Form 10-KSB
[As last amended in Release No. 34-38850, July 18 1997, effective September
2, 1997, 62 F.R.39755]
            U.S. Securities and Exchange Commission
                     Washington, D.C. 20549
(Mark One)
      [X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE
           SECURITIES EXCHANGE ACT OF 1934 [Fee Required]

           For the fiscal year ended April 30, 1998

      [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
           SECURITIES EXCHANGE ACT OF 1934 [No Fee Required]

               Commission file number  0 - 8155

                BRECCIA INTERNATIONAL MINERALS INC.
        (Name  of  small  business  issuer  in  its charter)

          DELAWARE                                73-9077756
    (State or other jurisdiction              (IRS  Employer
     of incorporation or organization)       Identification No.)

     #1500 Midland Walwyn Tower, Edmonton, Alberta, T5J 2Z2
     (Address of principal executive offices)     (Zip Code)
     
Issuer's telephone number      (403) 496-9171

Securities registered under Section 12(b) of the Exchange Act:

Title of each class       Name of each exchange on which registered
              NONE                               NONE

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

                   $0.0001 Par Value Common Stock
                        (Title of class)
                          
Check whether the issuer (1) filed all reports required  to be  filed
by Section 13 or 15(d) of the Securities Exchange  Act during  the 
past 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  X     No

      Check  if  there is no disclosure of delinquent filers  in
response to Item 405 of Regulation S-B is not contained  in  this
form, and no disclosure  will be contained,  to  the  best  of
Registrant's knowledge,  in  definitive  proxy  or information
statements incorporated by reference in Part III of this Form 10KSB
or any amendment to this Form 10-KSB.[ ]

State  issuer's revenues for its most recent  fiscal
year 0.

As of April 30, 1998 8,128,206 $0.0001 par value common stock were issued
and outstanding.

          DOCUMENTS INCORPORATED BY REFERENCE
Forms 8-K, see Item 13.
                              

                             Part I


Item 1. Description of
Business

(a) Business Development

Breccia International Minerals Inc.("Registrant") was incorporated under the
laws of the State of Delaware on April 25, 1975.  The  Registrant's principal
offices are located  at  #1500 Midland Walwyn Tower, Edmonton, Alberta,
Canada,  T5J  2Z2, and it's  registered  office is 1209 Orange Street,
Wilmington,  New Castle, Delaware, 19801. The telephone number is
(403) 496-9171. 

On  March  18,  1994, the Registrant received  a Certificate  of Renewal from
the State of Delaware.

The Registrant held an annual meeting on February 14, 1997 and approved a 
reverse stock split and redesignation of share capital. The Registrant
consolidated the issued and outstanding $0.01 par value common stock on basis
of one (1) $0.0001 par value stock for each twenty (20) $0.01 par value 
common stock. The Registrant also redesignated the share capital to $0.0001 
par value common stock and changed its name to Breccia International Minerals
Inc.

The   Registrant  has  not  been  involved  in  any bankruptcy, receivership 
or similar proceedings.

(b) Business of Issuer

In 1997/98, the Registrant entered into a Letter of Intent with a Canadian 
corporate finance consulting firm to undertake a stock acquisition and plan 
of reorganization resulting in the Registrant entering into the business of 
management and reverse merger buyouts.  In early 1998, following extensive 
negotiations, a final agreement could not be reached and the transaction did 
not close.

The Registrant continues to pursue viable avenues of growth in order to 
maximize shareholder value and is optimistic for its prospects in 1998/99.

The Registrant owns no patents, trademarks, licenses, franchises, or 
concessions.

The  Registrant  has  no  portion of its business which  may  be subject  to 
re-negotiation of profits or termination of contracts or subcontracts at the
election of the Government.

The Registrant has not conducted any research and development and no future
research is proposed at this time.

The  Registrant  has  not made any material capital expenditures which 
require environmental control facilities.

The Registrant currently has no full-time employees.

Item 2. Description of Property

The  Registrant currently has no operations or interests in any properties 
directly or throught ownership of partnership interests at April 30, 1998.

Item 3. Legal Proceedings

The Registrant knows of no pending or threatened material legal proceedings 
to which the Registrant is a party of, and no such proceedings  are  known to
the Registrant to be  contemplated  by governmental authorities.

Item 4. Submission of matters to a vote of security holders.

No matter was submitted during the fourth quarter of the fiscal year covered 
by this report to a vote of security holders, through the solicitation of 
proxies or otherwise.


                       Part II

Item 5. Market for Common Equity and Related Stockholder Matters

The  Registrant's common stock is currently trading on the OTC Bulletin Board
under the symbol "BIMI"

                                        Number of
Title of class                         Record holders

$0.0001 Par Value                          1,890
Common Stock

Since the Registrant was quoted on the OTC Bulletin board on October 16,
1996 the low bid was $0.01 and the high bid was $6.00 with the most recent
close at $4.20.  These quotations reflect inter-dealer prices, without retail
mark-ups, mark-downs or commission and may not represent actual transactions.
The source of the high and low bid information is provided by the Registrant's
market maker.

No  dividends have ever been declared or paid with respect to the Registrant's
common stock.  The Registrant has no present  plans to pay dividends in the 
foreseeable future.

Item 6. Management Discussion and Analysis or Plan of Operation

a) Plan of Operations

Due to uncontrollable market conditions in the mineral exploration sector,
the Registrant has shifted its focus away from mining and is exploring
other business opportunities.

In late 1997, the Registrant entered into a Letter of Intent with a Canadian 
corporate finance consulting firm to undertake a stock acquisition and plan 
of reorganization leading to the Registrant entering into the business of 
management and reverse merger buyouts.  In early 1998, following extensive 
negotiations, a final agreement could not be reached and the transaction did 
not close.

The Registrant continues to pursue viable avenues of growth in order to
maximize shareholder value and is optimistic for its prospects in fiscal
1998/99.

b) Management's Discussion and Analysis of Financial Condition and Results
of Operations.

The results of the statement of loss for the fiscal year ended April 30, 1998
indicates a loss of $31,747 which represents transfer agent, legal and
consulting fees necessary to maintain the Registrant current with its
regulatory filing requirements.

The results of the statement of loss for the fiscal year ended April 30, 1997
indicates a loss of $304,131.

Item 7. Financial statements

See the following Financial Statements prepared by BDO Dunwoody Chartered 
Accountants.

Item  8.  Changes  In  and  Disagreements  With Accountants on Accounting 
and Financial Disclosure

The Registrant has engaged BDO Dunwoody, Chartered Accountants of Edmonton, 
Alberta, Canada to provide audited financial statements for the Registrant as
of April 30, 1998.
                          
                      Part III
                          
Item 9.  Directors,  Executive Officers, Promoters and  Control Persons

The  following table sets forth, as of April 30, 1998, the  names and ages  of  
all  Directors  and Executive  officers  of  the Registrant,  indicating all 
positions  and  offices  with   the Registrant held by each person, and any 
periods during  which he served:

Name        
                         Office Held       As Director         As Officer

Donald P. Caron  35      Pres. & Dir.      April 30,1988       April 30,1988
                                           - Present           -Present

Richard D. Caron 43      V.P. &Dir.        April 30,1988       April 30,1988
                                           - Present           -Present

Michael A. Trabysh 33    Director          July 15,1996         N/A
                                           -Present
                            
The  Registrant's  Directors hold office until  the next  annual meeting of 
shareholders.  There is no arrangement or understanding  between any Director 
of the  Registrant  and  any other person or persons pursuant to which such 
Director was or is to be selected as a Director or a nominee for Director.

The  Registrant's Executive Officers hold office at the appointment of the 
Board of Directors.  There is no arrangement  or  understanding between any 
such Executive Officer and any other person pursuant to which such Executive 
Officer was selected as an Officer of the Registrant.

The  Registrant does not employ any person, other than the above named 
Executive  Officers, who make or  are  expected  to  make significant 
contributions to the business of the Registrant.

Donald  P. Caron, Director and Executive Officer, and Richard  D. Caron, 
Director and Executive Officer, are  family  related  as brothers.

Following is  a brief account of the business experience during the past five 
years of each Director and Executive Officer of the Registrant who held 
office as such on April 30, 1998. 

Donald  P.  Caron,  35, is the President, Chief Executive  Officer, Secretary  
and  Director  of the Corporation.  He  is also Vice President and director  
of Western  Pacific  Gold  Inc., President and director of Western America 
Resources Inc., a director of  Norac Industries Inc. and a director of Las 
Western Entertainment Inc., all publicly listed companies on The Alberta Stock 
Exchange.  Mr. Caron   has  been involved with the finance management and 
administration of listed public companies for over eight  years. He 
specializes  in finance, accounting, securities regulations, Stock Exchange 
policies and investor/shareholder liaison.

Mr.  Caron  is Vice President of Western America Venture  Group companies 
administering venture funds and providing financing and administrative
services for public and private companies.  He was instrumental in  the  
reorganization of First  Canada Financial Corp. which is now Western Pacific 
Gold Inc. and in Western America Resources Inc.'s acquisition of one of 
Canada's largest manufacturers and distributors of equipment and supplies 
for the resource sector.  He has also advised  and participated  as  a 
principal in numerous mergers,  acquisitions, and divestitures in Australia, 
Germany, India, USA and Canada.

Richard D. Caron, 43, is the Vice President and Director of  the Corporation. 
Mr. R. Caron is President of Western America Venture Group, companies  
administering investment funds and President of Mount-Western 
Investments Inc., a venture fund. Mr. Richard Caron is also President 
of Norac Industries Inc., Discovery Acquisitions Inc. and Las Western 
Entertainment Inc., all publicly listed companies on the Alberta 
Stock Exchange.

Michael A. Trabysh , 33, is a director of the corporation. Mr. Trabysh is 
the Accounting Manager of Western America Venture Management Inc. and 
specializes in public company reporting and compliance. Mr. Trabysh has eight 
years of experience in financial accounting and holds status as a Certified 
Management Accountant.

No  event  has  occurred  during the past  five years  which  is material  
to  an  evaluation of the ability or integrity  of  any Director.

Item 10. Executive Compensation

Directors  and officers have received no remuneration for  their services 
other than as described in item 11 of this report.

Item  11.  Security  Ownership of Certain Beneficial Owners  and Management

The  following  table  sets forth the number  and percentage  of shares  of  
Registrant's $0.0001 par value common stock  (its  only class  of  voting
securities) owned beneficially by  any  person, who, as of April 30, 1998, 
is known to the Registrant to be  the beneficial owner of 5% or more of such 
common stock.  Information regarding beneficial ownership was obtained from 
the Registrant's stock transfer agent.

                                        Number of       Percent
                                        Common Shares   of
                  Name and Address      Beneficially    Common
Title of Class    of Beneficial Owner   Owned           Shares

$0.0001  Par Value   Barrington Global
Common Stock         Fund Inc.(1)          6,625,000      82.0%
       "             West. America
                     Mineral Res. Fund (2) 1,100,000      14.0%


(1)  The shares are owned by Barrington Global Fund Inc. a British Virgin 
     Island Corporation. The address of the beneficial owner is Unit 8, Mill 
     Mall, Tortola, BVI
   
(2)  The  shares are owned by Western America Mineral Resource Fund Inc., an 
     Alberta private Corporation, of which Donald P.Caron and Richard D. 
     Caron are Directors. The  address of the beneficial  owner  is #1500 
     Midland Walwyn Tower, Edmonton Centre, Edmonton,  AB, T5J 2Z2.

There  are  no  arrangements, known to the Registrant,  including pledge  by  
any person of securities of the Registrant, the operation of which may at a 
subsequent date result in a change of control of the Registrant.

Item 12. Certain Relationships and Related Transactions

No  Director  or  Officer  of  the Registrant,  any nominee  for election  
as  Director, any security holder who is known  by  the Registrant to own of
record or beneficially more than 5%  of  any class of the Registrant's voting 
securities, or any relative  or spouse of any of the foregoing persons, who 
has the same home  as such  person  or who is a Director or Officer of  any 
parent  or subsidiary of  the  Registrant, had any transactions  since  the
beginning  of  the  Registrant's last  fiscal  year or  has  any presently 
proposed transactions, to which the Registrant  was  or is  to be a party, in
which any of such persons had or is to have any direct interest, except as 
follows:

As  of the date of this report, Donald P. Caron, and Richard D. Caron, 
Directors and Officers of the Registrant, are also Directors and Officers of 
Western America Mineral Resource Fund Inc. and control 100% of the  issued 
and outstanding shares thereof.

The  Registrant  entered into a service agreement with an affiliated company 
of the directors. The agreement relates to  services provided  to  bring the 
Company current with all its filings  and into  qualified trading status, and 
to provide monthly services to maintain the Registrant current with all 
regulatory filings. The amount payable related to this agreement is $125,850.

No Director or Officer of the Registrant, nominee for election as Director, 
or  any  associate of any such  Director,  Officer  or nominee  was  indebted 
to the Registrant at any  time  since  the beginning of the Registrant's last 
fiscal year.

Item 13. Exhibits

FINANCIAL STATEMENTS

     Title Page            -
     Financial Statements  pg. 1-7
     Reports on Form 8-K   Incorporated By Reference: Form 8K Filed
                           on December 2, 1997 Consisting of:
                              Title Page
                              Items #1 through #8

                           Incorporated By Reference: Form 8K Filed
                           on January 21, 1998 Consisting of:
                              Title Page
                              Items #1 through #8

     Exhibits              -


SIGNATURES


In  accordance with Section 13 or 15(d) of the Exchange Act,  the registrant 
caused this report to be signed on its behalf  by  the undersigned, thereunto 
duly authorized.
(Registrant)  BRECCIA INTERNATIONAL MINERALS INC.


By (Signature and Title)  *(Signed) "Donald P. Caron"
                                     Donald P. Caron, President
Date: JULY 24, 1998

In  accordance with the Exchange Act, this report has been signed below by 
the following persons on behalf of the registrant and in the capacities and on 
the dates indicated.
(Registrant) BRECCIA INTERNATIONAL MINERALS INC.


By (Signature and Title)   *(Signed) "Richard D. Caron"
                                      Richard D. Caron, Vice President
Date: JULY 24, 1998

*  Print  the  name and title of each signing officer under  his signature.






                           Breccia International Minerals Inc.
                           Financial Statements
                           For the years ended April 30, 1998 and 1997


Contents

Auditors' Report                                           2

Financial Statements

  Balance Sheet                                            3

  Statement of Operations and Deficit                      4

  Statement of Changes in Financial Position               5

  Summary of Significant Accounting Policies               6

  Notes to Financial Statements                            7




Auditors' Report





To the Shareholders of
Breccia International Minerals Inc.


We have audited the balance sheets of Breccia International Minerals Inc. 
as at April 30, 1998 and 1997 and the statements of operations and deficit 
and changes in financial position for the years then ended. 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 audit.

We conducted our audit in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform an audit to 
obtain reasonable assurance 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.

In our opinion, these financial statements present fairly, in all material 
respects, the financial position of the company as at April 30,1998 and 1997 
and the results of its operations and the changes in its financial position 
for the years then ended in accordance with generally accepted accounting 
principles. 


"BDO DUNWOODY"
Chartered Accountants

Edmonton, Alberta

July 7, 1998


Balance sheet

April 30                                     1998           1997

Assets
Current
Cash                                        $   298        $7,400
                                           =========     ==========

Liabilities and Shareholders'
Deficiency

Current
 Accounts payable and accrued liabilities   $10,171        $5,413
 Due to related companies (Note 1)          172,915       153,028
                                            -------       -------
                                            183,086       158,441

Shareholders' deficiency
 Share capital (Note 3)                     285,165       285,165
 Deficit                                   (467,953)     (436,206)
                                           --------      ---------
                                           (182,788)     (151,041)
                                           ---------     ---------
                                           $    298        $7,400
                                           ========      =========

On behalf of the board

Don Caron      Director

Richard Caron  Director





Breccia International Minerals Inc.
Statements of Operations and Deficit
For the years ended April 30
                                      1998               1997


General and administrative 
    expenses, net of recoveries 
    being net loss for the year    $(31,747)            $(304,131)

Deficit, beginning of year         (436,206)             (132,075)
                                   ---------             ---------
Deficit, end of year              $(467,953)            $(436,206)
                                   =========             =========

Loss per share (Note 4)           $ (0.004)             $(0.115)




Breccia International Minerals Inc.
Statements of Changes in Financial Position
For the years ended April 30                
                                      1998               1997
Cash provided by (used in)
Operating activities
Net loss for the year              $(31,747)            $(304,131)

Changes in non-cash working 
           capital balances
 Accounts payable and accrued
   liabilities                        4,758                 2,751
 Payable to affiliated companies     19,887               109,111
                                   --------             ---------
                                     (7,102)             (192,269)
Financing Activity
 Capital stock issuance                   -               196,000
                                   --------             ---------
Increase (decrease)in cash 
           during the year           (7,102)                3,731

Cash, beginning of year               7,400                 3,669
                                   --------              --------
Cash, end of year                      $298                $7,400
                                   ========              ========


                  Breccia International
                  Minerals Inc. Summary of
                  Significant Accounting Policies
                  
April 30, 1998 and 1997

Nature of Business

Breccia International Minerals Inc. (formerly American Energy & Technology 
Inc.) (the Company) is a public company incorporated on April 25, 1975 under 
the laws of the State of Delaware, USA and renewed on March 18, 1994.
                 
To April 30, 1998, the company has been involved in the process of
identifying and evaluating prospective business entities with a view
to the acquisition of a controlling or minority interest therein. Costs
related to these investigations are expensed as incurred.  The successful
acquisition of the investment will also be dependent upon the company's
ability to obtain necessary financing at that time.

Basis of Presentation

These financial statements have been prepared according to Canadian
generally accepted accounting principles.  However, as the U.S. dollar
is the principal currency in which the corporation's business is conducted,
these financial statements are presented in U.S. dollars.

Financial Instruments

The company as a part of its operations carries a number of financial
instruments.  Unless otherwise noted, it is management's opinion that the 
Company is not exposed to significant interest, currency or credit risks
arising from these financial instruments.

The fair values of these financial instruments approximate their carrying
values, unless otherwise noted.
                 
Breccia International Minerals Inc.
Notes to Financial Statements
April 30, 1998 and 1997

1.   Due to Related Companies

     The amounts due to companies controlled by certain directors of the 
     company are unsecured and non-interest bearing.
     
     
2.   Related Party Transactions

     The Company paid general and administrative expenses of $60,000 (1997 -
     $65,000) to companies controlled by directors of the Company.
     
     In 1997, the Company paid finder's fees to a shareholder corporation in
     the amount of $185,000.  The consideration for these services included
     the issuance of shares in the amount of $60,000 (Note 3).     
     
3.   Share Capital

     Authorized
       Seventy-five million (75,000,000) $0.0001 par value common shares.

                                             Number of
                                             Shares        Consideration
Issued
Balance, April 30, 1996                     8,041,475         $89,165
      
 Issued for cash during 1997               12,500,000         125,000
 One for twenty consolidation             (19,513,269)
 Issued for cash during 1997                1,100,000          11,000
 Issued for services during 1997            6,000,000          60,000
                                          -----------       ----------
Balance, April 30, 1997 and 1998            8,128,206        $285,165
                                          ===========       ==========

At April 30, 1998, options to purchase 610,000 shares at $0.10 per share were
outstanding under a directors' stock option agreement. These options expire 
in 2003.
     
     
4.   Loss per Share

Loss per common share is calculated on the basis of the weighted average 
number of common shares outstanding during the year.  The weighted average 
number of common shares amounted to 8,128,206 (1997 - 2,645,877).

Calculating the fully diluted loss per share produces immaterial differences 
or anti-dilutive differences in each year.