SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  Form 10-K

/ X / ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES ACT OF 1934(Fee Required)

For the Fiscal Year Ended June 30, 1997
Commission File number   0-17330

                           DAINE INDUSTRIES, INC.
                                                                  
           (Exact Name of Registrant as Specified in its Charter)

Delaware                                       11-2881685
                                                                  
(State or other jurisdiction of                (I.R.S. Employer
Incorporation or Organization)                  Identification Number)

                   240 Clarkson Avenue, Brooklyn NY 11226
                                                                  
(Address of Principal Executive Office)                   (Zip Code)

                                (718)469-3132
                                                                  
            (Registrant's Telephone Number, Including Area Code)

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

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

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 and Exchange Act of 1934 during the preceding twelve
months and (2) has been subject to such filing requirements for the
past ninety days.

        Yes / X /            No /   /.

Indicate by check if disclosure of delinquent filers pursuant to
Item 405 or 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/

As of September 18, 1997, there was no aggregate market value of
the voting stock held by non-affiliates of the Registrant due to
the fact that there was no trading market in the shares of the
Registrant.

The Number of Shares Outstanding of the Registrant at September 18,
1997 was 248,461,935.


                           DAINE INDUSTRIES, INC.

                                   Part 1

Item 1.     Business.

      Daine Industries, Inc. ("The Registrant") was incorporated on
September 24, 1987 and is currently engaged in the manufacture and
assembly of wiring devices.

      On February 26, 1990, the Registrant acquired substantially
all of the assets (with the exception of the cash) and the business
of Lite King Corporation, a manufacturer and assembler of wiring
devices, cord sets and sockets.  The assets acquired had a total
cost of $738,079, consisting of machinery and equipment, inventory,
accounts receivable, a non compete clause entered into with Lite
King Corporation's former president and principal shareholder and
a rent deposit.  The purchase price ($663,079 in cash and a $75,000
five year note payable in quarterly installments with interest of
12%) was arrived at by arms length negotiations and the Registrant
obtained the funds for the purchase from its own internal sources. 
There was no material relationship between the Registrant and Lite
King Corporation or any of its officers or directors prior to this
transaction.  The Registrant had entered into a six month
consulting agreement with Lite King Corporation's former president
and owner Mr. Jerold Kolton.  For the consulting services rendered,
the Registrant paid Mr. Kolton the sum of $36,000 plus expenses of
$9,000, or a total of $45,000.

      Lite King and its predecessors have been in operation for over
twenty five years and its customers are in the Christmas,
Halloween, lamp, lighting, point of purchase display and ceramic
products field.  Lite King's electrical wiring devices, consists of
wiring harnesses, "pigtails", power supply cords and the sale of
bulbs.  Wiring harnesses consist of wire, one or more sockets on a
line with a polarized plug and with or without a plug and a switch
(which is optional).  "Pigtails" consist of a socket and wire. 
Power supply cords consists of a plug, wire and a switch (which is
optional).  The Registrant's customers consists of manufacturers of
lamps, chandeliers, Christmas and Halloween illuminated
decorations, novelties, point of purchase displays, signs,
religious illuminated items, illuminated ceramic products and
electrical specialties.  The Registrant's "pigtails" are primarily
sold to lamp and chandelier manufacturers while wiring devices and
power supply cords are sold primarily to the Registrant's other
customers.

      The Registrant obtains its raw materials from a number of
different suppliers and believes that it is not dependent upon any
source of supply.  It faces competition from a number of domestic
and international wiring device manufacturers, several of whom are
considerably larger than the Registrant.  Competition is believed
to be intense and while the Registrant believes it is able to
finance future growth internally, management believes that a number 
of the Registrant's competitors are materially stronger financially
along with having production facilities located domestically and
overseas, taking advantage of lower rates offshore.

      Lite King's facilities consist of approximately 16,000 square
feet of office and factory space with annual lease payments of
$58,000 plus tax escalations.  The lease is scheduled to expire on
April 30, 2002.  At June 30, 1997, there were approximately 30
employees, all except three which were engaged in manufacturing and
assembly activities.  For the year ended June 30, 1997, three
customers accounted for 38%, 28% and 18%, respectively of total
revenues.  For the fiscal year ended June 30, 1996 four customers
accounted for 43%, 24.4%, 15.1% and 5.2% respectively of total
revenues.  The loss of any one of these customers would have a
material adverse effect on the Registrant's future operations.  No
other customer accounted for 10% or more of revenues for the 1997
and 1996 fiscal years.

      Lite King has embarked upon a modernization program which
resulted in upgrading some of its present tooling and equipment. 
The modernization program has resulted in some improvement in
productivity in some production areas and in making available some
improved products.  Management will also continue to seek out the
acquisition of other companies or the purchase of assets of other
firms which may be in a related field to Lite King or which may
complement Lite King's business although no assurances can be given
that such an acquisition or purchase will be completed in the near
future.

Item 2.     Properties

      As of June 30, 1997, the Registrant owned no property.  Lite
King's facilities consist of 16,000 square feet of office and
factory space pursuant to a five year lease scheduled to expire on
April 30, 1997.  On May 31, 1996, the lease was renewed for a five
year period scheduled to end on April 30, 2002.  Annual lease
payments during the first two years ending on April 30, 1999 will
amount to $58,000 plus tax escalations.  During the third year the
rental amounts to $60,000 plus tax escalations and during the
fourth and fifth year of the lease ending April 30, 2002, the
annual lease payment amounts to $62,000 plus tax escalations.  The
Registrant's corporate office is in the facility of Modern
Technology Corp., an affiliated company for which it does not pay
rent.

Item 3.     Legal Proceedings

      The President and Secretary-Treasurer of the Registrant have
been included as defendants in a class action entitled "Barker et.
al v. Power Securities Corp., et. al" in the Western District of
New York which commenced in February 1989.  The complaint alleges
violations of the securities laws(section 10b and Rule 10b-5 of the
Securities and Exchange Act of 1934) in trading certain securities
including those of the Company and its affiliated company, Davin
Enterprises Inc., by all of the defendants.  The officers and
directors of the Registrant named in the complaint, who are also
officers and directors of Davin Enterprises Inc., deny the
allegations and believe the suit to be without merit.  The
Registrant has undertaken to advance any expenses necessary and
incurred by the officers and directors in the litigation subject to
an undertaking by such officer and director to repay the advances
if it be ultimately determined that the officer or director is not
entitled to be indemnified.  At this date, expenses are not
material.  A judgement by settlement was entered against certain
defendants other than those who are officers of this Registrant.
The officers of the Registrant continue to deny the allegations
against them and plaintiffs have not been pursuing the suit against
them.  In the event that the plaintiffs were to prevail against the
officers and directors and a judgment was issued against them, this
may have a material adverse effect on the Registrant's future
financial condition.

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

      None.

                                   PART II

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

      The following table sets forth, for the periods indicated, the
Company's common stock as published by the National Daily Quotation
Service.  Prices represent quotations between dealers without
adjustments for retail markups, markdowns or commissions, and may
not represent actual transactions.

                                               High Bid         Low Bid

Quarter ended September 30, 1995                 *                *
Quarter ended December 31, 1995                  *                *
Quarter ended March 31, 1996                     *                *
Quarter ended June 30, 1996                      *                *
Quarter ended September 30, 1996                 *                *
Quarter ended December 31, 1996                  *                *
Quarter ended March 31, 1997                     *                *
Quarter ended June 30, 1997                      *                *

*there were no pink sheet market makers for the Registrant's common
stock; no price information was available.

      On September 11, 1997, there was no market for the shares of
the Registrant.
      Number of shareholders of record on September 11, 1997 was
676.

      Dividends - The Company has not paid any dividends since its
inception and presently anticipates that all earnings, if any, will
be retained for development and expansion of the Registrant's
business and that no dividends on the common stock will be declared
in the foreseeable future.

Item 6.     Selected Financial Data
<TABLE>
<S>                  <C>          <C>            <C>          <C>          <C>
                       For The Year Ended June 30,
                        1997          1996       1995         1994          1993

Net Sales            $1,850,407    $1,610,409     $2,907,587   $2,127,327   $1,759,895
Interest Income           9,037        11,193         14,068       14,493       14,820
Net Income (Loss)        (8,909)      (31,332)       114,996       71,878       93,732
Net Income (Loss)
 Per Share                NIL          NIL            NIL           NIL         NIL
Total Assets          1,782,416     1,981,225      2,232,032    2,065,842    1,798,703
Long Term Debt              -0-           -0-           -0-          -0-        11,250
Dividends                   -0-           -0-           -0-          -0-           -0-
</TABLE>

Item 7.     Management's Discussion And Analysis of Results of
            Operations.

      For the year ended June 30, 1995, the Registrant generated
revenues of $2,907,587. During the year ended June 30, 1996, the
Registrant generated revenues of $1,610,409.  During the year ended
June 30, 1997, the Registrant generated revenues of $1,850,407.
During the year ended June 30, 1997, the Registrant generated a net
loss of $8,909 as compared with a net loss of $31,332 for the year
ended June 30, 1996 and net income after taxes of $114,996 for the
year ended June 30, 1995.  The decrease in the net loss for fiscal
year 1997 as compared with fiscal year 1996 was due to higher
revenues.  The fiscal year 1997 net loss figure consists of a gross
margin of $547,242 and interest income of $9,037, offset by general
and administrative expenses of $514,487, and depreciation and
amortization expense of $47,943 less an income tax benefit
amounting to $2,758 resulting in a net loss of $8,909.  For the
year ended June 30, 1996, the net loss before income taxes amounted
to $33,616 less an income tax benefit of $2,284, resulting in a net
loss of $31,332.

      The fiscal year 1996 net loss figure of $31,332, consisted of
a gross margin of $386,769 and interest income of $11,193, offset
by general and administrative expenses of $391,837 and depreciation
and amortization expense of $39,741 less an income tax benefit of
$2,284.  

      As of June 30, 1997, the Registrant had total assets of
$1,782,416 as compared with total assets of $1,981,225 at June 30,
1996.  The decrease in assets of $198,809 can be attributed to a
decline of $159,779 in the following current asset categories: a
decrease in accounts receivable ($17,676), inventory ($296,226) and
prepaid expenses ($27,386) and an increase in cash and cash
equivalents $181,509.  There was a decrease in the fixed asset
account $39,030 (net).

      During fiscal year 1997, total liabilities declined by
$189,900 reflected by a decrease in current liabilities of $188,006
and a decrease in deferred tax liabilities of $1,814.  At June 30,
1997, shareholders' equity amounted to $1,619,978 as compared with
$1,628,887 at June 30, 1996.  The current ratio (current assets to
current liabilities) at June 30, 1997 was approximately 10:1.

      At June 30, 1994 the Registrant's Net Operating Loss
Carryforward was totally utilized.  The utilization of the NOL
during fiscal year 1994 should have a negative effect on future net
cash flow, as the Registrant can anticipate higher tax
expenditures.  Management believes the Registrant has adequate
resources to finance such modernization programs from internal
sources.

      Management presently is considering a number of negative
factors which could have a material adverse effect on fiscal 1998
revenues and profitability.  The Company presently works with two
non profit testing organizations for its U.S. and Canadian
electrical products(Underwriters Laboratories[U.L.] and the
Canadian Standards Association[C.S.A.]).  U.L. has proposed new
standards for 1997 seasonal products for the U.S. which management
considers extreme and unrealistic.  The Company has obtained a
listing for its candelabra based wiring harness under the new
standards but not as yet for its medium (edison) based wiring
harness due to a lack of availability of approved listed componets. 
The Company may have to purchase edison based wiring harnesses from
a supplier, lowering the Company's profitability on this product
line.  This could have a materially negative effect on future
Company's revenues and operations.  The Company's candelabra line
of wiring harnesses will rise in price along with a related
increase in materials and labor.  Because of these uncertainties,
management can not forecast fiscal year 1998 revenues or
profitability.

Item 8.     Financial Statements

      Attached and listed in Item 14.

Item 9.     Changes In and Disagreements with Accountants in
            Accounting and Financial Disclosure.

      None.

                                  PART III

Item 10.    Directors and Executive Officers

      The executive officers and directors of the Registrant are as
follows:

                     Age                                  Term Expires

Arthur Seidenfeld  46  President and Director   Next annual meeting
Anne Seidenfeld    84  Treasurer,Secretary
                             and Director              Next annual meeting
Gerald Kaufman       56  Director                      Next annual meeting

      Each of the above named individuals has served the Registrant
in the capacity indicated since its formation on September 24, 1987
(with the exception that Anne Seidenfeld became the Registrant's
secretary on December 17, 1989 and Gerald Kaufman became a director
in 1990), and Arthur Seidenfeld and Anne Seidenfeld may be deemed
a "parent" under the Rules and Regulations promulgated under the
Securities Act of 1933, as amended.

      Arthur Seidenfeld, President and Director was awarded a B.S.
Degree in Accounting from New York University in 1972 and an M.B.A.
in Finance in 1978 from Pace University.  He has also served as
President and Director of Modern Technology Corp., a public company
since 1983.  Mr. Seidenfeld is also President and a Director of
Davin Enterprises, Inc., a public company whose proposed business
is to provide a mechanism to take advantage of business
opportunities, which went public during the quarter ended September
30, 1987.  From July 1994 until April 1997, he was also treasurer-
secretary of Soft Sail Wind Power Inc., a newly established company
engaged in wind energy research and development activities.  Since
December 1996, he is President and Director of Coral Development
Corp., a public company seeking to provide a mechanism to take
advantage of business opportunities.

      Anne Seidenfeld, Secretary-Treasurer and Director, received
her diploma from Washington Irving High School, New York City, in
1931.  Mrs. Seidenfeld is Treasurer, Secretary and a Director of
Modern Technology Corp. and is Treasurer, Secretary and a Director
of Davin Enterprises, Inc. and Coral Development Corp.

      Gerald Kaufman, Director, has been a practicing attorney for
over twenty five years.  He has served as a director of the
Registrant, along with being a director of Modern Technology Corp.
and Davin Enterprises, Inc. since November 1990.  He has also been
a director of American Mayflower Life Insurance Co. since 1973.

      Arthur Seidenfeld is the son of Anne Seidenfeld.

      No forms 4 or 5 were filed by officers or directors during the
      fiscal year ended June 30, 1997.


Item 11.    Management - Remuneration and Transactions

      For the year ended June 30, 1997, Arthur Seidenfeld, President
and a Director of the Company received a salary of $84,710.  Anne
Seidenfeld, Treasurer and a Director of the Company, received a
salary of $23,300 for the year ended June 30, 1997 from Lite King
Corp.  She has performed bookkeeping and other administrative
services for Lite King Corp.  No other option or bonus plan exists. 
The loss of the President's involvement with Lite King Corp. may
have an adverse effect on future Company operations.  

      The officers of the Company did not receive salaries from the
Registrant during the year ended June 30, 1997 with the exception
of the salaries received from Lite King Corp., listed above.
                                   PART IV

Item 12.    Security Ownership of Certain Beneficial Owners and
            Management.

a.    The following are known to Registrant to be beneficial owners
      of 5% or more of the Registrant's common stock:

Title of Class
Common Stock

Name of Beneficial Owner                 Amount &         Percentage
                                         Nature of         of Class 
                                         Beneficial
                                         Ownership 

Modern Technology Corp.
461 Beach 124 Street
Belle Harbor, New York                   72,000,000@           29.0%

Arthur Seidenfeld
461 Beach 124 Street
Belle Harbor, New York                   36,000,000            14.5%

Anne Seidenfeld
461 Beach 124 Street
Belle Harbor, New York                   20,000,000              8.0%

American Israel Ventures Corp.
461 Beach 124 Street
Belle Harbor, New York                   15,000,000@             6.0%

@ Arthur Seidenfeld and Anne Seidenfeld are president and
secretary, treasurer respectively of Modern Technology Corp. and
also own 49% and 12% respectively of the common stock of Modern
Technology Corp.

Arthur Seidenfeld owns 70% of the outstanding shares of American
Israel Ventures Corp.  Anne Seidenfeld owns 25% of the outstanding
shares of American Israel Ventures Corp.  Arthur Seidenfeld and
Anne Seidenfeld are president and treasurer-secretary respectively
of American Israel Ventures Corp.

b.    The shares owned by management are as follows:
      Common Stock.

  Arthur Seidenfeld          36,000,000           14.5%
  Anne Seidenfeld            20,000,000            8.0%
  Gerald Kaufman              3,000,000            1.2%
<PAGE>
Item 13.    Certain Relationships and Related Transactions.

      The Registrant's corporate office is in the facility of Modern
Technology Corp., an affiliated company where it does not pay any
rent.

Item 14.    Exhibits, Financial Statements and Schedules.

a)  Financial Statements and Financial Statement Schedules.

      Consolidated Balance Sheets - June 30, 1997 and 1996. 
      Consolidated Statement of Shareholders' Equity For the Period
      July 1, 1994 to June 30, 1997.
      Consolidated Statement of Operations For the Years Ended June
      30, 1997, 1996 and 1995.
      Consolidated Statement of Cash Flows For the Years Ended June
      30, 1997, 1996, and 1995.
      Notes to the Consolidated Financial Statements For the Years
      Ended June 30, 1997, 1996 and 1995.

b)  Schedules

      Other schedules not submitted are omitted, because the
information is included elsewhere in the financial statements or
the notes thereto, or the conditions requiring the filing of these
schedules are not applicable.

      Supplemental information to be furnished with reports filed
pursuant to Section 15(d) of the Securities Act of 1934 by
Registrant which have not registered securities pursuant to Section
12 of the Securities Act of 1934:

      a)  No annual report or proxy material has been sent to
security holders.  When such report or proxy materials are
furnished to securities holders subsequent to the filing of this
report, copies shall be furnished to the Commission when sent to
securities holders.




                                 SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the
Securities Act of 1934, the Registrant has duly caused this report
to be signed on its behalf by the undersigned thereunto duly
authorized.


                           DAINE INDUSTRIES, INC.

                                              
                         BY       Arthur Seidenfeld
                                  President
                         Dated:   September 18, 1997

































































                           DAINE INDUSTRIES, INC.

                            FINANCIAL STATEMENTS

                           JUNE 30, 1997 AND 1996






















                                  I N D E X





                                                                      Page


REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT                       1


CONSOLIDATED BALANCE SHEETS - ASSETS                                    2


CONSOLIDATED BALANCE SHEETS
  - LIABILITIES AND SHAREHOLDERS' EQUITY                                3


CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY                         4


CONSOLIDATED STATEMENTS OF OPERATIONS                                   5


CONSOLIDATED STATEMENTS OF CASH FLOWS                                  6-7 


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS                         8-11










              REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT


To the Board of Directors and Shareholders
DAINE INDUSTRIES, INC.
240 Clarkson Avenue
Brooklyn, NY 11226


We have audited the accompanying consolidated balance sheets of
DAINE INDUSTRIES, INC. as of June 30, 1997 and 1996 and the related
consolidated statements of operations, statements of shareholders'
equity and cash flows for each of the three years in the period
ended June 30, 1997.  These financial statements are the
responsibility of the Company's management.  Our responsibility is
to express an opinion on these financial statements based upon our
audit.

We conducted our audits 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 DAINE
INDUSTRIES, INC. as of June 30, 1997 and 1996, and the results of
its operations and its cash flows for each of the three years in
the period ended June 30, 1997, in conformity with generally
accepted accounting principles.




                                         GREENBERG & COMPANY LLC

Springfield, New Jersey
July 31, 1997




                                                             Page 1 of 11

                              DAINE INDUSTRIES, INC.
                            CONSOLIDATED BALANCE SHEETS



                                    A S S E T S


                                                              June 30,        
                                                        1997           1996   


CURRENT ASSETS
  Cash and Cash Equivalents                          $  468,991     $  287,482
  Accounts Receivable                                   502,259        519,935
  Inventory                                             607,127        903,353
  Prepaid Expenses                                       10,851         38,237
  Total Current Assets                                1,589,228      1,749,007

FIXED ASSETS, At Cost
  Machinery and Equipment                               393,786        384,873
  Leasehold Improvements                                  9,787          9,787
  Less:  Accumulated Depreciation                    
    and Amortization                                   (216,485)      (168,542)
                                                        187,088        226,118

OTHER ASSETS
  Deposits                                                6,100          6,100


TOTAL ASSETS                                         $1,782,416     $1,981,225






















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


                                                                    Page 2 of 11
                              DAINE INDUSTRIES, INC.
                            CONSOLIDATED BALANCE SHEETS



        L I A B I L I T I E S  A N D  S H A R E H O L D E R S'  E Q U I T Y


                                                              June 30,        
                                                        1997           1996   


CURRENT LIABILITIES
  Accounts Payable and Accrued Expenses              $  145,827     $  335,486
  Income Tax Payable                                      1,573            -0-
  Total Current Liabilities                             147,400        335,406

OTHER LIABILITIES
  Deferred Income Tax Liability                          15,038         16,852

TOTAL LIABILITIES                                       162,438        352,338

COMMITMENTS AND CONTINGENCIES
  (Note 3)

SHAREHOLDERS' EQUITY
  Common Stock (Par Value
    $.00001) 350,000,000 shares
    authorized, 248,461,935
    shares issued and outstanding                         2,485          2,485
  Paid-In Capital                                     1,441,597      1,441,597
  Retained Earnings                                     175,896        184,805

TOTAL SHAREHOLDERS' EQUITY                            1,619,978      1,628,887


TOTAL LIABILITIES AND
  SHAREHOLDERS' EQUITY                               $1,782,416     $1,981,225















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


                                                                Page 3 of 11
                                 DAINE INDUSTRIES, INC.
                     CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                      For The Period July 1, 1994 to June 30, 1997



<TABLE>
<S>                     <C>            <C>       <C>          <C>         <C>              
                                                                              Total
                            Number      $.00001                              Share-
                              of          Par      Paid-In     Retained     holders'
                            Shares       Value     Capital     Earnings      Equity



BALANCES AT
JULY 1, 1994             248,461,935    $2,485   $1,441,594    $101,141    $1,545,223

Net Income (Loss)
for the Year Ended
June 30, 1995                                                   114,996       114,996

BALANCES AT
JUNE 30, 1995            248,461,935     2,485    1,441,594     216,137     1,660,219

Net Income (Loss)
for the Year Ended
June 30, 1996                                                   (31,332)      (31,332)

BALANCES AT
JUNE 30, 1996            248,461,935     2,485    1,441,594     184,805     1,628,887

Net Income (Loss)
for the Year Ended
June 30, 1997                                                    (8,909)       (8,909)


BALANCES AT
JUNE 30, 1997            248,461,935    $2,485   $1,441,594    $175,896    $1,619,978
</TABLE>















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



                                                                    Page 4 of 11
                                  DAINE INDUSTRIES, INC.
                           CONSOLIDATED STATEMENTS OF OPERATIONS




                                              For The Years Ended June 30,   
                                             1997           1996          1995 


REVENUES
   Sales - Net                           $1,850,407     $1,610,409    $2,907,587

COST OF GOODS SOLD
   Beginning Inventory                      903,353        807,279       810,385
   Purchase and Freight                     757,890      1,106,998     1,795,974
   Direct Labor                             249,049        212,716       359,610
                                          1,910,292      2,126,993     2,965,969

   Less:  Inventory - End of Period         607,127        903,353       807,279
                                          1,303,165      1,223,640     2,158,690

   GROSS MARGIN                             547,242        386,769       748,897
   
   Interest Income                            9,037         11,193        14,068

   General and Administrative
     Expenses                             (514,487)      (391,837)     (521,783)

   Interest Expense                            -0-            -0-          (718)
   Depreciation and Amortization Expense   (47,943)       (39,741)      (48,505)

INCOME (LOSS) BEFORE INCOME TAXES           (6,151)       (33,616)      191,959

   Income Tax Expense (Benefit)              2,758         (2,284)       76,963


NET INCOME (LOSS)                       $   (8,909)    $  (31,332)   $  114,996


Earnings (Loss) Per Share                   NIL           NIL           NIL


Weighted Average Number of Shares
  of Common Stock Outstanding           248,461,925   248,461,925   248,461,925












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


                                                                   Page 5 of 11
                                  DAINE INDUSTRIES, INC.
                           CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                For The Years Ended June 30,  
                                               1997          1996         1995


CASH FLOWS FROM OPERATING ACTIVITIES

   Net Income (Loss)                        $  (8,909)    $ (31,332)   $114,996
   Adjustment to Reconcile Net Income
     to Net Cash Provided By (Used In)
     Operating Activities:
       Depreciation and Amortization 
         Expense                               47,943        39,741      48,505
       Change in Assets and Liabilities:
          Decrease (Increase) in Accounts
            Receivable                         17,676       190,105    (204,584)
          Decrease (Increase) in Inventory    296,226       (96,074)      3,106
          Decrease (Increase) in Prepaid
            Expenses                           27,386       (29,066)     (5,206)
          Decrease (Increase) in Deferred
            Taxes - Noncurrent                    -0-           -0-         -0-
          Increase (Decrease) in Accounts
            Payable and Accrued Expenses     (189,659)     (220,499)     53,148
          Increase (Decrease) in Income Tax
            Payable                             1,573           -0-         -0-
          Increase (Decrease) in Deferred
            Income Tax Liability               (1,814)        1,024       9,296
   Net Cash Provided By (Used In)
       Operating Activities                   190,422      (146,101)     19,261

CASH FLOWS FROM INVESTING ACTIVITIES
   Capital Expenditures                        (8,913)      (17,135)    (82,157)
   Net Cash (Used In) Investing
     Activities                                (8,913)      (17,135)    (82,157)


















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


                                                                    Page 6 of 11
                                  DAINE INDUSTRIES, INC.
                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                        (Continued)



                                               For The Years Ended June 30,  
                                               1997          1996         1995


CASH FLOWS FROM FINANCING ACTIVITIES
   Net Borrowings (Repayment) Under
     Short-Term and Long-Term Debt              -0-           -0-     (11,250)

     Net Cash Provided By (Used In)
       Financing Activities                     -0-           -0-     (11,250)

Net Increase (Decrease) in Cash and             
   Cash Equivalents                         181,509      (163,236)    (74,146)

Cash and Cash Equivalents at
   Beginning of Period                      287,482       450,718     524,864

CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $ 468,991     $ 287,482    $450,718

Supplemental Disclosures of Cash Flow Information:
   Cash Paid During the Year for:
       Interest                           $     -0-     $     -0-    $    718
       Income Taxes                       $   3,000     $  52,519    $ 41,407


























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


                                                                   Page 7 of 11
                              DAINE INDUSTRIES, INC.
                  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED JUNE 30, 1997, 1996 AND 1995

NOTE 1:    ORGANIZATION AND NATURE OF OPERATIONS

           Daine Industries, Inc. (Daine) is a Delaware corporation. 
           Daine owns 100% of the stock of Lite King Corp. (LKC) a New
           York corporation.  Daine's principal purpose is to hold the
           stock of LKC.  LKC's principal business is the  manufacture and
           assembly of electrical wiring devices, cord sets and sockets. 
           LKC's customers consists of manufacturers of lamps,
           chandeliers, Christmas and Halloween illuminated decorations,
           novelties, point of purchase displays, signs, and other
           electrical specialties.  The customers are located throughout
           North America.

NOTE 2:    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

           BASIS OF PRESENTATION

           The accounts of the Company and its consolidated 100% owned
           subsidiary, Lite King Corporation, are included in the
           consolidated financial statements.  All significant
           intercompany balances and transactions have been eliminated.

           CASH AND CASH EQUIVALENTS

           Cash equivalents consist of highly liquid, short-term
           investments with maturities of 90 days or less.  The carrying
           amount reported in the accompanying balance sheets approximates
           fair value.
           
           ACCOUNTS RECEIVABLE

           Accounts receivable are judged as to collectibility by
           management and an allowance for bad debts is established as
           necessary.  As of each balance sheet date, no reserve was
           considered necessary.

           INVENTORY

           Inventories are stated at the lower of cost or market.  Cost is
           determined by the first-in, first-out method.
           Inventories consist of:

                                                6/30/97      6/30/96
                  Raw Materials                $288,582     $766,527
                  Work-in-Process               213,182       27,412
                  Finished Goods                105,363      109,414
                                               $607,127     $903,353









                                                             Page 8 of 11
                              DAINE INDUSTRIES, INC.
                  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED JUNE 30, 1997, 1996 AND 1995
                                    (Continued)

            CONCENTRATION OF CREDIT RISK

            Financial instruments that potentially subject the Company to
            concentration of credit risk are accounts receivable.  During
            the years ended June 30, 1997 and 1996, three customers
            accounted for approximately 38%,  28%, 18%, and 43%, 24%, 15%,
            respectively, of total revenues.  The Company performs ongoing
            credit evaluations of its customers but generally does not
            require collateral to support customer receivables.  The loss
            of any one of these customers could have a material adverse
            effect on the financial condition of the company.

            PROPERTY AND EQUIPMENT

            Renewals and betterments are capitalized; maintenance and
            repairs are expensed as incurred.

            Depreciation is calculated using the straight line method over
            the asset's estimated useful life, which generally
            approximates 10 years.


            REVENUE RECOGNITION POLICY

            The company recognizes sales, for both financial statement
            purposes and for tax purposes, when the products are shipped
            to customers.

            SHAREHOLDERS' EQUITY

            The company issued 50,000,000 units, consisting of one share
            common stock, $.00001 par value, one redeemable Class A Common
            Stock Purchase warrant and one redeemable Class B Common Stock
            Purchase warrant, and 152,000,000 shares to officers of the
            company and other individuals.  As of June 30, 1994, June 30,
            1993 and June 30, 1992, 37,224,425 Class "A" and 9,237,510
            Class "B" warrants were exercised, and the balance of the
            warrants have expired.

            ESTIMATES IN FINANCIAL STATEMENTS

            The preparation of financial statements in conformity with
            generally accepted accounting principles requires management
            to make estimates and assumptions that affect the reported
            amounts of assets and liabilities at the date of the financial
            statements and the reported amounts of revenues and expenses
            during the reporting period.  Actual results could differ from
            those estimates.







                                                              Page 9 of 11
                              DAINE INDUSTRIES, INC.
                  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED JUNE 30, 1997, 1996 AND 1995
                                    (Continued)

            INCOME TAXES

            The Company accounts for income taxes in accordance with
            Statement of Financial Accounting Standards ("SFAS") No. 109,
            "Accounting for Income Taxes."  SFAS 109 has as its basic
            objective the recognition of current and deferred income tax
            assets and liabilities based upon all events that have been
            recognized in the financial statements as measured by the
            provisions of the enacted tax laws.

            Valuation allowances are established when necessary to reduce
            deferred tax assets to the estimated amount to be realized. 
            Income tax expense represents the tax payable for the current
            period and the change during the period in the deferred tax
            assets and liabilities.

NOTE 3:     COMMITMENTS AND CONTINGENCIES

            The company is currently in a lease for office and factory
            space requiring minimum annual base rental payments for the
            fiscal periods shown as follows:

                             1998         $58,000
                             1999          58,333
                             2000          60,333
                             2001          62,000
                             2002          51,667
                             Total       $290,333

            In addition to annual base rental payments, the company must
            pay an annual escalation for real estate taxes.  

            Certain officers and directors of the company have been
            included as defendants in a class action entitled "Barker et
            al v. Power Securities Corp., et al" in the Western District
            of New York, which action alleges violations of the securities
            laws, in trading certain securities including those of the
            company and its affiliated company, Davin Enterprises Inc., by
            all of the defendants.  Certain officers and directors of the
            company, who are also officers and directors of Davin
            Enterprises Inc., deny the allegations and believe the suit to
            be without merit.  The alleged violations refer to Section 10b
            and Rule 10b-5 of the Securities and Exchange Act of 1934.

            The company has undertaken to advance any expenses necessary
            and incurred by the officers and directors in the litigation
            subject to an undertaking by such officer and director to
            repay the advances if it be ultimately determined that the
            officer or director is not entitled to be indemnified.  At
            this date, expenses are not material.  In the event that the
            plaintiffs were to prevail against the officers and directors
            and a judgment was issued against them, this may have a
            material adverse effect on the company's future financial
            condition.  Management feels that an estimate of the possible
            range of loss cannot be made at this time.

                                                            Page 10 of 11
                              DAINE INDUSTRIES, INC.
                  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                 FOR THE YEARS ENDED JUNE 30, 1997, 1996 AND 1995
                                    (Continued)

NOTE 4:    INCOME TAXES

           Income taxes are accrued at the statutory U.S. and state income
           tax rates.

           Income tax expense for June 30, 1997 is principally due to
           state and local income taxes based upon capital.  Deferred tax
           liabilities relate to depreciation timing differences.

                                                    June 30,         
                                           1997      1996       1995 

           Current tax expense (benefit):
             Income tax at 
              statutory rates            $ 7,767   $ 3,143    $67,666
             Operating loss
              carryback                   (1,323)   (5,930)       -0-
             Other differences            (1,872)     (521)       -0-
                                           4,572    (3,308)    67,666

           Deferred tax expense (benefit):
             Depreciation                 (1,814)    1,024      9,297

           Total Tax Expense
             (Benefit)                   $ 2,758   $(2,284)   $76,963

           The tax effect of significant temporary differences, which
           comprise the deferred tax liabilities are as follows:

                                              June 30,    
                                          1997      1996  
             Deferred tax liability
               Depreciation              $15,038   $16,852

NOTE 5:    POSTRETIREMENT EMPLOYEE BENEFITS

           The company does not have a policy to cover employees for any
           health care or other welfare benefits that are incurred after
           employment (postretirement).  Therefore, no provision is
           required under SFAS's 106 or 112.















                                                              Page 11 of 11
Pursuant to the requirements of the Securities Act of 1934, this report has been
signed below by the following persons on behalf of the Registrant and in the
capacities and on the date indicated.


Name                      Title                              Date


Arthur Seidenfeld         President and Director             September 18, 1997
                          Principal Executive Officer
                          and Principal Financial Officer

                    


Anne Seidenfeld           Treasurer, Secretary               September 18, 1997
                          and Director

                    


Gerald Kaufman            Director                           September 18, 1997