<PAGE>
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                           FORM 10-KSB

[X] 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 number 33-13627  

                                 SARKIS CAPITAL, INC.                          
 
         (Name of small business issuer in its charter)

         Delaware                                    75-2168244                
(State or other jurisdiction of                  (I.R.S. Employer I.D.#)
incorporation or organization)

421 E. Airport Freeway, Irving, Texas                    75062                 
(Address of principal executive office)               (Zip Code)

Issuer's telephone number, including area code (972)-255-5533. 

                                        Name of each exchange on
          Title of each class                which registered
________________________________________________________________________________
Securities registered pursuant to Section 12(g) of the Act:
________________________________________________________________________________
                        (Title of class)
________________________________________________________________________________
                        (Title of class)

     Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the 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 ____

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

     State the aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold, or the average
bid and the asked prices of such stock, as of a specified date within the past
60 days.  No market for common stock.

     Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court.  Yes    X      No _______

     State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.  1,500,000 







<PAGE>

                             PART I.

Item 1.      Business

     Registrant, Sarkis Capital, Inc. (hereinafter referred to as the
"Company'), was incorporated on March 18, 1987 under the laws of the State of
Delaware and is in the development state.

     The Company was organized to function initially as an inactive, publicly
held corporation pursuing a business combination with a privately held company
which is believed to have growth and profit potential (irrespective of the
industry in which it is engaged) and/or is engaged either in the research and
development, manufacture and/or distribution of high technology, medical or
computer production or services or in oil and gas or other mineral exploration
and development or other energy-related activities.  It is intended that the
Company will not engage in active business operations prior to its combination
with another enterprise.

     The Company has no employees, no business operations, and no intention of
engaging in an active business operation prior to its combination with an as yet
unidentified privately held business.  The Company presently has no operating
income and at March 31, 1999, no assets other than cash of $73.  The Company's
executive offices are located at 421 East Airport Freeway, Irving, Texas 75062,
and its telephone number is (972) 255-5533.

Pre-Combination Activities

     The Company was organized to function initially as a "clean public shell",
that is, an inactive, publicly held corporation with nominal assets and
liabilities.  With these characteristics, management believes that the Company
is a potentially attractive combination candidate to privately held businesses
which are interested in becoming publicly held without offering their own
securities to the public.  If a suitable candidate is found, the Company will
combine with a privately held company believed to have growth and profit
potential, irrespective of the industry in which it is engaged.  The Company may
structure a combination as a merger, consolidation, exchange of the Company's
Common stock for stock or assets or any other form which will result in the
combined enterprise being a publicly held corporation.

     Pending negotiation and consummation of a combination the Company has
invested its funds in a short-term money market fund.  Until it locates a
suitable candidate, the Company will continue to have no business activities
other than managing its investments and will have no source of revenues other
than interest on the funds it invests.  The Company will not incur significant
expenses or liabilities other than expenses related to negotiating a combina-
tion. If the Company does not consummate a suitable combination within a
reasonable period, its Board of Directors may consider its liquidation and 
dissolution.

     If the Company's management pursues one or more combination proposals
beyond the preliminary negotiation stage and those are subsequently terminated,
it is foreseeable that legal fees and other negotiation expenses will exhaust
the Company's financial resources before a successful combination can be 
consummated.  In that event the Company's Common Stock shareholders may receive 
a nominaldistribution, if any, upon the Company's liquidation and dissolution.


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     The Company has reviewed possible business combinations, but has been
unsuccessful in its endeavor to combine with another entity.  If and when the
Company combines with another entity, it will file a report on Form 8-K detail-
ing such combination.


Item 2.      Properties

     The Company does not own, nor has it invested in any properties.

Item 3.    Legal Proceedings

     The Company is not a party to any pending legal proceedings.

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

     None.






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                      SARKIS CAPITAL, INC.
                  (A Development Stage Company)


                          Balance Sheet
                     March 31, 1999 and 1998


                             Assets
<TABLE>
<CAPTION>
 .
                                              1999            1998
<S>                                 <C>              <C>
Current assets
  Cash                                     $     73         $   127

Total Assets                               $     73         $   127



              Liabilities and Stockholders' Equity


Advances from affiliated entities
  (Note 2)                                $ 7,850          $ 7,350

Stockholders' equity:
  Preferred stock, $.01 par value;
   authorized 1,000,000 shares,
   issued and outstanding, none
  Common stock, $.01 par value;
   authorized 20,000,000 shares,
   issued and outstanding 1,500,000
   shares                                   15,000           15,000
Additional paid-in capital                   9,000            9,000

Deficit accumulated during the
  development stage                        (31,777)         (31,223)
                                          
                                           $    73         $    127

</TABLE>
The accompanying notes are an integral part of these financial statements.




<PAGE>


                      SARKIS CAPITAL, INC.
                  (A Development Stage Company)

                    Statements of Operations
       For the Years Ended March 31, 1999, 1998, and 1997
   and for the Period from March 18, 1987 (Date of Inception)
                     Through March 31, 1999

<TABLE>
<CAPTION>
                                                         March 18, 1987
                                                      (Date of Inception)
                                                             through
                         1999       1998        1997     March 31, 1998
<S>                    <C>         <C>         <C>       <C>
Revenue:
  Operations           $  -0-      $  -0-      $  -0-     $    -0-
     Total revenue        -0-         -0-         -0-          -0-

Expenses:
  Administrative          200        (376)        143       10,282    
  Advertising               0            0          0          418    
  Amortization              0            0          0       15,385    
  Franchise tax           354           62          2          973    
  Professional fees         0          725        500        5,877
    Total expenses        554          411        645       32,935  
 
Other income:
  Interest                  0            0          3        1,158

    Net loss           $ (554)     $  (411)    $( 642)    $(31,777)

Net loss per share     $  .00      $   .00     $   .00    $   (.02)
  (See Note 1)

</TABLE>









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

<PAGE>


                             SARKIS CAPITAL, INC.
                         (A Development Stage Company)
                                       

                 Statement of Changes in Stockholders' Equity
            For the Period from March 18, 1987 (Date of Inception)
                            Through March 31, 1999
<TABLE>
<CAPTION>
                                                Deficit
                                              Accumulated
                           Common Stock    Additional   During the
                        Number of   Par     Paid In    Development    
                         Shares    Value    Capital       Stage    Total

<S>                    <C>        <C>        <C>        <C>       <C>
Balance
March 18, 1987
(date of inception)            0 $      0   $      0   $      0  $     0 

Issuance of 1,500,000
shares of common stock
at $.016 per share     1,500,000   15,000      9,000          0   24,000                      
      

Net loss                                                (31,777) (31,777)

Balance 
March 31, 1999         1,500,000 $ 15,000    $ 9,000   $(31,777)$(31,777)
</TABLE>








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

<PAGE>




                              SARKIS CAPITAL, INC.
                         (A Development Stage Company)

                            Statement of Cash Flows
             For the Years Ended March 31, 1999, 1998, and 1997 and
               the Period from March 18, 1987 (Date of Inception)
                             Through March 31, 1999
<TABLE>
<CAPTION>
                                                             March 18, 1987
                                                          (Date of Inception)
                                                                 through
                                   1999     1998      1997    March 31, 1999    
<S>                             <C>       <C>       <C>           <C>
Cash flows from operating
  activities:
 Net loss                       $  (554)  $  (411)  $ (642)       $(31,777) 

Net cash used in operating      $  (554)  $  (411)  $( 642)       $(31,777)

Cash flows from financing
  activities:
 Issuance of common stock             0         0        0          24,000
 Advances from affiliated           500         0      750           7,850

Net cash provided by                500         0      750          31,850
 financing activities:

Increase (decrease) in cash         (54)     (411)     108              73 

Cash, beginning of period           127       538      430               0

Cash, end of period             $    73   $   127    $ 538        $     73

</TABLE>







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


                      SARKIS CAPITAL, INC.
                  (A Development Stage Company)

                  Notes to Financial Statements

Note 1 - Summary of Significant Accounting Policies

Organization

     Sarkis Capital, Inc. (the "Company") was incorporated in March 18, 1987 in
the State of Delaware.  The Company was formed as a wholly-owned subsidiary of
Surety Capital Corporation ("Surety") and registered its common shares with the
Securities and Exchange Commission, becoming effective June 26, 1987.  The
Company was organized to function initially as a clean public shell corporation
pursuing a business combination with a privately held company.

     The Company has no operations and is in the development stage.  Development
stage activities have consisted of managing the Company's assets, making 
required regulatory filings and pursuing potential business combinations.

Organization costs

     Organization costs were carried at cost and were being amortized over five
years using the straight-line method.  The costs were totally amortized in 1994
and are only reflected on the company's inception to  date statement of
operations.

Net loss per share

     Net loss per share is based upon the weighted averaged common shares
outstanding (1,500,000).

Note 2 - Related Party Transactions

     For the year ended March 31, 1999, the Company has been in the development
stage and did not receive any operating revenues.  During this period, expenses
consisted of investor relations, and combined with interest received on money
market funds, the Company had a net loss of $(31,777).  The Company received
operating advances of $7,850 since date of inception from Sarkis J. Kechejian,
M.D.  The total operating advances are to be repaid when the Company merges with
another company.

     Management believes that Sarkis Capital's cash on hand and interest 
earnings thereon may not be sufficient to meet cash requirements.  Additional 
operating advances may be required for the coming year.

                             PART II

Item 5.  Market for Registrant's Common Stock and Related Stockholder Matters

      There presently is no trading market for the Company's common stock.

     At March 31, 1999, the approximate number of holders of record of the
Company's Common Stock was 351.








<PAGE>

     The Company has never paid any dividends on the Common Stock and does not
expect to do so in the foreseeable future.


Item 6.  Selected Financial Data

                      Sarkis Capital, Inc.
                (A Development Stage Enterprise)
         Period from March 18, 1987 (date of inception)
                     through March 31, 1999

                  Revenues                                1,158
                  Net Loss                               31,777
                  Cash Dividends Paid                         0
                  Total Assets                               73
                  Working Capital                             0
                  Advance from Affiliates                 7,850


Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operation

Results of Operation

     Development stage revenue (consisting solely of interest income) for the
period from March 18, 1987 (date of operation) through March 31, 1999 amounted
to $1,158.  General and administrative charges of $32,935 are attributable to
expenses necessary to maintain the public status of the Company.  The Company
does not anticipate a significant change in the results of operations until such
time as the Company combines with another Company.



Item 8.  Financial Statement and Supplementary Data

     (Item 8 begins on the next page)

Item 9.  Disagreements on Accounting and Financial Disclosure

     None







<PAGE>

                            PART III


Item 10.  Director and Executive Officers of the Company

     The sole director and executive officers of Sarkis Capital are identified
in the following table.  Each has held the indicated positions with Sarkis
Capital since it completed its organization on March 18, 1987, and will serve in
these offices until the first annual meeting of shareholders or until their
successors are elected and qualified.  There is no family relationship between
Dr. Kechejian and Ms. Wilson, and neither holds her/his position with Sarkis
Capital pursuant to any special arrangement or understanding.

         NAME                       AGE                  POSITION

Sarkis J. Kechejian, M.D.           61          Director, President and
                                                 and Treasurer

Sharilyn J. Bruntz Wilson           48          Vice President and
                                                 Secretary

     Dr. Kechejian is also president and sole owner of S. J. Kechejian, M.D.,
P.A. dba Doctor's Clinic which consists of nineteen clinics doing primarily
physiotherapy and treatment of industrial work-related injuries.

     Dr. Kechejian is considered a "promoter" of Sarkis Capital under the
regulations of the Securities and Exchange Commission.

     Ms. Wilson, Secretary and Vice President, is Chief Financial Officer of S.
J. Kechejian, M.D., P.A. and was Secretary/Treasurer of K Med Centers, Inc. from
September 1986 through January, 1992.  Prior to that time, she was, for over
five years, a legal assistant with several law firms.

Item 11.  Management Remuneration and Transactions

    The Company has no standard agreements to compensate its director for
services in that capacity.  The Board of Directors has not authorized the
issuance of any shares of the Company's stock either in the form of a direct
purchase or as compensation to any individual.  The Company has no salaried
employees nor does it anticipate hiring any.

Item 12.  Security Ownership of Certain Beneficial Owners and Managers

      The following information is submitted as of March 31, 1999 with respect
to the Company's voting securities owned beneficially by each person known by 
the Company who owns more than 5% of the Common Stock of the Company, this being
the only class of voting securities now outstanding and by all directors and 
officers of the Company individually and as a group.

Name and Address of             Amount Bene-                Approximate
Beneficial Owner                ficially owned            Percent of Class

Sarkis J. Kechejian, M.D.         1,149,364                     77%
421 E. Airport Freeway
Irving, Texas  75062

The director and all officers     1,151,864                     77%
of Sarkis Capital as a group
(2 persons)




<PAGE>
Item 13.  Certain Relationships and Related Transactions

     On approximately March 16, 1987, Messrs. Kechejian and Goodnight and K Med
Centers, Inc. loaned Surety Capital Corporation $24,000.  This money was then
paid to the Company for 1,500,000 shares of Common Stock of the company. 
Immediately thereafter, Surety Capital Corporation transferred 750,000 shares of
the Company's Common Stock to Messrs. Kechejian and Goodnight and K Med Centers,
Inc. (250,000 shares each) in consideration of their cancellation of their said
$24,000 loan.  The purpose of these transactions was to fund the formation of 
the Company and to enable Surety Capital to acquire the subject Company shares
of Common Stock for distribution as a dividend to its shareholders.  K Med 
Centers, Inc. purchased the 250,000 shares from both Dr. Kechejian and Mr. 
Goodnight for their original investment amount of $8,000 each.  K Med Centers, 
Inc. sold its 953,250 shares in November 1991 to a non-affiliated party, who 
subsequently sold their stock to Sarkis J. Kechejian, M.D.


     The company neither owns nor leases any personal (other than cash) or real
property.  The Company utilizes the address, without charge, of its President,
Dr. Kechejian.


Item 14.  Exhibits, Financial Statements, Schedules and Reports on Form 8-K.

     (a)  1. and 2.  Financial Statements and Schedules

          See Item 8 hereof for the Index to Financial Statements.

          3.  Exhibits

          The Articles of Incorporation and Bylaws of the Company incorporated
herein by reference from the Company's Registration Statement on Form S-1, File
No. 33-13627, filed with the Securities and Exchange Commission on April 28,
1987.

     (b)  Reports on Form 8-K

          No reports were filed on Form 8-K for this year.


     (c)  Additional Exhibits

          Same as (a) 3 of this Item 14.

     (d)  Additional Financial Statements

          Not applicable.


<PAGE>
                           SIGNATURES


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


                      SARKIS CAPITAL, INC.



DATED: May 4, 1999               By:  Sarkis J. Kechejian, M.D.
                                      Sarkis J. Kechejian, M.D.
                                      President, Treasurer, and Director
                                      (Chief Executive Officer and
                                      Principal Financial Officer)




     In accordance with the Exchange Act, this report has been signed below by
the following person on behalf of the registrant and in the capacity and on the
date indicated.



DATED: May 4, 1999               By:  Sarkis J. Kechejian, M.D.
                                      Sarkis J. Kechejian, M.D.
                                      President, Treasurer, and Director
                                      (Chief Executive Officer and
                                      Principal Financial Officer)



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