES, INC.

We have audited the accompanying balance sheet of Future
Technologies, Inc. (a Minnesota corporation ) as of September 30,
1998  and the related statements of operations and comprehensive
income, changes in stockholders' equity and cash flows for the
year then ending.  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 audit 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 audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Future Technologies, Inc. as of September 30, 1998 and the
related statements of operations and cash flows for the year then
ended,  in conformity with generally accepted accounting
principles.



                        THOMAS LEWIS & ASSOCIATES, P.A.

Minneapolis, Minnesota
June 2, 1999

                               F-3
<PAGE>

                    FUTURE TECHNOLOGIES, INC.
                         BALANCE SHEETS
                   September 30, 1999 and 1998


                             ASSETS
                                                         1999      1998
Current assets
 Cash on hand and in bank                          $    1,010  $      -

TOTAL ASSETS                                       $    1,010  $      -


              LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
 Accounts payable - trade                           $     900  $      -

   Total liabilities                                        -         -

Commitments and contingencies

Stockholders' equity
 Preferred stock - $0.01 par value.
   5,000,000 shares authorized.
   None issued and outstanding                              -         -
 Common stock - $0.01 par value.
   45,000,000 shares authorized.
   1,348,089 and 348,089 shares issued
   and outstanding, respectively                       13,481      3,481
 Additional paid-in capital                            49,405     49,405
 Accumulated deficit                                  (62,776)   (52,886)

     Total stockholders' equity                           110          -

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY           $  1,010  $       -


The accompanying notes are an integral part of these financial statements.

                               F-4
<PAGE>

                    FUTURE TECHNOLOGIES, INC.
        STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
             Years ended September 30, 1999 and 1998


                                                  1999              1998

Net revenues                                  $        -     $         -

Operating expenses
 General and administrative expenses                 938               -
 Legal and professional fees                       8,952               -

   Total operating expenses                        9,890               -

Loss from continuing operations
 before income taxes                              (9,890)              -

Income tax benefit (expense)                           -               -

Net Loss                                          (9,890)              -

Other comprehensive income                              -              -

Comprehensive Income (Loss)                   $    (9,890)     $       -

Loss per weighted-average share
 of common stock outstanding,
 computed on net loss - basic
 and fully diluted                            $     (0.01)           nil

Weighted-average number of
 common shares outstanding -
 basic and fully diluted                          925,115        352,512


The accompanying notes are an integral part of these financial statements.

                               F-5
<PAGE>

                    FUTURE TECHNOLOGIES, INC.
          STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
             Years ended September 30, 1999 and 1998
<TABLE>
<CAPTION>
                                                                Additional
                                            Common Stock         paid-in       Accumulated
                                         Shares       Amount     capital         deficit        Total
<S>                                     <C>         <C>         <C>            <C>              <C>
Balances at October 1, 1997,
 as originally presented                352,512     $  35,251   $  17,635      $ (52,886)       $      -
Correction of cumulative
 clerical errors found in
 Fiscal 1999 reconciliation
 of shareholder's listing                (4,423)         (442)        442              -               -

February 1999 restatement of
 par value from $0.10 to $0.01                -       (31,328)     31,328              -               -

Balances at October 1, 1997
 as restated                            348,089         3,481      49,405        (52,886)              -

Net loss for the year                         -             -           -              -               -

Balances at September 30, 1998          348,089         3,481      49,405        (52,886)              -

Sale of common stock subject
 to a private placement               1,000,000        10,000           -              -          10,000

Net loss for the year                         -             -           -         (9,890)         (9,890)

Balances at September 30, 1999        1,348,089     $   13,481   $ 49,405      $ (62,776)       $    110

</TABLE>


The accompanying notes are an integral part of these financial statements.

                               F-6
<PAGE>

                    FUTURE TECHNOLOGIES, INC.
                    STATEMENTS OF CASH FLOWS
             Years ended September 30, 1999 and 1998


                                                  1999             1998
Cash flows from operating activities
 Net loss for the period                      $ (9,890)        $      -
 Adjustments to reconcile net loss to net
   cash provided by operating activities
     Increase in accounts payable - trade          900                -

 Net cash used in operating activities          (8,990)               -


Cash flows from investing activities                 -                -


Cash flows from financing activities
 Proceeds from sale of common stock             10,000                -

 Net cash provided by financing activities      10,000                -

Increase in Cash                                 1,010                -

Cash at beginning of period                          -                -

Cash at end of period                         $  1,010       $        -

Supplemental disclosure of interest
 and income taxes paid
   Interest paid for the period               $      -       $        -
   Income taxes paid for the period           $      -       $        -


The accompanying notes are an integral part of these financial statements.

                               F-7
<PAGE>


                    FUTURE TECHNOLOGIES, INC.

                  NOTES TO FINANCIAL STATEMENTS


NOTE A - ORGANIZATION AND DESCRIPTION OF BUSINESS


Future Technologies, Inc. (Company) was initially formed under
the laws of the State of Minnesota as Land Corporation of
America, Inc. on June 20, 1972 for the purpose of developing
parcels of land into mobile home parks and to sell the developed
lots to owners of mobile homes.  On November 30, 1977, the
Company changed its corporate name to Future Homes, Inc.  The
Company operated successfully until the late-1970's when an
economic recession caused significant difficulty in the financing
of mobile homes for purchasers.  The Company began to suffer
operating losses through the early-1980's and, in 1983, closed
five (5) of its six (6) operating locations.  On June 10, 1989,
the Company assigned all remaining assets to its creditors and
became inactive.

On February 8, 1999, the Company restated its Articles of
Incorporation in the State of Minnesota, increased the authorized
number of shares which may be issued in the form of both
preferred and common stock, changed its stated par value to $0.01
per share and adopted new corporate by-laws.  Additionally, this
restatement changed the corporate name to Future Technologies,
Inc.

The Company successfully completed a public offering of its
common stock in 1973 whereby 160,000 shares were sold at a gross
price of $2.50 per share.

The current business purpose of the Company is to seek out and
obtain a merger, acquisition or outright sale transaction whereby
the Company's stockholders will benefit.  The Company is not
engaged in any negotiations and has not undertaken any steps to
initiate the search for a merger or acquisition candidate.

With the disposition of all operations in 1989, the Company
became fully dependent upon the support of its controlling
shareholders for the maintenance of its corporate status and to
provide all working capital support for the Company's behalf.
The controlling shareholders intend to continue the funding of
necessary expenses to sustain the corporate entity.

The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect certain reported
amounts and disclosures.  Accordingly, actual results could
differ from those estimates.


 NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Cash and cash equivalents

   The Company considers all cash on hand and in banks,
   including accounts in book overdraft positions, certificates
   of deposit and other highly-liquid investments with
   maturities of three months or less, when purchased, to be
   cash and cash equivalents.

   Cash overdraft positions may occur from time to time due to
   the timing of making bank deposits and releasing checks, in
   accordance with the Company's cash management policies.

                               F-8
<PAGE>

                    FUTURE TECHNOLOGIES, INC.

            NOTES TO FINANCIAL STATEMENTS - CONTINUED


 NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Continued

2. Income taxes

   The Company uses the asset and liability method of accounting
   for income taxes.  At September 30, 1999 and 1998,
   respectively, the deferred tax asset and deferred tax
   liability accounts, as recorded when material to the
   financial statements, are entirely the result of temporary
   differences.  Temporary differences represent differences in
   the recognition of assets and liabilities for tax and
   financial reporting purposes, primarily accumulated
   depreciation and amortization, allowance for doubtful
   accounts and vacation accruals.

   Due to the provisions of Internal Revenue Code Section 338,
   the Company will have no net operating loss carryforwards
   available to offset financial statement or tax return taxable
   income in future periods as a result of a change in control
   involving 50 percentage points or more of the issued and
   outstanding securities of the Company.

3. Earnings (loss) per share

   Basic earnings (loss) per share is computed by dividing the
   net income (loss) by the weighted-average number of shares of
   common stock and common stock equivalents (primarily
   outstanding options and warrants).  Common stock equivalents
   represent the dilutive effect of the assumed exercise of the
   outstanding stock options and warrants, using the treasury
   stock method.  The calculation of fully diluted earnings
   (loss) per share assumes the dilutive effect of the exercise
   of outstanding options and warrants at either the beginning
   of the respective period presented or the date of issuance,
   whichever is later.  As of September 30, 1999 and 1998, the
   Company has no outstanding warrants and options issued and
   outstanding.


NOTE C - COMMON STOCK TRANSACTIONS

On March 5, 1999, the Company issued approximately 1,000,000
shares of restricted, unregistered common stock, pursuant to a
private placement letter to its President for proceeds of $10,000
cash.  The proceeds were designated by the Company's Board of
Directors "to pay for legal, accounting and other expenses
associated with the Company's plan to position itself to make an
acquisition of an existing business opportunity".


                               F-9