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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                  FORM 10-K/A
                                Amendment No. 1
(Mark One)
[X]                Annual report pursuant to section 13 or 15(d)
             of the Securities Exchange Act of 1934 (Fee Required)
                 For the fiscal year ended December 31, 1996.

[_]        Transition report pursuant to section 13 or 15(d) of the
                       Securities Exchange Act of 1934.
  For the transition period from_____________________ to ___________________.

                        Commission file number 0-17676
                                               -------

                        AMERINST INSURANCE GROUP, INC.
            (Exact Name of Registrant as Specified in its Charter)

DELAWARE                                                52-1534560
(State or other jurisdiction of                         (I.R.S. Employer
Incorporation or Organization)                          Identification No.)
 
R.R. No. 3, Airport Road, Berlin, Vermont               05602
Mailing address: P.O. Box 1330, Montpelier, Vermont     05601
(Address of Principal Executive Offices)                (Zip Code)
 
Registrant's telephone number, including area code:     (802) 229-5042

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

Securities registered pursuant to Section 12(g) 
   of the Act:  Common Stock, $0.01 par value
                     (Title of class)

Indicate by check mark 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.
                                 [X] YES               [_] NO

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not 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-K or any amendment to this
Form 10-K [X].

Aggregate market value of the voting stock held by nonaffiliates of the
Registrant as of March 19, 1997 was $19,980,340.92. *

Number of shares of the $.01 par value common stock outstanding as of March 19,
1997 was 333,894.

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the Registrant's Proxy Statement for the 1997 Annual Meeting of
Stockholders are incorporated by reference into Part III hereof.

*based on book value as of December 31, 1996.
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                                 PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder Matters

There is no established public trading market for the common stock of AIIG.
AIIG's Certificate of Incorporation provides that all transfers of shares of
AIIG common stock must be approved by AIIG's Board of Directors or a committee
thereof.  AIIG's Board of Directors has appointed a Stockholder Relations
Committee for purposes of reviewing and approving applications for transfer.
All transferees must meet the qualifications for Stock Ownership contained in
AIIG's Stock Ownership Policy.

As of March 24, AIIG had 2,595 holders of record of its common stock.  On
August 28, 1995, the Board adopted a dividend policy for AIIG to pay a quarterly
dividend of $0.65 per share subject to legally available funds and specific
Board approval for each quarter.  During 1996, AIIG paid cash dividends of
$869,661 representing four quarterly payments of $0.65 per share.  During 1995,
AIIG paid two quarterly dividends of $.65 totalling $435,412.  The declaration
of dividends by AIIG's Board of Directors is dependent upon AIIG's and AIIC's
capacity to insure or reinsure business, profitability, financial condition, and
other factors which the Board of Directors may deem appropriate.  For a
description of the restrictions which Illinois law imposes on AIIC's ability to
pay dividends, see Item 1 above.
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                              SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

Date:  April 14, 1997                        AMERINST INSURANCE GROUP, INC.


                                          By /s/ NORMAN C. BATCHELDER
                                             -----------------------------------
                                             Norman C. Batchelder, President