AMERICAN INDUSTRIES, LTD.
                 101 Convention Center Dr., Suite 1212
			                     Las Vegas, NV  89109.






       July 30, 1999




Securities and Exchange Commission
Washington, DC  20549.


Gentlemen:

Persuant to the requirements of the Securities Exchange Act of 1934, we are
transmitting herewith the attached Form 10-K for the period ending March
31, 1999.


Sincerely,

AMERICAN INDUSTRIES, LTD.

/SS/ George Balis, President



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                            UNITED STATES
                 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 ended March 31, 1999


                        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             	            89109
   101 Convention Center Drive, Suite 1212
   Las, Vegas, Nevada

 Registrant's Telephone Number

 (702) 386-2633

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

Name of Each Exchange on which 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 X

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, 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

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 x

 (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:
20,006,586 shares common stock, par value $.10 per share
                 DOCUMENTS INCORPORATED BY REFERENCE

                           NONE

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Commission File No. 0-8730
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 successfully 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.

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George Balis, a Director and Vice President, owning approximately 59% (as of
this report date) of Registrants issued and outstanding shares of
Common Stock became the Company's Chief Executive Officer.

Resident's future plan is to concentrate its efforts to establish and provide
a business consulting service to American and European companies from its Las
Vegas offices, and to establish and provide a business consulting service in
conjunction with but subordinate to, its main objective of locating and
acquiring interests in companies with proprietary products or service companies
with significant income streams to support the plans of management.  These plans
include locating investment opportunities which fully utilize Registrant's
principal asset, an inventory of uncut gemstones (emeralds, rubies and
sapphires) acquired by Registrant when it merged with Global Technologies, S.A.
("Global") on May 27, 1993.

There can be no assurances that Registrant's future plans are feasible or that
they can be achieved given the fact that past endevors of management to
establish a pattern of business consistant with its foregoing objectives has
not met with success, and to date no mergers or acquisitions have been
successfully consummated, and Registrant remains without any source of revenue.

The Articles of Incorporation for Global Technologies, SA were issued by the
Grand Duche of Luxembourg,  Identification Number 1989-40-00735.  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 Registrant's $.10 par value Common
Stock. At that time Registrant then 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, and to utilize the gemstones
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 uponthe issuance of bonds and a
3:1 ratio upon the issuance 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 banks issuing letters of credit for
companies seeking to borrow capital through regular banking channels or other
institutional 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
fraudulent schemes as financially troubled borrowers may be desperate to find
sources of credit enhancement. Accordingly, Registrant must expend significant
time and money to investigate potential clients.

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Additionally, Registrant plans to act as a "finder" in seeking out European
sources of capital for private and public companies located in the United
States utilizing 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 established for Registrant's securities. There can be no
assurances that management's plans will or can be achieved.

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 of both companies.  As a consequence, both companies have required
direct financial aid from Registrant's controlling stockholders.  Presently,
Registrant has no income.

Registrant has no full time employees receiving a salary.Registrant's offices
since February, 1998, have been located at Bank of America Center, Suite 1212,
101 Convention Center Drive, Las Vegas, Nevada, 89109, telephone number
(702) 944-1388.

ITEM 2.  PROPERTIES

Registrant's administrative offices are in Las Vegas, Nevada, which also
contains 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 monthly rental of $500, pursuant
to a month-to-month sub-lease with an affiliated Company owned by one of
Registrant's directors.  Global also maintains small, unattended office in
Athens, Greece on a month-to-month basis.

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 March 22, 1999
in Phoenix, Arizona, 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 March 12, 1999.

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

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Directors Nominated and Elected: (1)

	Name			            Votes For		    Votes Against       Abstentions
	George Balis		    15,060,342               0	             0
	Mary E. Kinn		    15,043,242	           19,00		           0
	George Balis, Jr.           15,029,909		  32,333         			0
	Denis Piotroski             15,062,342    	     0              0

2.  Appointment of Barry Friedman, CPA to continue as Auditor for the fiscal
year ending March 31, 1999.

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 YEARS:

        Year Ended March 31

   		                1999          1998       1997       1996        1995
Net Income/(Loss) 	$(66,568)		  $(103,449)  (42,004)   (157,080)   (684,965)

Earnings/Common Share   0       	$(.01)         0         0          (.03)

Total Assets     	$61,098,571 	$61,098,648  61,165,046  61,123,960  61,216,075

Long-Term Debt	       $0            0          0         0            0

Total
Stockholder Equity $61,994,548 $61,061,193  61,155,114  61,178,368  61,216,075

Cash Dividends Declared
Per Common Share      	   0            0              0              0

(Detailed audited financial statements are reported herein beginning on page 11,
Exhibit F-1.)


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ITEM 7.  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION

The Company's source of revenue for the years ended March 31, 1997 and 1996
was the performance of financial and accounting services for small companies.
It also received interest income. During the current year ended March 31,1999,
1998, the Company had no income.

LIQUIDITY

The Company's President, Zack Monroe, passed away on July 25, 1997.  Since
that time, the Company has had very little income or cash receipts.  The
then Vice President, George Balis, was subsequently appointed as President.
The lack of income production has put the Company into a negative
cash flow position.  Currently the overhead bills are paid by the President
and board members.

CAPITAL RESOURCES

As explained above, the Company has no 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 very little revenue from services related activities for the
years ended March 31, 997 and 1996, $45,000 for 1997 and $2,689 for 1996.
These amounts reflect the efforts of the then President, Zack Monroe, to
service the existing client base, approximately 75 clients. Since the death
of Mr. Monroe, this income stream has dropped off substantially.  Not only
did the President pass away, but also the Company's staff, which supported the
client services,has left the employment of the Company.  During the years just
ended March 31, 1998,1999 the Company had no revenue.  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
services.  The current President has made efforts to hire staff to
regain some of the service revenue that was generated in previous years.  His
efforts are being hampered by the lack of cash currently in the Company.  No
assurances can be made that the President's efforts will prove successful. No
assurances can be made that the Company will ever have operations again.

ITEM 8.  FINANCIAL STATEMENTS

	1.  Independent Auditor's Report of Barry L. Friedman, CPA

 2.	  American Industries, Ltd.
   		Consolidated Balance Sheets as of March 31, 1999 and 1998

	3	   American Industries, Ltd.
		    Consolidated Statements of Shareholders' Equity for the years
		    Ended March 31, 1999

 4.  	American Industries, Ltd.
	    	Consolidated Statement of Operations for the three years ended
	    	March 31, 1999

 5.	  American Industries, Ltd.
		    Consolidated Statement of Cash Flow for the three years ended
		    March 31, 1999

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

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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:

Name      				Age		 Positions Held With Registrant

George Balis		55  		Chairman of Board of Directors,
							             President, Chief Exec Officer

Mary Kinn				 85    Director and Secretary

George Balis,
 Jr.        	 28  	Director and Treasurer

Denis Piotroski 58   Director

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
Chairman of the Board, President and Chief Executive Officer at the annual
Meeting of the Stockholders held 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 approximately 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
assistants from 1990-1194, and also held executive officer positions with the
American  Association of Medical Assistants and its California counterpart.

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George Balis, Jr. has obtained a degree in communications from St. John's
University in New York City.  He has various business experience in sales,
marketing and real estate.

Dennis Petrowski has graduated from the University of Detroit with a Degree
in Business Administration.  Attending Pine Lakes Accounting School.  Obtained
a degree in Advanced Studies from Wayne State University.  Attended  American
Institute of Banking, IBM Data Processing School and Bouroughs Institute.
Has over 30 years of experience in Hotel Managemetn and Casino Operations
in Las Vegas and Connecticut (Royal Casino, Mohawk Bingo, Vegas Inn, Lady
Luck, Aladdin and The Showboat Htel & Casino).

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
remuneration 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 operations.

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.

__________________________________________________________________
(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		     2,697,161              13.5%
                			    5534 Topaz Street
                			    Las Vegas, NV 89120.


Common Stock           George Balis          11,900,055              	59.5%
                       325 S. 3rd St. #1-300
			                    Las Vegas, NV 89101
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 13,042,161 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.

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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:
__________________________________________________________________
(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		  	        11,955,000	             59.5%
                    101 Convention Dr. #1212
			                 Las Vegas, NV 89109

Common Stock	        Mary Kinn		                 35,550		             .17%
                  			Same address

                                            ____________	           _______
TOTAL                                        11,955,550              59.67%


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
transaction, 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.

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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:

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

      (b). Reports on Form 8-K

None.



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

					             July 30,1999________


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Pursuant to the requirements of the Securities Exchange Act of 1934, this
reporthas been signed below by the following persons on behalf of the
registrant 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/George Balis Jr_________________
George Balis Jr, Director and Treasurer

July 30, 1999




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