UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                         
                            AMENDED FORM 10-K


            ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                     SECURITIES EXCHANGE ACT OF 1934

                 For the fiscal year ended March 31, 1997

                       Commission File No. 0-8730
  

                        AMERICAN INDUSTRIES, LTD.
                              REGISTRANT

State of Incorporation							                  IRS Employer Identification No.

      Nevada						 	     	                               	88-110436

Address of Principal Executive Office					     	          Zip Code

Bank of America Center, Suite 845					        	            89109
101 Convention Center Drive
Las Vegas, Nevada

Registrant's Telephone Number 
	                                                                            
    (702) 386-2633

Securities registered pursuant to             Name of Each Exchange on which 
Section 12(b) of the Act:                               registered:

       		NONE					            		                          NONE

            Securities registered pursuant to 12 (g) of the Act:

                         Title of each class
                    Common Stock, $.10 Par Value

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.  Yes    No XX 

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein,
andwill 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.  XX

             APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY 
                PROCEEDINGS DURING THE PRECEDING FIVE YEARS                    

Indicate by check mark whether the registrant has filed all documents and 
reports required to be filed by Section 12, 13 or 15(d) of the Securities 
Exchange Act of 1934 subsequent to the distribution of securities under a 
plan confirmed by a court.   Yes     No 

                (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date:

                   DOCUMENTS INCORPORATED BY REFERENCE	  

                                 NONE
                      






                     SECURITY AND EXCHANGE COMMISSION
                          Washington, DC 20549.







                               FORM 10-K/A





                             ANNUAL REPORT




             PERSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
                          EXCHANGE ACT OF 1934





                FOR THE FISCAL YEAR ENDING MARCH 31,1997 
















                                                Commission File No. 0-8730



                     AMENDED FORM 10-K ANNUAL REPORT
                        AMERICAN INDUSTRIES, LTD.

                                PART  I


ITEM 1. BUSINESS

American Industries, Ltd. ("Registrant" or "Company") was incorporated in 
Nevada on December 26, 1919, as Toquima Stores Company engaged in the business 
of operating a general store.  The name was changed successively to American 
Resources, Inc., American Health Service, Inc.,  G.W.Hume Industries, Inc., and
on July 18, 1972, to American Industries, Ltd. It was not until 1978 that 
Registrant came under the jurisdiction of the federal Securities Act of 1933 
and the Exchange Act of 1934, and registered its shares by filing Form 10, 
having by that time acquired the requisite number of shareholders and capital
assets making compliance mandatory under the regulatory Acts. Prior to that 
time, Registrant was exempt from the federal securities regulatory requirements.
 
Using the trading symbol AMII, Registrant traded on the NASDAQ over the 
counter market (OTC) in the seventies. In 1982, unable to comply with NASD 
requirements for continued listing, registrant was delisted from the OTC 
quotation service.
 	
Registrant has been variously engaged in many diverse businesses since 
inception, including the mining and exploration of minerals; leasing equipment; 
operating nursing homes;  processing, canning and distributing foods; brokering 
residential and commercial mortgage loans; and selling and servicing products 
related to preserving the ecology.  

Since 1994, Registrant has been essentially dormant, supporting its financial 
needs through the private sale of promissory notes and donations of capital 
from those shareholders holding management positions with Registrant.

On July 25,1997, Zack Monroe, Chairman of the Board of  Directors, President,  
Chief Executive Officer and  Registrant's principal shareholder passed away.
Mr.Monroe had been Registrant's Chief Executive Officer since 1970.
 
George Balis, a Director and Vice President, owning approximately 59% (as of 
this amended report date) of Registrants issued and outstanding shares of 
Common Stock became the Company's Chief Executive Officer. 

Presently, Registrant is concentrating its efforts to establish and provide a 
business consulting service to American companies from its Las Vegas offices,
and to European companies through the Luxembourg office of its wholly owned 
subsidiary, Global Technologies, S.A., a foreign corporation ("Global"). 
Registrant also expects to package loans on a fee basis using the European 
contacts of Global as a money source. The Articles of Incorporation for Global
were issued by the Grand Duche of Luxembourg. Identification Number 
1989-40-00735. Its offices are located at Val Des Bons Malades 231, L2121 
Luxembourg.

Registrant's principal assets are the personal foreign and domestic business 
contacts of present management, together with Registrant's inventory of uncut
gem stones( emeralds, rubies and sapphires) acquired by Registrant when it 
merged with Global in 1993. At the time of the merger, all of Global's issued 
and outstanding shares of common stock were exchanged for 11,900,000 shares 
of Registrants, $.10 par value Common Stock. At the time Registrant had 
issued and outstanding an aggregate of 20,000,445 shares of Common Stock.  
The sole shareholder of Global, George Balis, received approximately 59% of 
Registrant's outstanding Common Stock. The merger was intended as a tax-free
reorganization pursuant to Section 368 of the Internal Revenue Code.
 
By independent appraisal, Global's gemstones at the time of merger were 
deemed to have a fair market value in excess of $60,000,000, as uncut stones
in their natural state. It is not Registrant's intention to cut, polish and 
market its inventory of gemstones, nor to engage in the wholesale or retail
jewelry business. Instead Registrant intends to hold the entire cache of uncut
stones as a perennial source of reserve capital to use as collateral security 
for foreign and domestic companies requiring a source of credit enhancement. 
The laws of Luxembourg permit holding companies such as Global to utilize a 
10:1 ratio on bonds and a 3:1 ratio on commercial paper (notes) against capital
reserves.    

Management has seen a constant need in the commercial market for sources 
that can guarantee loans or guarantee letters of credit issued to  companies 
seeking to borrow capital through regular banking channels or other institu-
tional lenders. The business intended to be carried on by Registrant is very 
competitive on both continents. There are myriad  private and public companies
engaged in the same business as Registrant, and most have financial resources 
far greater than that of the Registrant, with a history of providing such 
services. Also, the nature of the type of business intended by Registrant 
requires that the Company be constantly on the alert for all manner of fraud-
ulent schemes that may be perpetrated by financially troubled borrowers 
desperate to find sources of credit enhancement to save their beleaguered 
businesses. Accordingly, Registrant must expend significant time and money to 
investigate fully before it can afford to establish business relationships with
prospective borrowers.
	
Additionally, Registrant expects to act as a finder in seeking out European 
sources of capital for private and public companies located in the United 
States. In this connection the Registrant will attempt to utilize both private
and institutional European lenders, as well as European stock brokers to buy, 
sell and trade Registrant's securities in the foreign market to foreign 
nationals, as and when a trading market in the United States can be estab-
lished for Registrant's securities. 

At the time of the merger with Global, to the present date, neither Registrant
nor Global has had sufficient operating revenues to fulfill combined cash flow 
needs. As a consequence, both companies have required direct financial aid from
Registrant's controlling stockholders. Registrant's sole income is presently 
derived from a consulting contract that is extant, and the interest received by
Registrant from notes executed by some of Registrants' private investors/stock-
holders who purchased Registrant's Common Stock on a deferred payment plan, 
signing negotiable  promissory notes that bear interest payable by the invest-
or/stockholder.

Registrant has no full time employees receiving a salary at its newly acquired 
office located at Bank of America Center, Suite 845, 101 Convention Center 
Drive, Las Vegas, Nevada, 89109, telephone number (702) 386-2633. 

In 1986, Registrant filed for protection first under Chapter 11 and thereafter
(April 20, 1990) converted to a Chapter 7 under the Federal Bankruptcy Code, 
in the (Las Vegas) Nevada Federal District Court, File No. BKS-86-00953 LDR.  
In April 22, 1993, the bankruptcy was closed, and the case was dismissed. 


ITEM 2.  PROPERTIES

Registrant's administrative offices are in Las Vegas, Nevada, which also con-
tains the United States offices of Global. Neither Registrant nor Global owns 
any real estate here or abroad. Registrant's administrative offices contain 
approximately 500 square feet at an annual rental of $6,000, pursuant to a 3 
year sub-lease executed with an affiliated Company owned by one of Registrant's
directors. Global also maintains small offices in Luxembourg on a month-to-
month basis. Registrant's administrative offices, here and abroad contain off-
ice furniture, fixtures and equipment generally required in the ordinary course
of business.


ITEM 3. LEGAL PROCEEDINGS 

Neither Registrant nor it's wholly owned subsidiary, nor the directors or 
officers of either entity, are parties to any pending or threatened legal 
proceedings. 


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

Registrant's regular annual shareholders' meeting was held on September 15, 
1997 in Las Vegas, Nevada, pursuant to written notice required by Registrant's 
By-laws and Nevada Revised Statutes Section 78.010.  Proxies to elect directors
were solicited by management pursuant to  Regulation 14A under the Securities 
Exchange Act. All nominees were duly elected.  The record date for stockholders
to vote at the meeting was established as September 5, 1997. 

The matters submitted to the stockholders and voted upon, together with the 
votes cast is as follows:

Directors Nominated and Elected: (1)
<TABLE>
<S>                     <C>                <C>               <C>
Name			           Votes For		    Votes Against       Abstentions
George Balis		    15,765,638			           0		                 0
Mary E. Kinn		    15,765,638			           0			                0
Joe Ortiz		       15,765,638			           0		                	0 	
William E. Powell	   342,731	   	15,422,907			                0
Gordon J. Margulis	  342,731		   15,422,907		                	0	

</TABLE>

Notes: Registrant sought proxies for Zack C. Monroe, George Balis, Mary Kinn, 
William E. Powell, Jr. and Gordon J. Margulis. Mr. Monroe passed away on July
25, 1997 and his name was withdrawn. Mr. Ortiz was nominated from the floor and
elected.

No other matters requiring shareholder approval were submitted at the Annual 
Meeting. 

                              PART   II


ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

There is no established trading market for any class of Registrant's common 
equity stock or that of its wholly owned subsidiary.

 
ITEM 6.  SELECTED FINANCIAL DATA 

           SUMMARY OF FINANCIAL DATA FOR THE FOLLOWING YEAR:   

                       Year Ended March 31        
               ______________________________________  
<TABLE>
<S>                         <C>           <C>            <C>            <C>
                       				1997          1996 	         1995	          1994	

Net Income		       $     42,004      (157,080)      (684,965)      (174,443)   

Earnings Per 
Common Share	      $          0             0           (.03)         (.001)

Total Assets	      $ 61,165,046    61,123,960     61,216,075        174,443   

Long-Term Debt     			        0             0       		     0              0

Total Stockholders' 
Equity	            $ 61,155,114    61,178,368     61,216,075	    61,606,219

Cash Dividends Declared
  Per Common Share			         0             0              0              0

</TABLE>

             (Detailed audited financial statements are reported
                     herein beginning with Exhibit F-1.)


ITEM 7.  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 
         RESULTS OF OPERATION
	
The Registrant's main source of revenue is the performance of financial and 
accounting services for small companies.  It also receives interest income. 
During the current year the Registrant had one client.

LIQUIDITY

The Registrant's president, Zack Monroe, passed away on July 25, 1997. During 
the period before his death, and since that time, the Registrant has had very 
little income or cash receipts.  The Registrant's newly elected Chief Executive
Officer, George Balis, is in the process of identifying the income sources and 
endeavoring to produce services for clients of the Registrant to generate new 
income. The lack of income production has put the Registrant into a negative 
cash flow position.  Currently any shortfall in the Registrant's administrative
and operating expenses are being paid by George Balis and Mary Kinn.

CAPITAL RESOURCES

As indicated above, the Registrant has no significant current cash resources.  
The investments listed on the balance sheet are not liquid and will provide no 
immediate relief from the negative cash flow.

RESULTS OF OPERATIONS
	
The statements show a decrease in the gross revenues from services related 
activities: 1995 - ($684,965), 1996 - ($157,080) and 1997 - ($42,004).  These
revenues reflect the efforts of the then President, Zack Monroe, to service the
existing client base, prior to his death.  Since the death of Mr. Monroe, the 
company's staff, which supported the client services, terminated their employ-
ment with the Company and the income stream was negatively affected. Unless 
the current client base can be serviced adequately and promptly it is expected 
that the Company's clients will seek another provider for their financial ser-
vices. This will hurt the Company's revenue for the next fiscal year. Mr.George
Balis, the Company's new Chief Executive Officer, is working on hiring new 
staff and revitalizing the revenue stream. His efforts are being hampered by 
shortage of operating capital and, therefore, there are no assurances that Mr.
Balis' efforts will prove successful.

ITEM 8.  FINANCIAL STATEMENTS

	1.	American Industries, Ltd.
		Consolidated Balance Sheets as of March 31, 1997 and 1996

	2.	American Industries, Ltd.
		Consolidated Statements of Shareholders' Equity for the years
		Ended March 31, 1997 1996 and 1995

	3.	American Industries, Ltd.
		Consolidated Statement of Operations for the three years ended
		March 31, 1997

	4.	American Industries, Ltd.
		Consolidated Statement of Cash Flow for the three years ended
		March 31, 1997.

	5.	American Industries, Ltd.
		Notes to the Consolidated Statements


ITEM 9.  CHANGES IN AND DISAGREEMENTS ON ACCOUNTING AND FINANCIAL 
         DISCLOSURE

During Registrant's two most recent fiscal years, or interim period, no 
independent accountant previously engaged by Registrant to audit Registrant's 
financial statements, or those of Global, its wholly owned subsidiary, has 
resigned or was dismissed, nor has any such independent accountant indicated a
reluctance to stand for re-election after completion of the current audit. 

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

The Directors and Executive Officers of Registrant are as follows:

<TABLE>
<S>               <C>                               <C>
Name	   			       Age		          Positions Held With Registrant

George Balis  				55	           	Chairman of Board of Directors,
							                          President, Chief Exec Officer
										
Mary Kinn	     			84		           Director and Secretary

Joe Ortiz     				61		           Director and Treasurer

</TABLE>

George Balis had served as a Director, Vice-president, and Assistant Secretary-
Treasurer of Registrant from 1993 until the death of its former President Zack 
C. Monroe, on July 25, 1997.  Mr. Balis was elected to the positions of Chair-
man of the Board, President and Chief Executive Officer at a Special Meeting of
the Stockholders on September 15, 1997. Mr. Balis also is President, CHB, 
Managing Director of subsidiary Global Technologies SA; and prior thereto from 
1990 through 1993 was with Continental Mortgage Bankers of Westbury, New York, 
involved in financial review of commercial loans and marketing. For approximate-
ly six years Mr. Balis was in charge of operations of his family-owned shipping
business with a chartered fleet of eight steam ships.

Mary Kinn has been the President and a Director of Charmakin. Ltd. since 1978.  
She was a student at Washington Square College, New York University and the 
University of California where she received her community college teacher's 
training. She was an Associate Professor in allied health technology at Long 
Beach City College, and is a professional writer, having written textbooks for 
medical assistants and medical terminology students published by W.B.Saunders 
Company and Delmar Publications, respectively.  She was a founding member and 
Chairwoman of the California State Certification  program for medical assist-
ants from 1990-1994, and also held executive officer positions with the Ameri-
can Association of Medical Assistants and its California counterpart. 

Joe Ortiz has been in casino operations for over 25 years holding various 
positions.


ITEM 11. EXECUTIVE COMPENSATION

During the prior fiscal year, or interim period, none of the current Directors 
or Executive Officers of Registrant named above received any cash or other re-
muneration for the work performed by them on behalf of  Registrant. No salaries
were paid, nor cash or stock dividends issued, nor bonuses or commissions paid,
nor property transferred, nor did Registrant pay for any insurance benefits or 
retirements benefits, nor were stock options or other stock rights issued. It 
is not anticipated that Registrant will pay salaries or other remuneration to 
any such persons until and unless Registrant derives profits from its oper-
ations. 

For the fiscal year March 31, 1997, Registrant paid $23,826 to various 
companies controlled by the former President, Zack Monroe, for administrative 
expenses, which represents 31% of the total administrative expenses for fiscal 
1997.	



ITEM 12.  SECURITY OWNERSHIP  OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
                                                               

The following tabulation indicates all  shareholders known to Registrant to be 
the beneficial owners of more than 5% of Registrants Common Stock as of the 
date hereof.
____________________________________________________________________________
<TABLE>
<S>                                 <C>                      <C>          <C>
(1) Title of Class	(2) Name and address  (3) Amount and nature    (4) Percent
               			  of beneficial owner   of beneficial ownership    of Class
 
_____________________________________________________________________________

Common Stock         Dorothy N. Monroe		       3,589,000              17.9%
                  			5534 Topaz Street
                  			Las Vegas, NV 89120.     


Common Stock	        George Balis             11,900,000		            59%  
                     325 S. 3rd St. #1-300		
                  			Las Vegas, NV 89101	

</TABLE>

Notes:
 Zack C. Monroe died July 25, 1997, while still a Director and Executive
Officer of Registrant. The Estate of Zack C. Monroe, together with his wife
and certain corporations controlled by him were the beneficial owners of an 
aggregate of 13,934,000 shares of Registrant's Common Stock. Following Mr.
Monroe's death, 10,345,000 of said shares were transferred to George Balis, 
Registrant's current Chief Executive Officer based upon Mr Monroe's default 
of certain agreements between the parties. 

As of February 11,1998, the shares of Registrant's Common Stock beneficially
owned by Registrant's Directors and Executive Officers, and of all directors 
and officers as a group, is indicated in the following tabulation:

____________________________________________________________________________
<TABLE>
<S>                                 <C>                   <C>            <C>
(1) Title of Class	(2) Name and address (3) Amount and nature	   (4) Percent
            			     of beneficial owner  of beneficial ownership  of Class
 
____________________________________________________________________________
Common Stock	          George Balis		          	  11,900,000	        59%     
                       101 Convention Dr. #845
                    			Las Vegas, NV 89109
				
Common Stock          	Mary Kinn		                    35,550 	      .17%	
                    			Same address

Common Stock           Joe Ortiz                      24,800        .12%
                      	Same address		                _______	     _______

</TABLE>

Note:
(1) Mr. Balis owns beneficially an aggregate of 11,900,000 shares of Regis-
trant's common Stock held as follows:

Name         					    	    Shares	
George Balis	     						   11,900,000



ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

There has been no transaction, or series of similar transactions, since the 
beginning of Registrant's last fiscal year, or any currently proposed trans-
action, or series of similar transactions, to which Registrant or any of its 
subsidiaries was or is to be a party, in which the amount involved exceeds 
$60,000, and in which any Director or Officer has had any direct or indirect 
material interest.


                                PART IV
 
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

The following documents are filed as part of this report:

 (a).The following consolidated financial statements of American Industries, 
     Ltd. and subsidiary are included:
<TABLE>
       <S>                                              <C>
       Independent Auditor's Report					                F-1
       Consolidated Balance Sheets					                 F-2
       Consolidated Statements of Shareholders' Equity		F-3
       Consolidated Statement of Operations				         F-4
       Consolidated Statement of Cash Flow				          F-5
       Notes to the Consolidated Statements		           F-6 THRU F-8

</TABLE>

 (b). Reports on Form 8-K
      No reports on Form 8-K were filed during the Registrant's fiscal year 
      ending March 31, 1997.


                               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.  
                
                                       
                                     American Industries, Ltd.
					       
                                     By: s/ George Balis
                      					       	  George Balis, President/Director/CEO/CFO
							
					                                February 11,1998
                                     (date)



Pursuant to the requirements of the Securities Exchange Act of 1934, this 
report has been signed below by the following persons on behalf of the regis-
trant and in the capacities and on the dates indicated.



                             						By: s/ George Balis
					                             	George Balis, Director and President



                             						By: s/ Mary Kinn
                                   Mary Kinn, Director and Secretary
							      
				

                                   By: s/ Joe Ortiz
                                  	Joe Ortiz, Director and Treasurer


                             						February 11, 1998
                    					          (Date)






                            BARRY L. FRIEDMAN, P.C.
                         Certified public accountant
                             1582 Tulita Drive
                          Las Vegas, Nevada 89123
                               (702) 361-8414

							

                         INDEPENDENT AUDITOR'S REPORT




To the Board of Directors,
American Industries, Ltd.
Las Vegas, Nevada

     I have audited the accompanying consolidated balance sheets of American 
Industries, Ltd. and its subsidiary as of March 31, 1997 and 1996, and the 
accompanying statements of stockholders' equity, operations and cash flows for 
the three years ended March 31, 1997.  These financial statements are the 
responsibility of the Company's management.  My responsibility is to express 
an opinion on these financial statements based on my audit.

    	I conducted my audit in accordance with generally accepted auditing 
standards. Those standards require that I plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of mat-
erial 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 esti-
mates made by management, as well as evaluating the overall financial statement
presentation.  I believe that my audit provides a reasonable basis for my 
opinion.

     In my opinion, the consolidated financial statements referred to above 
present fairly, in all material respects, the financial position of American 
Industries, Ltd. as of March 31, 1997 and 1996, the results of operations and 
cash flows for the three years ended March 31, 1997 in conformity with general-
ly accepted accounting principles.

	

                                        s/ Barry L. Friedman
                                        Certified Public Accountant


May 2, 1997
Revised January 24, 1998, see Note 7    

                             
                                     (F-1)	       
  






                          American Industries, Ltd.
                         Consolidated Balance Sheets
                        as of March 31, 1997 and 1996


<TABLE>
<S>                                            <C>                <C>
                                            31-MAR             31-MAR
                                              1997               1996

                               Assets                                          


Cash                                        23,050             23,371           
Notes Receivable                             3,827              7,420

     Total Current Assets                   26,877             30,791

Equipment (net of depreciation)              3,347              3,347

Investment Assets                       61,134,822         61,089,822

     Total Assets                       61,165,046         61,123,960

                             Liabilities

Payables                                     9,932              1,842

    Total Current Liabilities                9,932              1,842


                          Stockholder's Equity

Common Stock
    Authorized stock of 50,000,000
    outstanding 20,000,445 and 
    5700 shares, $.10 par value          2,000,615          2,000,240

Additional Paid in Capital              60,033,400         59,958,775

Retained Earnings (Loss)                  (878,901)          (836,897)

    Total Stockholder's Equity          61,155,114         61,122,118

    Total Liabilities and 
    Stockholders' Equity                61,165,046         61,123,960



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

                                   (F-2)

</TABLE>


                      



                         American Industries, Ltd.
             Consolidated Statements of Shareholders' Equity
            For the years ended March 31, 1997 ,1996 and 1995  


<TABLE>

                                               Paid in    Retained     
                          Common Stock         Capital    Earnings      Total
<S>                      <C>           <C>         <C>         <C>        <C> 
                       Stock        Amount     

Balance March 31,
1994               19,974,934    1,997,493  59,651,830     (1,774)  61,647,549

Common Stock Sold      25,066        2,507     298,285                 300,792

Adjustment for fiscal 
year difference                                             6,922        6,922
Retained Earnings 
(Loss)                                                   (684,965)    (684,965)
                        _______________________________________________________

Balance March 31,
1995              20,000,000     2,000,000  59,950,115   (679,817)  61,270,298

Common Stock Sold        445            45       8,660                   8,705
Common Stock 
Subscribed             1,950           195                                 195 
Retained Earnings(Loss)                                  (157,080)    (157,080)
                       ________________________________________________________

Balance March 31,
1996              20,002,395     2,000,240  59,958,775   (836,897)  61,122,118

Common Stock 
Subscribed             3,750           375      74,625                  75,000

Retained Earning(Loss)                                    (42,004)     (42,004)
                       ________________________________________________________

Balance March 31, 
1997              20,006,145     2,000,615  60,033,400   (878,901)  61,155,114



</TABLE>


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

                    					        (F-3)




 

                         American Industries, Ltd.
                   Consolidated Statements of Operations
                    for three years ended March 31, 1997

 
<TABLE>

                                           Years Ended March 31,
<S>                                <C>                <C>              <C>
                                  1997               1996             1995

Revenue  
    Revenue from Contacts       
    and Services                33,000              1,609              504
    Interest Income             12,000              1,080

    Total Revenue               45,000              2,689              504

Expenses
    General and 
    Administrative              78,914            157,969          685,469
    Interest Expense             8,090              1,800       

    Total Operating
    Expenses                    87,004            159,769          685,469  
    

Income from Operations         (42,004)          (157,080)        (684,965)

Provision for Income 
     Taxes                           0                  0                0

Net Income (Loss)              (42,004)          (157,080)        (684,965)
                       ______________________________________________________

Earnings per Common Share        (0.00)             (0.01)           (0.03)

Weighted Average Common 
Shares Outstanding          20,000,445         20,000,445       20,000,000    



</TABLE>
  

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

                        			      (F-4)







                         American Industries, Ltd.
                    Consolidated Statement of Cash Flow
                  for the three years ended March 31, 1997


<TABLE>

                                           Years Ended March 31,
<S>                                   <C>              <C>               <C>
                                     1997             1996              1995

Cash Provided by Operations       

   Net Income (Loss)              (42,004)        (157,080)         (684,965)

   Adjustments


   Change in Interest Receivable
   Change in Notes Receivable       3,593           (5,578)
   Change in Payables               8,090

   Cash from Operations           (30,321)        (162,658)         (684,965)

Investing Activities
   Increase and Decrease in
   Investments                    (45,000)          (5,000)          511,727

   Cash Used in Investing         (45,000)          (5,000)          511,727

Financing Activities
   Sales of Stock                  75,000           63,123           294,821

Net Change in Cash                   (321)        (104,535)          121,583

Beginning Cash                     23,371          127,906             6,323

Ending Cash                        23,050           23,371           127,906

  

</TABLE>



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

                      					     (F-5)

				    

				    
				     

               				     American Industries, Ltd.
                   Notes to the Consolidated Statements





Note 1		The Company and Summary of Significant Accounting Policies

	The Company is a holding company organized under the laws of Nevada in 1919.  
The Company`s subsidiary, Global Technologies S.A.  was organized as a European
Company under the laws of the Grand Duche of Luxembourg.  The consolidated fin-
ancial statements have been prepared in conformity with generally accepted ac-
counting principles applicable in the United States of America and are stated 
in United States dollars.

Principals of Consolidation
	The consolidated financial statements include the accounts of the company and 
its subsidiary.  All significant intercompany accounts and transactions have 
been eliminated.
	
	Investments in other companies where ownership is less than 20 % are carried 
on the balance sheet using the cost method of accounting. 

Foreign Currency Translation 
 	The Company translates foreign assets and liabilities of its subsidiary at 
the company's historical rate of exchange $33.18 per LUF established at the 
time of acquisition of Global Technologies S.A.

Earnings Per Share  
	Earnings per share is computed on the weighted average number of shares out-
standing during the year.

Note 2		Acquisitions

	Global Technologies S.A. under acquisition agreement became a subsidiary of 
the company. Initially the authorized capital of the Luxembourg company was 
500,000 shares of stock at 1000 Francs per share, 120,000 shares are issued 
and outstanding, fully paid and non assessable, with capital reserve in gem 
investments. By decision of an extraordinary general meeting of shareholders 
held December 29, 1995 the authorized capital of global technologies S.A. has 
been reduced to 500,000 shares of stock at 250 LUF per share. 120,000 shares 
are still issued and outstanding, fully paid and non-assessable. The decision 
to reduce the authorized capital was made to reduce taxes and other expenses 
in Luxembourg. Global technologies S.A. operates under the status of a holding 
company under Luxembourg Law with the use of financial assets with historical 
perpetual value operating in conformity with the Grand Duche of Luxembourg 
Decree of December 17, 1938. Global Technologies S.A. registered as a profes-
sional business, Financial Investment ,International Mergers ,International 
Acquisitions,International Portfolio Management as set forth in notes to 
financial statements contained herein. 		


                     					      (F-6)




Note 3		Investments

		Investment in Stock.

	The company has stock investments of $50,000 in Nevada corporations. Invest-
ments in these companies where ownership is less than 20 % is carried on the 
balance sheet using the cost method of accounting for investments.

		Investments Gems

	The Company has listed under Investments investment quality gems,(emeralds,
sapphires and rubies).  These gems are owned by the Company's wholly owned 
subsidiary, Global Technologies. The value of the gems was recorded at the 
current value when the Company purchased Global Technologies in 1993. At that
point the gems were valued and that value was calculated into the purchase 
price of the subsidiary Global, utilizing purchase accounting.  
Periodically the gems are reappraised to assure management that the value 
placed on this investment is correct. Most recently, an appraisal was completed
by Mr. Marco Vesters. 
Certified Gemmologist,member of The Gemmological Association of Great Britain.

	The gems are physically located in a bank vault in Las Vegas, Nevada. The 
Company's subsidiary Global Technologies plans to utilize these assets to est-
ablish a relationship with a correspondent bank in Europe. With this relation-
ship Global plans to issue letters of credit and other services for European 
companies that wish to export.

Note 4		Receivables

Contract receivables

	The registrant currently has one Investment Banker Agreements/Management 
Service Contracts with a Nevada corporation. The one contract is for $100,000 
with interest to be made every six months or annually at 12% interest per 
annum. Interest is being accrued and shown as accrued interest receivable on 
the company's consolidated financial statements.

Convertible Notes Receivables

	Notes purchased by stockholders of record in denominations of $1,000, $5,000 
and $10,000 to purchase and /or reserve legend shares of common stock. Notes 
are due to be converted within two years at $20 to $25 per share. Currently 
there are 5,700 shares of legend securities held in a reserve account by Reg-
istrant's Transfer Agent for the conversion of Convertible notes.

The number of stockholders will not change as a result of reserved shares to 
be converted, purchased by shareholders of record.



                    					      (F-7)





Note 5		Accounts Payable and Accrued Expenses 

                          	   	  							1997		             1996

Account payable       						           $9890              $1800
Accrued interest payable	                 42                 42 
                                      $9,932             $1,842


Note 6		Provision for Income Taxes

	The provision for income taxes is the total of the current taxes payable 
and the net of the change in the deferred income taxes.  Provision is made for
deferred income taxes where differences exist between the period in which 
transactions affect current taxable income and the period in which they enter
into the determination of net income in the financial statements.  No benefit
is booked for the Net Operating Loss carry forward.

   	Change in Deferred Tax plus Valuation Account             	0

   	Current Taxes Payable                                     	0

   	Provision for Income Taxes                                	0

Note 7 	Revision of Financial Statements

	The registrant has made revisions to the financial statements to make them 
more readable.  The several "additional paid in capital" accounts have been 
combined. The deferred revenue and contracts receivable (netting to zero) has 
been pulled off the balance sheet. The statement of cash flow has been recat-
egorized to better reflect the activity of the company.

	In addition the registrant had four contracts to perform services for four 
corporations. These contracts have been reversed with the corresponding con-
tract income and interest income. The net effect of these revisions is to re-
duce the net income from a positive $235,996 to a negative $42,004.

Note 8 		Subsequent Events

 The Company's president, Zack Monroe, died on July 25, 1997. This has caused 
the services of the Company to be temporarily slowed. Mr. George Balis, the 
then vice president, was subsequently elected as President.

Note 9. 	Leases

	The Company has a three year lease with its offices in Las Vegas, NV for 
$6,000 per year.
		                      1998	         1999	          2000

Office Lease          	6,000	        6,000	         6,000	

The Company has a contract office in Europe paid on a month to month basis.
                                                                   
                                 
                                (F-8)
		 

	







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