<PAGE> 1                                                                       
                                                                      

                SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549

                            FORM 10-K

         ANNUAL REPORT UNDER SECTION 13 or 15 (d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934


FOR THE FISCAL YEAR ENDING                   COMMISSION FILE NUMBER

    March 31, 1997                                     0-8730

                    AMERICAN INDUSTRIES, LTD.

                            REGISTRANT

     NEVADA                                       88-0110436
State of Incorporation              IRS Employer Identification No.

Bank of America Plaza, Suite 1111
300 South Fourth Street
Las Vegas, Nevada 89101                 Telephone (702) 386-2633

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

                          20,000,000          
                   COMMON STOCK $.10 PAR VALUE

Indicate by check-mark whether the Registrant (1) has filed all
Annual, quarterly and other reports required to be filed with the
Commission and (2) has been subject to the filing requirements for
at least the past 90 days.

     (1)       Yes  X                   No    
     (2)       Yes  X                   No    


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

Indicate by check mark whether the Registrant (1) has filed all
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 x   No   

Registrant has one class, Common Stock, 50,000,000 shares $.10 par
value.
Indicate the number of shares outstanding of each of the issuers
class of common stock as of the close of the period covered by this
report.


           Class                      Outstanding at March 31, 1997
Common Stock, $.10 par value                 20,000,445 shares

                                                                               

<PAGE> 2                                      Commission File No. 0-8730










                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549




                                    FORM 10-K



                                  ANNUAL REPORT



                     Pursuant to Section 13 or 15 (d) of the
                         Securities Exchange Act of 1934






                    FOR THE FISCAL YEAR ENDING MARCH 31, 1997



<PAGE> 3                               Commission File No. 0-8730


                     FORM 10-K  ANNUAL REPORT

                    AMERICAN INDUSTRIES, LTD.

                              PART 1

ITEM 1. DESCRIPTION OF BUSINESS

     (a)  (1) The Registrant is in good standing with the Secretary
of State of Nevada and essentially has operated as a holding
company since its incorporation December 26, 1919 through the date
hereof.  In the early 1970's due to the number of shareholders it
had acquired together with capital assets of $l million plus, it
was required by the Securities Exchange Commission to file a Form
10 Registration under the 33, 34 Acts.  

          (2) American Industries, Ltd. has changed its name, but
formerly owned and operated G. W. Hume Industries, Inc., American
Health Services, Inc., American Resources, Inc. Toquima Stores
Company, as well as many other subsidiaries in the businesses of
general stores, mining and exploration, leasing, hospitals, nursing
homes, processing, food canning and sales, mortgage and loan
company, ecology products, sales and service.

          (3) For the past five years, Registrant has continued to
operate as a holding company handling its affairs to acquire
acquisitions, consult and provide services for management
portfolios, loan applications, and packaging for loans and
mortgages on a fee basis conserving and managing its operation
capital of bank deposits, foreign bank accounts accruing interest
as reflected in financial statements.

          (4)  Registrant divested itself of its wholly-owned
subsidiary, mining company, Savahai Inc., in 1986 to protect the
Registrant's cash and assets.

          (5)  Registrant, Debtor in Possession, was dismissed from
Chapter 11 Reorganization after fulfillment of its obligations. 
The trustee returned the Registrant's cash, U.S. bank account as
well as foreign bank account to the company.

     (b)  (1)  During the year 1919 through 1920, Registrant's
securities were trading on the San Francisco Exchange. 
Registrant's securities were exempt from the 33 and 34 Securities
Act from 1920 until 1970.  In the 1970's, due to the company's
number of shareholders and assets, Registrant became qualified and
was required to file a Form 10 registration with the Securities
Exchange Commission.  From the 1970's, Registrant listed on the
exchange OTC, trading symbol AMII, a trading company for several
years until late 1983.  Thereafter the company continued as a 

<PAGE> 4
reporting company after de-listing from NASDAQ no longer subject to
bid and ask quotes for the Registrant's stockholders to trade their
securities through the NASDAQ system.  

          (2)  Subsidiaries  - Registrant currently has one wholly-owned
subsidiary, Global Technologies S.A., a foreign subsidiary. 
Since the acquisition of subsidiary the company has pursued the
same endeavors, and is similar to the operation of Global
Technologies S.A. which has been managing its affairs operating as
a holding company, to consult and provide services and to establish
a cash flow to take advantage of the European Community, 15 nations
approved in January 1995, and has been building its reputation in
negotiations of acquisitions to service the European Community in
conjunction with Registrant's servicing the U.S. Community in
business relationships beneficial to U.S. and foreign countries. 
Further, American Industries Ltd. at the time of acquisition was
not aware of the reporting requirements of Global Technologies
reported herein as follows;

          1989 to 1993 Global Technologies S.A. was with minimum
income at the time of acquisition.  The company has filed its
required reports with Official Register of Commerce in Luxembourg
in accordance with Luxembourg Laws.

          May 1993 to the date hereof  the Registrant, American
Industries, Ltd. has been subjected to substantial accounting, 
computer services, and other expenses not originally anticipated in
the acquisition.  September 1994 Registrant, American Industries,
Ltd., paid subsidiary's, Global Technologies S.A., taxes and fees
to the Luxembourg Government in the amount of $38,500 to bring the
subsidiary current with its filings and taxes.

     (c)   Registrant has had major changes in the company's
business since the fiscal year ending March 31, 1994.  Registrant's
management has continued to pursue and finalize acquisitions for
assets and cash, to protect its stockholders nationally and
internationally allowing the stockholders the opportunity to trade
their securities when Registrant's management is in a position to
re-establish its public trading position on the exchanges, either
U.S. or foreign or by private sales with cash flows sufficient to
pay the cost after which the Registrant and its Subsidiary Global
Technologies are in the position to provide more fully, promote its
services in both the U.S. and European Community.

     (d)  Registrant and its wholly-owned subsidiary, Global
Technologies S.A., since acquisition have continued to operate in
negotiating contracts and services together with acquisition
services to be rendered by Global Technologies S.A. to establish
operating cash flows both foreign and domestic.

<PAGE> 5
          Global Technologies, S.A. is in stages of operations and
establishing International business as a holding company to service
the United European Community engaging in the business of financial
services, packaging loan applications.  Global Technologies, S.A.
holding company under Luxembourg Law with financial assets of
historical perennial value provides liquidity for client guarantees
to obtain lower cost capital available in the common country
european markets in conjunction with U.S. markets with the
guarantees of the Registrant and subsidiary assets as security for
lenders.

          Global Technologies S.A. and Registrant will service
clients in accordance with the Fair Trade and Financial Services
Act of 1990, International Banking Act of 1978, Securities and
Exchange Act of 34, Investment Advisor Act of 1940, encouraging
foreign countries to offer U.S. financial institutions that operate
or seek to operate in De Facto under the "De Facto Law" that
prevails in the International capital market arenas.

COMPETITION

          The financial services that Global Technologies S.A. and
Registrant provide are some of the same services provided by many
other companies, in the financial service business such as banks,
U.S. and International companies who guarantee letters of credit,
warehouse receipts by providing sufficient assets as security for
loans additionally stock broker, market makers, financial services
companies foreign and U.S.  The fees for services provided by most
of the well established U.S. and International financial services
make it highly competitive with limited strong competition for
Global Technologies S.A. and Registrant.  Additionally, all 
financial service agreements require extensive, expensive
investigation of company history, credit, stability requiring
substantial expenditures to be reimbursed within a period of six
months to a year or longer depending upon contractual arrangement.

     (e)   The Managing Director and Representatives in Luxembourg
and Belgium of Global Technologies and Registrant maintain the
company's presence in Luxembourg as well as registration under its
Articles of Incorporation in good standing through the date hereof
in accordance with the Grand Duche of Luxembourg Laws.  In
accordance with the requirements Articles of Incorporation
registered under Federal Identification Number 1989-40-00735 and
under Chapter 3, Article 19 appointed a Commissaire, the Certified
Public Accountant, Fernand Kartheiser & Cie.  Said appointment of
the accounting firm are approved and accepted by Administrative and
Registration Bureau of Deeds and Acts of the Grand Duche of
Luxembourg published in the "Memorial" September 4, 1992, 
registered with the Court's Clerk of Luxembourg under Volume 434
File 15, Case 9.
<PAGE> 6
           (1)  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 professional business in the
financial industry, consisting of:  Investment Banking, Financial
Investment, International Mergers, International Acquisitions,
International Portfolio Management, Securities Deposits, Purchasing
Agents and Marketmakers as set forth in notes to financial
statements contained herein.  

          (2)  Global Technologies S.A. previous operations include
acting as representative of several corporations in Luxembourg and
Belgium.  These companies were without sufficient income or
sufficient management to fully conduct their business activities. 
The companies were independent companies, not affiliates.  New
management Registrant and Global Technologies felt that
representation be discontinued to avoid financial burden on Global
Technologies and American Industries, Ltd., Registrant, to operate
and finance the corporations providing management and operating
capital.

           (3)  Global Technologies S.A. is represented by
qualified independent accountants, to European Associates of
Security Dealers, Thieren Jean P.P.E., Avenue De La Foret De
Soignes 371, B1640 Rhode Saint Genese, Belgium - and resident agent
- Sanne & Cie, Val Des Bons Malades 231, L2121 Luxembourg -
Kirchberg.

           (4)  The accounting firms have been accepted by the
Administrative Justice and Registration Bureau of Deeds and Acts of
the Grand Duche of Luxembourg.  It has been published in the
Government Memorial and registered with the Courts Clerk of
Luxembourg on January 8, 1996.

           (5) Global Technologies S.A. offices are located at: Val
Des Bons Malades 231, L2121 Luxembourg - Kirchberg and U.S.A. 
Accounting office: J. Theiren & Co. S.P.R.L., Avenue De La Foret De
Soignes 371, B1640 Rhode Saint Genese, Belgium. Resident Agent and
Consultant: Monroe, Ltd., 300 So. 4th St., Suite #1111, Las Vegas,
NV.  89101.  

          The Registrant, American Industries, has been able to
maintain viability due to the fact that stockholders of record
finance, provide management for the company's operations without
renumeration for Registrant and Global Technologies which had
insufficient income through December 31, 1994 to manage and finance
the development of Global Technologies.  Since that date, Global
Technologies S.A. has received income of interest on promissory
notes.

<PAGE> 7
ITEM 2.  PROPERTIES

          Registrant's administration offices are located in the
Bank of America Plaza, Suite #1111 at 300 South 4th Street, Las
Vegas, Nevada, 89101 which also contains the United States office
of Global Technologies, S.A., the Registrant's subsidiary.  The
companies individually have lease agreements for furnished offices
and services.  Additionally the subsidiary has offices in
Luxembourg at Val Des Bons Malades 231, L2121 Luxembourg -
Kirchberg.

          The three (3) year Lease Agreement with Monroe Ltd., an
affiliated party - Resident Agent, was presented at the
Registrant's Annual Stockholders Meeting, September 20, 1995, voted
to be a commercially reasonable lease and in the best interest of
the company, it was unanimously passed at the annual meeting of the
board of directors and was approved by the majority of the
stockholders of record.


ITEM 3.  LEGAL PROCEEDINGS

          Presently there are no known legal proceedings pending
known to Registrant against Registrant, American Industries Ltd.,
its subsidiary, Global Technologies S.A. or any of its officers,
directors or agents.

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

          There were no matters submitted during the fiscal year
1996-1997 that required votes of security holders through
solicitation of proxies or otherwise.

               (1)  The Company holds its Annual Stockholder's
Meeting on September 20 of each year.

               (2)  The Company will hold its next Annual
Stockholder's Meeting September 20, 1997 by appearance or written
consent in accordance with Nevada Statutes N.R.S. 78.010, at which
time the company's annual financial reports will be available.

               (3)  The stock transfer agent is instructed not to
close the transfer records prior to stockholder's meeting September
20, 1997.

               (4)  The Company will submit a preliminary proxy
material to the Security and Exchange Commission prior to issuance
to stockholders of record and prior to annual Stockholders Meeting.

               (5)  The only class of securities entitled to vote
at the Annual Meeting is Common Stock.  Each share is entitled to
one vote.  The record date for determining stockholders entitled to
vote is September 9, 1997.

<PAGE> 8
               (6)  As of March 31, 1997 stockholders' of record
are   963   national and international shareholders totalling
20,000,445 shares outstanding.

                             PART II

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

     (1)  The Registrant's capital stock, 50,000,000 shares @ $ .10
par value, aggregate amount $5,000,000.00 with 20,000,445 shares
issued and outstanding.   20,000,000 shares are registered
securities in the float free trading, registered with the
Securities and Exchange Commission, previously trading OTC, NASDAQ
in the Pink Sheets, trading symbol: AMII, Cusip No. 026801-10-0
through the date hereof.  445 issued shares are legend securities
and 5,700 shares are reserved for convertible notes for a balance
of 29,993,855 shares in the treasury as of the date hereof.  The
Registrant's trading securities are one class - Common.  

     (a) Price Range of Common Stock

     The Company's common stock is not currently being traded on
any stock exchange.  The Registrant's common stock is sold
privately to its stockholders of record only.  The following table
sets forth the high and low sales prices of the Company's Common
Stock, as reported herein, during the periods indicated.
(Note:    First Quarter - April, May, June
     Second Quarter - July, August, September
     Third Quarter - October, November, December
     Fourth Quarter - January, February, March)
<TABLE>
                         High      Low
<S>                      <C>       <C>
1994
     First Quarter       $12       $12
     Second Quarter      no sales reported
     Third Quarter       $15       $12
1995
     Fourth Quarter      no sales reported
     First Quarter       no sales reported
     Second Quarter      $20       $20
     Third Quarter       $20       $20

1996
     Fourth Quarter      no sales reported
     First Quarter       no sales reported
     Second Quarter      no sales reported
     Third Quarter       no sales reported

1997 Fourth Quarter      no sales reported
</TABLE>
<PAGE> 9
The last reported sale price of the Common Stock privately sold on
December 20, 1995 was $20.00 per share.  There are 963 holders of
record of the Company's Common Stock as of March 31, 1997.

NOTE: The number of stockholders will not change as a result of
reserved shares to be converted, purchased by shareholders of
record as reported in financial statement herein.

     (b)  Dividend Policy

     Registrant has not, in the past five years, declared or paid
cash or stock dividends.  The Registrant presently intends to
retain earnings to finance the operation of its business and does
not anticipate declaring cash or stock dividends in the upcoming
fiscal year.

ITEM 6.  SELECTED FINANCIAL DATA

SUMMARY OF FINANCIAL DATA FOR THE FOLLOWING:
<TABLE>
                                Year Ended March 31,              
                                 1997    1996      1995     
<S>                           <C>       <C>       <C>
Other Income                       $                   1,609             504
Net Income                         $   235,996    $ (100,830)    $  (684,965)
Earnings Per Common Share          $         0    $         0    $      (.03)
Total Assets                       $62,001,296    $61,930,210    $61,216,075
Long-Term Debt                     -               -             -
Total Stockholders' Equity         $61,489,364    $61,178,368    $61,216,075
Cash Dividends Declared per
     Common Share                       -               -             -
</TABLE>
(Detailed audited financial statements are reported herein beginning
 on page F-1.)

SUMMARY OF QUARTERLY INCOME AS FOLLOWS:
<TABLE>
               First          Second         Third          Fourth
               Quarter        Quarter        Quarter        Quarter   Total
<S>            <C>            <C>            <C>              <C>     <C>
period ended 3/31/96
Revenues       $  1,523      $ 18,836       $ 19,830      $ 18,750  $ 58,939
Net Income      (38,494)      (22,053)       (26,197)      (14,086) (100,830)
Net Income per
 Common Share  $      0       $     0       $      0       $     0   $     0

period ended 3/31/97
Revenues       $266,750      $ 18,750       $ 18,750       $ 18,750  $323,000
Net Income      234,789       (10,384)         2,071          9,520   235,996 
Net Income per
 Common Share  $    .01       $     0        $      0       $     0   $    .01
</TABLE>
There were no dividends paid in 1997 or 1996.


<PAGE> 10
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION

     The Registrant's financial condition has had no significant
profit or loss.  The Registrant and its subsidiary's financial
information contained herein in accordance with accounting
procedures of U.S. and foreign generally accepted accounting
principals, as reflected in the consolidated financial statements;
balance sheets, statements of operations, statements of
stockholders' equity, cash flows and notes to financial statements
as filed herein.  Management believes the independent accountants
analysis, audit are in accordance with foreign GAAP and U.S. GAAP
taken from the Registrant's and Subsidiary's books and records
fairly represent, in management's opinion, the financial condition
and results of operation. 

     It should be noted that U.S. generally accepted accounting
standards require consolidated financial statements be presented
and that all intercompany balances and transactions be eliminated. 
The Registrant's Form 10-K as of 3/31/97 contains a consolidated
financial statement as required.  See financial statements filed
herein, page F-1 through F-8.

     The Registrant's wholly-owned subsidiary, Global Technologies
S.A. has the same management reported herein as the owners of
Registrant's securities.

     Management has required foreign auditing accounting firm as
the auditor in Belgium and Luxembourg as well as with consultation
with U.S.  by management and accountants appointed and approved by
stockholders.  Management and independent auditor Mr. Jean Thieren
have been in discussion with independent U.S. CPA firm, Barry L.
Friedman appointed as U.S. auditor as set forth herein Item 9.

     FOREIGN CURRENCY TRANSLATION:

     The accounts of the Registrant and Subsidiary are expressed in
U.S. Dollars reflecting the historical LUF rates of subsidiary. 
Gains or losses on current assets denominated in a foreign currency
which hedge identifiable commitments for financial assets are not
reflected in the profit and loss account and are included in the
cost of the related financial assets.  Other assets and liabilities
denominated in foreign currencies are translated into Luxembourg
Francs at the balance sheet date historical rates unless this would
give inflated gains.  There are no realized gains or losses
realized by the fluctuations of the LUF exchange rates due to the
historical rate established at the time of acquisition as follows:

     The historical rate of exchange on July 20, 1992 was 1 USD =
33.46 LUF and on March 31, 1993 1 USD = 33.13 LUF.

<PAGE> 11
ITEM 8. FINANCIAL STATEMENTS

     The following items are included in this Report.

Financial Statements                                   Page

List of Financial Statements                           F-1
Report of Independent Certified Public Accountant      F-2
Report of Certified Public Accountant                  F-2(a)
Consolidated Balance Sheets, March 31, 1997, and 1996  F-3
Consolidated Statements of Operations -
     Years ended March 31, 1997, 1996, and 1995        F-4
Consolidated Statements of Stockholders' Equity -
     Years ended March 31, 1997, 1996, and 1995        F-5
Consolidated Statement of Cash Flows -
     Years ended March 31, 1997, 1996, and 1995        F-6
Notes to Consolidated Financial Statements             F-7

ITEM 9. CHANGES IN AND DISAGREEMENTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
     There are no disagreements with management, independent
auditors or tax accountants on accounting and financial disclosure
set forth herein.  The financial statements herein have been
audited in accordance with U.S. Generally Accepted Accounting
Principals as well as the Luxembourg General Accounting Principals
with reconciliation to the required U.S. accounting standards.
     Barry L. Friedman, P.C., Certified Public Accountant licensed
in the state of Nevada, 1582 Tulita Drive, Las Vegas, Nevada 89123,
has been appointed by the Board of Directors of Registrant to work
with accountant Jean Thieren P.P.E. Avenue De La Foret De Soignes
371, B1640 Rhode Saint Genese, Belgium, for audits and reveiws of
Registrant and its subsidiary.

                             PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT
     The Executive Officers and Directors of the Company are as
follows:
<TABLE>
Name                     Age       Position(s) Held with Company
<S>                      <C>       <C>
Zack C. Monroe           74        Chairman of the Board of
                                   Directors, President, Director
                                   and Shareholder
Gordon J. Margulis       65        Vice President, Secretary,
                                   Director and Shareholder
William E. Powell Jr.    71        Vice President, Treasurer,
                                   Director and Shareholder
George Balis             54        Vice President, Assistant
                                   Secretary Treasurer, Director
                                   and Shareholder


<PAGE> 12
     Brief biographies of the Executive Officers and Directors of
the Company are set forth below.  All Directors hold office until
the next Annual Stockholders' Meeting or until their death,
resignation, retirement, removal, disqualification or until their
successors have been elected and qualified.  Vacancies in the
existing Board may be filled by majority vote of the remaining
Directors.  Officers of the Company serve at the will of the Board
of Directors.

Zack C. Monroe, age 74, is the President, Director, Chairman of the
Board and Chief Executive Officer of American Industries, Ltd.
since 1970 to present date.  Mr. Monroe is the Treasurer and
stockholder of subsidiary, Global Technologies S.A. Mr. Monroe is
the founder, President and Chairman of the Board of Monroe Ltd.,
General Business Consulting Firm and Transfer Agent for Registrant,
registered as same with Securities and Exchange Commission for over
30 years.

Gordon J. Margulis, age 65, is Vice President, Director and
Secretary of American Industries, Ltd. and Director of subsidiary
since January 2, 1996 to date.  Mr. Margulis is the President,
Treasurer and Director of Magna, Ltd. since 1978 through current
date.  Mr. Margulis was the body guard and valet to Howard Hughes
from 1964 until his death in 1976.  Mr. Margulis has 30 years
experience as a personal body trainer certified as a 1st Class
Certified Affiliate with the National Federation of Professional
Trainers, No. 18760.

William. E. Powell, Jr., age 71, Vice President, Director and
Treasurer of American Industries, Ltd. since September 1977 and
Director of subsidiary, Global Technologies since December 1995. 
Mr. Powell is the President and Chairman of the Board of Powell,
Inc. since September, 1970, a Construction and Insurance Consulting
Firm to present date.

George Balis, age 54, Vice President, Director and Assistant
Secretary-Treasurer. of American Industries, Ltd. since 1993 to the
date hereof.  Mr. Balis is the President and Managing Director of
Global Technologies S.A. since 1992 to the date hereof. 

John Siemens, age 91, was a Vice President and Secretary of
American Industries, Ltd. from September 1977 to January 1, 1996. 
Deceased February 1997.


ITEM 11. EXECUTIVE COMPENSATION

     The officers and directors of the Company are not presently
drawing salaries.  Salaries will be established at the next Annual
Stockholder's Meeting for the officers and directors of the
Company; however the officers and directors of the Company are paid
each and every expense incurred for the benefit of the Company that
are paid upon presentation of proper documentation and invoice 

<PAGE> 13
setting forth the expense, both for Registrant and the officers and
directors of Registrant's subsidiary.

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

     The stockholders of record regarding management as of March
31, 1997 show the following shares were owned beneficially or
indirectly by the Directors or Officers of Registrant, as a group,
which are as follows of 5% or more of Registrant's securities. 
Issued and outstanding are 20,000,000 registered securities in the
float and 445 un-registered shares of legend securities.  Total
issued and outstanding is 20,000,445.  Reserved shares are 5,700
for convertible exchange of notes.

</TABLE>
<TABLE>
                         NUMBER OF           CURRENT
NAME                     SHARES OWNED        PERCENTAGE
<S>                      <C>                 <C>
Zack C. Monroe
(1) (2)                  7,815,801           .3907
William E. Powell, Jr.
(1)                          9,940           .0005
George Balis
(1) (3)                  5,375,600           .2688
Gordon J. Margulis
(1) (4)                      4,090           .0002
All Executive Officers                            
and Directors as
a Group (4 persons)      13,205,431          .6602
</TABLE>
Footnote Explanations:

(1)  Officer and Director

(2)  Zack C. Monroe, Chairman of the Board, President and Director,
     owns 1,173,255 shares in his name along with 163,285 owned
     jointly with his wife Dorothy N. Monroe.  Mr. Monroe further
     owns one (1) share of subsidiary, Global Technologies. 
     Included in the amount is the shares owned as beneficial
     ownership in the following companies;
     <TABLE>
     <S>                            <C>           <C>
     Company Name                  Shares       Percentage
     Mr.& Mrs. Zack Monroe         163,285      .0082
     Zack C. Monroe              1,173,255      .0586
     Monroe, Ltd.                1,058,402      .0529
     Monroe International, Ltd.  1,032,520      .0516
     Monroe Ltd. Escrow Company    950,020      .0475
     Monroe Enterprises          1,143,799      .0572
     Small Business Funds        2,294,520      .1147

     Total beneficially owned    7,815,801      .3907
     </TABLE>


(3)  George Balis, Vice President, Assistant Secretary - Treasurer
     and Director, owns 1,555,000 in his own name.  Included in the
     amount is the shares owned as beneficial ownership in the
     following companies;
     <TABLE>
     <S>                              <C>           <C>
     Company Name                     Shares         Percentage
     Mr. George Balis                 1,555,000      .0777
     Western Management Associates      303,376      .0152
     Suzi Investments, Inc.           1,519,180      .0760
     James Brugman Enterprises, Inc.  1,998,044      .0999

     Total beneficially owned         5,375,600      .2688
     </TABLE>
(4)  Gordon J. Margulis, Vice President, Secretary, Director owns
     100 shares in his own name.  Included in the amount is the
     shares owned as beneficial ownership in the following
     companies;
     <TABLE>
     <S>                                  <C>       <C>
     Company Name                       Shares     Percentage
     Gordon J. Margulis                    100          .0000
     Magna, Ltd.                         3,990          .0002

     Total beneficially owned            4,090          .0002
     </TABLE>

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     The acquisition of Global Technologies S.A., previously
reported, whereby all of the issued and outstanding shares of
Global Technologies S.A. were issued as follows.  119,999 shares
issued to American Industries, Ltd. one (1) share is owned by Zack
C. Monroe, making Global Technologies a subsidiary of American
Industries, Ltd. the corporation was reported to be in good
standing by the managing director and foreign representatives and
shares issued and outstanding as set forth herein also reflected in
the financial statements filed herein.


                             PART IV


ITEM 14. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES AND REPORTS ON
FORM 8-K

     (a) Exhibits
         There are no exhibits required to be filed due to the fact
     that there is only one subsidiary, Global Technologies S.A.,
     as reported in the consolidated financial statements attached
     hereto.

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

<PAGE> 15
                            SIGNATURES


     Pursuant to the requirements of Section 13 of 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/ ZACK C. MONROE      
                                          Zack C. Monroe, President

 
DATED:   May 2, 1997

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 Registrant and in the capacities and on the dates
indicated.




/S/ ZACK C. MONROE       Director,   May 2, 1997
ZACK C. MONROE           President, Chairman of the Board,
                         Principal Executive




/S/ GORDON J. MARGULIS   Director, May 2, 1997
GORDON J. MARGULIS       Vice President and Secretary



/S/ WILLIAM E. POWELL,JR Director, May 2, 1997
WILLIAM E. POWELL, JR.   Vice President and Treasurer




/S/ GEORGE BALIS         Director, May 2, 1997
GEORGE BALIS             Vice President, Assistant Secretary /
                         Treasurer


<PAGE> 16
                    AMERICAN INDUSTRIES, LTD.

                   LIST OF FINANCIAL STATEMENTS


The following consolidated financial statements of American
Industries, Ltd. and subsidiary are included:




Report of Independent Certified Public Accountant          F-2   
Report of Certified Public Accountant                      F-2(a)
Consolidated Balance Sheets, March 31, 1997 and 1996       F-3   
Consolidated Statements of Operations - 
     Years ended March 31, 1997, 1996, and 1995            F-4   
Consolidated Statements of Stockholders' Equity -
     Years ended March 31, 1997, 1996 and 1995             F-5   
Consolidated Statements of Cash Flows -
     Years ended March 31, 1997, 1996, and 1995            F-6   
Notes to Consolidated Financial Statements                 F-7

<PAGE> 17


        REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT


Shareholders and Board of Directors
American Industries, Ltd.

     We have audited the accompanying consolidated Balance Sheets
of American Industries, Ltd. and its subsidiary as of March 31,
1997 and 1996, and the related consolidated statements of
operations, stockholders' equity, and cash flows for each of the
three years in the period ended March 31, 1997.  These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.

     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 audits
provide a reasonable basis for our opinion.

     In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the consolidated
financial position of American Industries, Ltd. And its subsidiary,
Global Technologies SA at March 31, 1997 and 1996, and the
consolidated results of their operations and their cash flows for
each of the three years in the period ended March 31, 1997, in
conformity with generally accepted accounting principles.

     

                    JEAN THIEREN P.P.E.


Las Vegas, Nevada
May 2, 1997

<PAGE> 18

              REPORT OF CERTIFIED PUBLIC ACCOUNTANT



Shareholders and Board of Directors
American Industries, Ltd.


     I have audited the accompanying consolidated Balance Sheets of
American Industries, Ltd. and its subsidiary as of March 31, 1997
and 1996, and the related consolidated statements of operations,
stockholders' equity, and cash flows for each of the three years in
the period ended March 31, 1997.  These financial statements are
the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our
audits.

     I conducted the audits 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 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 audits
provide a reasonable basis for our opinion.

     In my opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the consolidated
financial position of American Industries, Ltd. And its subsidiary,
Global Technologies SA at March 31, 1997 and 1996, and the
consolidated results of their operations and their cash flows for
each of the three years in the period ended March 31, 1997, in
conformity with generally accepted accounting principles.

     

                    Respectfully Submitted,

                                        
                    BARRY L. FRIEDMAN      
                    Certified Public Accountant

Las Vegas, Nevada
May 2, 1997

<PAGE> 19
                    AMERICAN INDUSTRIES, LTD.

                   CONSOLIDATED BALANCE SHEETS

                                             March 31,           
<TABLE>                             1997               1996      
                              ASSETS
<S>                                  <C>                <C>
CURRENT ASSETS
Cash & cash equivalents         $    23,050         $     23,371 
Convertible notes receivable          3,827                7,420 
Contract receivable                 502,000              750,000 
Accrued interest receivable          56,250               56,250 
     TOTAL CURRENT ASSETS           585,127              837,041 

FIXED ASSETS
Library                                 919                  919 
Office equipment                      2,428                2,428 
     TOTAL FIXED ASSETS               3,347                3,347 

OTHER ASSETS
Investment gems                  61,084,822           61,084,822 
Stock Investments                   328,000                5,000 
     Total Other Assets        $ 61,412,822         $ 61,089,822 

     TOTAL ASSETS              $ 62,001,296         $ 61,930,210 

               LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Deferred income                $    502,000         $    750,000 
Accrued interest payable              9,890                1,800 
Payables                                 42                   42 
     Total Current Liabilities      511,932              751,842 

STOCKHOLDERS' EQUITY
Common Stock - $.10 par value
 Authorized 50,000,000 shares
 issued and outstanding 20,000,445
 shares                           2,000,045            2,000,045 
Common Stock reserve                    570                  195 
Capital surplus on investments   59,651,981           59,651,981 
Capital surplus on stock sales      381,419              306,794 
Retained earnings (deficit)        (544,651)            (780,647)
     Total Stockholders' Equity  61,489,364           61,178,368 

     Total Liabilities and Capital$62,001,296          $61,930,210 
</TABLE>

<PAGE> 20
                    AMERICAN INDUSTRIES, LTD.

              CONSOLIDATED STATEMENTS OF OPERATIONS


                                          Year Ended March 31,   
<TABLE>                               1997       1996      1995  
<S>                                   <C>        <C>       <C>
INCOME
     Revenues                       248,000      1,609       504 
     Interest                        75,000     57,330           
                                    323,000     58,939       504 

EXPENSES AND COSTS
     General & Administrative expenses77,289    155,258   685,469 
     Interest expense                 8,090      1,800           
     Proxy & Material costs           1,625      2,711           
Total Expenses and Costs             87,004    159,769   685,469 
Net Income (loss)                   235,996   (100,830) (684,965)

GAIN (LOSS) PER COMMON SHARE          $ .01     $    0    $ (.03)

Weighted Average Common 
  Shares Outstanding             20,000,445  20,000,445  20,000,000
</TABLE>

<PAGE> 21
                         AMERICAN INDUSTRIES, LTD.

              CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY


FOR THE YEARS ENDED MARCH 31, 1997, 1996, 1995.



<TABLE>
                         Number of   Number Number
                         issued      of     of             Amount Paid
                         Registered issued  Reserved       in Excess
                         Common      Legend Legend   Par   of Par     Retained
                         Shares      Shares Shares   Value Value      Earnings

<S>                      <C>           <C>   <C>    <C>       <C>       <C>
Balance at 3/31/94      19,974,934                1,997,493 59,651,830
Shares issued for cash      25,066                    2,507    298,285
Adjustment for fiscal year diff.                                                        6,922
Net Income (loss)                                                    (684,965)
Balance at 3/31/95      20,000,000               2,000,000 59,950,115
Shares issued for cash                445                45     8,855
Convertible note for reserved shares         1,950
Net Income (loss)                                                    (100,830)
Balance at 3/31/96      20,000,000    445  1,950 2,000,045 59,958,970(780,647)
Convertible notes for reserved shares      3,750               75,000
Net Income (loss)                                                     235,996
Balance at 3/31/97      20,000,000    445  5,700 2,000,045 60,033,970(544,651)
</TABLE>

<PAGE> 22
                    AMERICAN INDUSTRIES, LTD.

              CONSOLIDATED STATEMENTS OF CASH FLOWS

                                    Year Ended March 31,         
                              1997        1996           1995    
<TABLE>
<S>                            <C>        <C>             <C>
Net Loss                    $ 235,996    $(100,830)   $ (684,965)
Adjustments to reconcile net loss to net cash used in;

OPERATING ACTIVITIES
Payments on convertible notes   3,593      (7,420)               
Contract receivable           248,000    (750,000)               
Accrued interest receivable               (56,250)               
Accounts Payable                          751,842                
Asset Purchase               (323,000)     (5,000)       511,727 
Effect of subsidiary fiscal year change/difference                                   
Accrued interest                8,090                            
Deferred Income              (248,000)                           
Stockholders equity           310,996     (37,707)      (390,144)
  Net cash used in
    operating activities         (321)   (104,535)       121,583 


  Increase (Decrease) in cash    (321)   (104,535)       121,583 

  Cash and Cash equivalent
       at beginning of period   23,371    127,906          6,323 

  Cash and Cash equivalent
       at end of period     $   23,050   $ 23,371      $ 127,906 
</TABLE>

<PAGE> 23
                    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 financial statements have been
prepared in conformity with generally accepted accounting
principles applicable in the United States of America and are
stated in United States dollars.

Principles 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 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 outstanding during the year.  The weighted average number
of shares   was 20,000,000, 20,000,445 and 20,000,445 for the years
ended March 31, 1995, 1996, and 1997, respectively, as shown on
page F-4 contained herein.

Cash and Cash Equivalents
     Cash and cash equivalents include two checking accounts, one
for subsidiary and one for Registrant held with Bank of America in
Las Vegas, Nevada.  Subsidiary is reported as a foreign company
account.

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.


<PAGE> 24
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 professional business in the
financial industry, consisting of:  Investment Banking, Financial
Investment, International Mergers, International Acquisitions,
International Portfolio Management, Securities Deposits, Purchasing
Agents and Marketmakers as set forth in notes to financial
statements contained herein.
     The assets of Global Technologies has been transferred to
American Industries to maintain the status of a Luxembourg holding
company.  This transfer does not affect the value of the shares of
American Industries on a consolidated basis.

NOTE 3.  INVESTMENTS
The company has stock investments of $328,000 in Nevada
corporations. $323,000 of principal payments due June 30, 1996 for
contract receivables was paid by the issuance of stock.

NOTE 4.  RECEIVABLES
Contract Receivables
     The company currently has six Investment Banker Agreements /
Management Service Contracts with six Nevada corporations.  Five
contracts are $100,000 each with payments to be made every six
months or annually at 12% interest per annum.  One contract is
$250,000 at 6% 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 Registrant'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.

NOTE 5.  ACCOUNTS PAYABLE AND ACCRUED EXPENSES
<TABLE>
                                                    March 31,    
                                                1997       1996  
<S>                                             <C>       <C>
Accrued interest payable                     $ 9,890    $ 1,800  
Account payable                                   42         42  
                                             $ 9,932    $ 1,842  

NOTE 6.  DEFERRED INCOME
The amounts listed as deferred income resulted from the services
still not performed in relation to the contracts receivables
referred to in Note 4 above.

<PAGE> 25
NOTE 7.  INVESTMENT GEMS

The value of the Investment Gems are based on appraisal dated
February 14, 1995 by Marco Vesters, Certified Gemmologist from The
Gemmological Association of Great Britain.  Total appraisal amount
$61,084,822.  The difference between the acquisition of gems and
the appraisal value has been booked as capital surplus.

</TABLE>