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             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549
                         FORM 10-KSB-A
                              
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)
    OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, 1996
Commission file number 33-17387  

                           ALLIANCE HEALTH, INC.                       
   (Exact name of registrant as specified in its charter)

         Delaware                                       75-219377   
(State or other jurisdiction of                (I.R.S. Employer I.D.#)
incorporation or organization)

421 E. Airport Freeway, Irving, Texas                     75062        
(Address of principal executive office)                 (Zip Code)

Issuer's telephone number, including area code (972)-255-5533 

Securities registered under Section 12(b) of the Exchange Act:
                                               Name of each exchange on
        Title of each class                         which registered
--------------------------------------------------------------------------

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

     Check whether the issuer (1) filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
past 12 months (or for 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

     State issuer's revenues for its most recent fiscal year $1,498,934.

     State the aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date
within the past 60 days.  No market for common stock.

     Check whether the issuer has filed all documents and reports required
to be filed by Section 12, 13, or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.  Yes X     
No

     State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date.  3,590,000

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  Item 11.  Security Ownership of Certain Beneficial Owners and
            Managers
  
       The following information is submitted as of November 30,
  1996 with respect to the Company's voting securities owned
  beneficially by each person known to the Company who owns more
  than 5% of the Common Stock of the Company, this being the only
  class of voting securities now outstanding and by all directors
  and officers of the Company individually and as a group.

  Name and Address of          Amount Bene-            Approximate
  Beneficial Owner           ficially owned             Percent of
  Class
  
  Sarkis J. Kechejian, M.D.     2,809,518                  78%
  421 E. Airport Freeway
  Irving, Texas  75062

  Nishan J. Kechejian, M.D.       450,000                 12.5%
  824 Oak St.
  Brockton, MA  02401


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                                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.
  
  
                ALLIANCE HEALTH, INC.
  
  
  
  DATED:    March 1, 1997          By:  Sarkis J. Kechejian, M.D.
                                   Sarkis J. Kechejian, M.D.
                                   Chairman of the Board,
                                   President and Treasurer
  
  
  In accordance with the Exchange Act, this report has been
  signed below by the following persons on behalf of the registrant
  and in the capacities and on the dates indicated.
  
  DATED:   March 1, 1997       Sarkis J. Kechejian, M.D.
                               Chairman of the Board and
                               President and Treasurer
  
  DATED:   March 1, 1997       James Kenney
                               Director
  
  DATED:   March 1, 1997       George Nicolaou, M.D.
                               Director
  
  DATED:   March 1, 1997       Kenneth Guest
                               Director
  
  DATED:   March 1, 1997       Mac Martirossian
                               Director