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



                                   FORM 10-Q

     Quarterly  Report  Pursuant  to  Section  13  or  15(d) of the Securities
Exchange  Act  of  1934  for  the  quarterly  period  ended  April  30,  1998

                                      or


     Transition  Report  Pursuant  to  Section  13  or 15(d) of the Securities
Exchange  Act of 1934 for the transition period from __________ to ___________


                        Commission File Number 1-12119

                 AMERICAN CRAFT BREWING INTERNATIONAL LIMITED
                 --------------------------------------------
            (Exact name of registrant as specified in its charter)

                 Bermuda                               72-1323940
-------------------------------------                  ----------
   State or other jurisdiction of          (I.R.S. Employer Identification No.)
   Incorporation or organization


     One Galleria Boulevard, Suite 1714, Metairie, Louisiana        70001
-----------------------------------------------------------------------------
           (Address  of  principal  executive  offices)          (Zip  Code)

      Registrant's telephone number, including area code: (504) 849-2739

Indicate  by  a  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   X     No
                                   ----


                 Number of shares of common stock outstanding
                          At June 15, 1998: 3,909,676


                 AMERICAN CRAFT BREWING INTERNATIONAL LIMITED
                 --------------------------------------------
                                   FORM 10-Q
                                   ---------

PART  I      FINANCIAL  INFORMATION
-----------------------------------

ITEM  1.  Financial  Statements  (unaudited):

          Consolidated  Balance  Sheets-
               April  30,  1998  and  October  31,  1997

          Consolidated  Statements  of  Operations-
               Three  and  six  months  ended  April  30,  1998  and  1997

          Consolidated  Statements  of  Cash  Flows-
               Three  and  six  months  ended  April  30,  1998  and  1997

          Notes  to  Consolidated  Financial  Statements


ITEM  2.  Management's Discussion and Analysis of Financial Condition
          And  Results  of  Operations


PART  II          OTHER  INFORMATION
--------          ------------------

ITEM  6.  Exhibits  and  Reports  on  Form  8-K


<PAGE>
PART  I  -  FINANCIAL  INFORMATION

Item  1.  Financial  Statements
-------------------------------

         AMERICAN CRAFT BREWING INTERNATIONAL LIMITED AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                 (Amounts expressed in United States Dollars)
                                  (Unaudited)

                                                    April 30,       October 31,
                                                      1998              1997
                                                   (Unaudited)       (Audited)
Current  assets:
  Cash and cash equivalents                        $   83,637      $    59,619
  Accounts receivable,                                237,831          216,928
  Inventories                                         287,952          395,480
  Prepaids and other current assets                    78,917          139,420
                                                   ----------      -----------
    Total current assets                              688,337          811,447

  Equipment and capital leases, net                 2,751,893        3,349,015
  Rental, utility and other deposits                  330,097          706,475
  Deposits and advanced royalties for beer purchases                   964,021
                                                                       621,827
  Notes receivable from officer/shareholder            35,300           35,000
  Notes receivable noncurrent                          58,966              ---
  Goodwill, net                                        73,889           75,877
                                                   ----------      -----------
     Total assets                                  $4,902,503      $ 5,599,641
                                                   ==========      ===========

LIABILITIES  AND  SHAREHOLDERS'  EQUITY
Current  liabilities:
  Accounts payable and accrued liabilities         $1,948,763       $1,483,509
  Current loans payable                             1,025,000          415,053
  Capital lease obligations, current portion            4,224           20,657
  Shareholders' loans                                  50,000          150,000
                                                   ----------      -----------
    Total current liabilities                       3,027,987        2,069,219

  Long-term loan, net of current portion              141,245              ---
  Capital lease obligations, net of current portion     4,735            7,660
                                                   ----------      -----------
    Total liabilities                               3,173,967        2,076,879

  Minority interests                                  305,505          356,401

Commitments  and  contingencies

Shareholders'  equity:
  Preferred stock, $0.01 par, 500,000 shares authorized, none issued
                                                         ---               ---
  Common stock, $0.01 par, 10,000,000 shares authorized, 3,909,676 shares
    issued and outstanding                             39,097           36,969
     Common stock warrants, 2,090,876 outstanding     181,906          181,906
  Additional paid-in capital                        7,489,583        7,388,205
  Cumulative translation adjustment                  (101,508)        (46,887)
  Accumulated deficit                              (6,186,047)     (4,393,832)
                                                   ----------      -----------
  Total shareholders' equity                        1,423,031        3,166,361
                                                   ----------      -----------
  Total liabilities and shareholders' equity       $4,902,503      $ 5,599,641
                                                   ==========      ===========

  The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>
         AMERICAN CRAFT BREWING INTERNATIONAL LIMITED AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                 (Amounts expressed in United States Dollars)
                                  (Unaudited)
                                                Three  Months  Ended       Six  Months Ended
                                                ---------------------  --------------------------
                                                April 30,   April 30,   April 30,      April 30,
                                                   1998       1997         1998         1997
                                                ---------  ----------  ------------  ------------
<S>                                            <C>         <C>         <C>           <C>
 Net sales                                     $ 723,363   $ 158,837   $ 1,238,160     $ 333,401
 Cost of  sales                                 (699,717)   (106,358)   (1,167,545)     (217,780)
                                                ---------  ----------  ------------  ------------
 Gross profit                                     23,645      52,479        70,615       115,621

 Selling, general and administrative expenses                705,558       764,161     1,144,786
 Non-operating expenses                           57,360         ---       331,071           ---
 Interest (income) expense, net                   26,607     (20,163)       51,852       (32,092)
 Other expense, net                               (1,178)     32,501        (2,527)       68,548
                                                ---------  ----------  ------------  ------------
  Total expenses                                 788,346     776,499     1,880,500     1,181,242

 Loss before income taxes                       (764,701)   (724,020)   (1,873,805)   (1,065,621)
 Income tax benefit                                  ---       9,550           ---        24,037
                                                ---------  ----------  ------------  ------------
 Loss after income taxes                        (764,701)   (714,470)  ( 1,873,805)   (1,041,584)

 Minority interests                               18,998      19,000        44,555        19,229
                                                ---------  ----------  ------------  ------------

  Net loss                                     $(745,703)  $(695,470)  $(1,829,250)  $(1,022,355)
                                                =========  ==========  ============  ============

 Net loss per common share                      $  (0.20)  $   (0.19)  $     (1.63)  $     (0.28)
                                                =========  ==========  ============  ============

 Weighted average number of shares outstanding  3,803,213   3,696,876     3,790,047     3,696,876
                                                =========  ==========  ============  ============
</TABLE>

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


<PAGE>
   AMERICAN CRAFT BREWING INTERNATIONAL LIMITED AND SUBSIDIARIES CONSOLIDATED
                           STATEMENTS OF CASH FLOWS
                 (Amounts expressed in United States Dollars)
                                  (Unaudited)

                                                          Six Months Ended
                                                          ----------------
                                                        April 30,    April 30,
                                                           1998         1997
                                                           ----         ----
CASH  FLOWS  FROM  OPERATING  ACTIVITIES:
  Net loss                                           $(1,829,250) $(1,022,355)
  Adjustments to reconcile net loss to net cash used in operating
   activities:
  Loss or gain on sale of subsidiary                      74,369           ---
  Depreciation and amortization                          139,721       47,947
  Deferred income taxes                                      ---      (24,037)
  Minority interests                                     (44,555)     (19,229)
  Increase  in  operating  assets,  net  of  assets  acquired:
    Accounts receivable                                  (22,298)     (91,078)
    Inventories                                           70,232     (116,490)
    Prepaids and other current assets                     49,968     (171,871)
    Other assets                                         (96,932)    (661,785)
    Notes receivable from Employees/shareholder                          (300)
                                                                      (35,000)
    Decrease in operating liabilities, net of liabilities acquired:
      Accounts payable and accrued liabilities                        606,074
                                                                      --------
                                                                       23,945
                                                                   -----------
      Net cash used in operating activities           (1,052,972)  (2,069,953)
                                                       ----------  -----------

CASH  FLOWS  FROM  INVESTING  ACTIVITIES:
  Proceeds from sale of subsidiary                       453,394           ---
  Purchase of equipment                                 (161,729)  (1,610,805)
  Investment in AmBrew USA, net of cash received                           ---
                                                                      --------
                                                                      (90,502)
                                                                      --------
  Net cash used in investing activities                  291,664   (1,701,307)
                                                       ----------  -----------

CASH  FLOWS  FROM  FINANCING  ACTIVITIES:
  Contribution from joint venture partner                 33,632       434,525
  Payment of capital lease obligations                    (2,661)      (4,924)
  Additional paid in capitol                             102,861           ---
  Repayment of bank loan                                 651,111           ---
                                                       ----------  -----------
  Net cash provided by financing activities                            784,944
                                                                       429,601
                                                                       -------

  Effect of exchange rate changes on cash                    382       (6,942)
                                                       ----------  -----------
  Decrease in cash                                        24,019   (3,348,601)
  Cash at beginning of period                             59,618     5,780,672
                                                       ----------  -----------
  Cash at end of period                                 $ 83,637   $ 2,432,071
                                                        =========  ===========

SUPPLEMENTAL  DISCLOSURE  TO  STATEMENTS  OF  CASH  FLOWS:
  Cash interest paid                                    $   271    $     1,000



  The accompanying notes are an integral part of these financial statements.
         AMERICAN CRAFT BREWING INTERNATIONAL LIMITED AND SUBSIDIARIES

                  Notes to Consolidated Financial Statements
                 (Amounts expressed in United States Dollars)
                                  (Unaudited)

1.          Basis  for  Preparation  of  the Consolidated Financial Statements

     The  consolidated  financial  statements  have  been prepared by American
Craft  Brewing  International  Limited  ("AmBrew  International")  and  its
subsidiaries  (collectively,  the  "Company"),  without  audit.  The financial
statements  include  consolidated  balance  sheets, consolidated statements of
operations  and  consolidated  statements  of  cash  flows.  In the opinion of
management,  all  adjustments,  which consist of normal recurring adjustments,
necessary  to present fairly the financial position, results of operations and
cash  flows  for  all  periods  have  been  made.

     These  financial  statements  should  be  read  in  conjunction  with the
consolidated  financial statements as of and for the fiscal year ended October
31, 1997, and the footnotes thereto included in the Company's Annual Report on
Form  10-K  (the  "Form  10-K").

     As  discussed  in  Management's  Discussion  and  Analysis  of  Financial
Condition  and  Results  of  Operations,  the  Company  is  actively  seeking
additional sources of working capital in both the debt and equity markets. The
successful  completion  of additional financing may enable the Company to meet
its  obligations  including    (1)  the  repayment  of  short-term  loans  and
shareholders'  loans,  (2)  continued  expansion  of  production  facilities
necessary  to  achieve  profitable  production  levels,  and  (3)  additional
marketing of certain brands under distribution agreements with the Company, as
more  fully  described  below.    The Company believes that sources of working
capital  are  available.  There can be no assurance, however, that the Company
will  obtain  additional  sources  of  working  capital or that any additional
working  capital  secured  will  be sufficient to provide the Company with the
necessary  capital  to  continue  as  a  going  concern.


2.          Basis  of  Presentation

     The  consolidated  financial  statements  include  the accounts of AmBrew
International  and  its  majority-owned  subsidiaries.    All  significant
intercompany  accounts  and  transactions  have  been  eliminated.


3.          Sale  of  South  China  and  SCBC

     On  December 22, 1997, the Company sold all of the issued and outstanding
shares  of  capital  stock  of the South China Brewing Company Limited ("South
China")  and  SCBC  Distribution  Company  Limited  ("SCBC")  to  Gold  Crown
Management  Limited  ("Gold  Crown"),  an  unrelated  party.  The Company also
assigned  to  Gold  Crown  loans  from  the  Company  to  South China and SCBC
collectively  in  the  amount of $1,719,844  (the "Sale and Assignment").  The
net consideration that will be paid to the Company in connection with the Sale
and  Assignment will be approximately $700,000, which includes $200,000 placed
in  escrow  to  be released upon the completion of certain equipment shipments
and  other  events.   The Company recognized a loss of $74,369 associated with
equipment  purchases and freight charges required under the terms of the sales
contract.    Currently, $100,000 remains in escrow.   In addition, the Company
issued  two  options  to  Gold  Crown,  as  more  fully  described  below.

     In  connection  with  the Sale and Assignment, the Company and Gold Crown
entered  into  two  option agreements.  The first option allows Gold Crown, at
its  election, to exchange 30% of the issued and outstanding shares of capital
stock of South China and SCBC for an aggregate of 125,000 shares of the common
stock  of  the
Company.  The option is exercisable by Gold Crown during the period commencing
May  31,  1998 through November 30, 2002 or such later date as the Company, in
its  sole  discretion,  shall determine.  The Company's obligations to deliver
the  shares  upon  Gold  Crown's  exercise  of  the first option is subject to
certain  conditions specified in the option agreement including, among others,
minimum  net  assets  at  South  China  of  $700,000.

<PAGE>
         AMERICAN CRAFT BREWING INTERNATIONAL LIMITED AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 (AMOUNTS EXPRESSED IN UNITED STATES DOLLARS)

The  value  assigned  for  this  option was approximately $50,000.  The second
option allows Gold Crown to exchange 100% of the issued and outstanding shares
of  capital  stock  of  South China and SCBC for a certain number of shares as
calculated  based on the terms of the second option agreement.  Gold Crown may
exercise  the  second  option  only  if  the  government of Hong Kong fails to
unconditionally  renew  South  China's  license  to  operate a brewery and the
Company  has  not  cured  such non-renewal within 45 days of the date on which
Gold  Crown  notifies  the  Company  of  such  non-renewal.  Management of the
Company  estimates  that  the likelihood of such non-renewal is remote and has
assigned  no  value  to  the  second  option.

     In  connection  with the sale of South China and SCBC, the Company signed
cross  distribution  agreements,  which  granted  AmBrew  USA  the  right  to
distribute  certain  South  China  Brewery  products  in the United States and
certain  territories.    Additionally, the Company granted South China Brewery
distribution  rights  to certain of the Company's brands for Hong Kong and the
People's  Republic of China.    The distribution agreements expire in December
2001.


4.          Net  Loss  per  Common  Share

     Net  loss  per  common  share  is  computed  by  dividing net loss by the
weighted  average  common  shares outstanding during the periods, on the basis
that  the  Share  Exchange,  the Share Split and the Merger (as defined in the
Form  10-K)  had  been  consummated  prior  to  the  periods  presented.

Net  income  (loss)                                           ($  745,703)
                                                              ------------
Weighted  average  shares  outstanding                          3,803,213
                                                              ------------
Primary  earnings  (loss)  per  share                              ($0.20)
                                                              ------------
Fully  diluted  weighted  average  shares  outstanding          6,396,339
                                                              ------------
Diluted  earnings  per  share                                      ($0.12)
                                                              ------------


5.          Inventories

     Inventories  are  composed  of  the  following:
                                                  April 30,         October 31,
                                                     1998              1997
                                                   -------           ----------
                                Raw materials     $ 163,918          $  255,281
            Work-in-process and finished goods      231,562             140,199
                                                  ---------          ----------
                                                  $ 395,400          $  395,480


6.          Subsequent  Events

Subsequent  to  April  30,  1998,  the  following  events  took  place:

a.     The Company reported on Form 8-K dated June 12, 1998 that the assets of
Cerveceria  Rio Bravo had been put into some question and that the company was
seeking  legal  remedies in Mexico and the United States.  It also stated that
Anheuser-Busch  had  terminated  its Supply and Contract Production Agreement.

<PAGE>
------
ITEM  2.    MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF FINANCIAL CONDITION AND
------------------------------------------------------------------------------
RESULTS  OF  OPERATIONS
-----------------------

GENERAL

     The  following  discussion addresses the Company's consolidated financial
condition  and  results  of  operations  as  of and for the three months ended
January  31,  1998,  which  includes  the  operations of AmBrew International,
AmBrew  USA,  Cerveceria Rio Bravo, S.A. de C.V. ("Cerveceria Rio Bravo"), and
Celtic  Brew, LLC ("Celtic Brew").  The consolidated information as of and for
the  three  month  period ended January 31, 1997 also includes South China and
SCBC.  In addition, the period-to-period presentation set forth under "Results
of  Operations" will not necessarily be indicative of future results.   Future
net  losses  can  be  expected  as  increased  expenses are incurred and sales
decrease  due  to  the lack of working capital at some or all of the breweries
that  the  Company  has  established  and  operates.

     With  the  exception  of  historical  information,  the matters discussed
herein  are  "forward  looking  statements"  within the meaning of the Private
Litigation Reform Act of 1995.  Such forward looking statements are subject to
risks,  uncertainties  and  other  factors  which could differ materially from
future  results  implied  by such forward looking statements.  Potential risks
and  uncertainties  include,  but are not limited to, the Company's ability to
operate  the existing breweries on a profitable basis, increased acceptance by
consumers of the Company's brands and development by the Company of new brands
of  beer,  the  addition of new products to its distribution portfolio and the
Company's  ability  to  obtain  additional  financing  for  its operations and
working  capital  requirements.


RESULTS  OF  OPERATIONS

      Sales.    For the three months ended April 30, 1998 and 1997 the Company
had  net  sales  of  $723,363and  $158,837,  respectively. which represents an
increase  in  sales  of $564,526.  For the six months ended April 30, 1998 and
1997  the  Company  had  net  sales of $ 1,238,160 and $333,401, respectively.
The increase in net sales for the three month period ended April 30, 1998 of $
208,566  as  compared  to  the  three  month  period ended January 31, 1998 is
primarily  attributed  to  AmBrew  USA  and its recently acquired distribution
rights  to  KALIK  beer,  produced by Commonwealth Brewery Ltd in the Bahamas.
The  increase  in sales for the six months ended April 30, 1998 as compared to
the  same  period in 1997 is due in part to the increased production and sales
at  the Company's Irish brewery, Celtic Brew, and partly attributed to certain
distribution  rights  acquired  by  AmBrew  USA

For  the  six-month  period  ended  April  30,  1998  AmBrew  USA has sales of
$1,015,105  or 82% of net sales.  The sales of Dixie Brewing Company ("Dixie")
products  accounted  for  $692,011,  or  56% of net sales.   Additionally, the
recently  acquired  distribution  rights  for  KALIK  Beer by AmBrew USA had a
positive  impact  on net sales.  For the six month period ended April 30, 1998
the  sale  of  KALIK  beer  accounted for $244,920 or approximately 20% of net
sales.    For  the  period  ended April 30, 1998 AmBrew USA had an increase in
sales  of  approximately 1201% or $937,083, compared to the same period during
1997.

     During  the  quarter  ended  April 30, 1998 the aggregate sales of Celtic
Brew  were $23,905.  The sales of Celtic Brew accounted for approximately 3.3%
of  the Company's net sales for the quarter.    For the six month period ended
April  30, 1998 Celtic Brew accounted for approximately 2.6% or $32,297 of the
Company's  net sales.  Celtic Brew was not fully operationally during the same
period  in  1997.    Celtic  Brew continued to complete deliveries of both its
proprietary  brand-  Finian's  Irish  Red  Ale  and  its  custom brew product-
Independence  Lager  to  European, Irish, and British customers.  While it was
anticipated  that AmBrew USA would have begun to import into the United States
products  from  Celtic Brew during the first half of calendar 1998, due to the
lack  of working capital those plans have been delayed.   Provided that AmBrew
USA is able to obtain additional working capital, it is still anticipated that
AmBrew  USA  will  import  the  products of Celtic Brew into the United States
sometime  during  fiscal  1998.

Cerveceria Rio Bravo, which began operations late in fiscal 1997, has sales of
$24,769  or  3.4%  of  net sales for the period ended April 30, 1998.  For the
six-month  period  ended  April  30,  1998  Cerveceria  Rio Bravo had sales of
$124,330  or  10%  of  the Company's net sales.  Sales at Cerveceria Rio Bravo
were much lower than expected due to its need for working capital.  Cerveceria
Rio  Bravo  will  require  an  infusion  of working capital in order to resume
normal  production  levels.   During the month of June 1998, the facilities of
Cerveceria  Rio Bravo were seized by the Company's largest shareholder and his
associates.    The major shareholder is a former Director of the Company.  The
facilities  at  Cerveceria  Rio  Bravo  were  pledged  as  collateral  for the
previously  reported loan from Entrepreneurial Investors Limited ("EIL").  The
Company is not certain what will develop from the seizure of the facilities of
Cerveceria  Rio  Bravo.

Cost of Sales.   Cost of sales increased as a percentage of sales to 96.7% for
the  three months ended April 30, 1998 from 67% in the corresponding period in
1997.  The increase is primarily the result of the low levels of production at
the brewing facilities and the operations of AmBrew USA.  AmBrew USA's cost of
sales  is  higher  than  that  of  the  breweries, as it functions solely as a
distributor.   AmBrew USA's cost of sales for the three months ended April 30,
1998  was  $538,173  or  84%  of its sales compared to $72,427 or 93% of sales
experienced in the same period of 1997.   For the six-month period ended April
30, 1998 AmBrew USA's cost of sales was $853,956 or 73% of the Company's total
cost of sales compared to $162,052 or 87% of its sales experienced in the same
six-month  period  of  1997.

The  Cerveceria Rio Bravo's cost of sales for the three months ended April 30,
1998  was  494% of its sales or $122,236.  The high cost of sales three months
ended  April  30, 1998 is a direct result of its underutilized capacity.   The
underutilized  capacity  was a primarily attributed to the shortage of working
capital.    Cerveceria Rio Bravo was not operational during the same period in
1997.

Cost of sales for Celtic Brew was 60% of sales or $14,321 for the three months
ended  April 30, 1998.  Celtic Brew also functioned at a low level of capacity
not  only  because  of  its  need for working capital, but also due to certain
start  up  issues.

Selling,  General  and  Administrative  Expenses.      Selling,  general  and
administrative  expenses  for  the  three months ended April 30, 1998 and 1997
were  $705,558  and $764,161, respectively.   For the three months ended April
30,  1998  AmBrew International, had expenses of $317,188 or a decrease of 36%
compared  to  the  same  period  in  1997.    These expenses include legal and
professional  fees  of  $97,698  or  31%  of  total  selling,  general  and
administrative  expense  for  the  period.  Additionally, the Company incurred
loan  origination  fees  of  $57,360 reported as a non-operating expense.  The
Company  also  experienced recurring non-cash Directors and Officers insurance
expense  relating  to  its  prospectus  of  approximately $10,980. The Company
continued  to  experience  the  high  general  and  administrative  expenses
associated  with  being a publicly traded company.  Such expenses include, but
are  not  limited to salaries, director's fees, legal fees, audit fees and the
preparation  of  required  quarterly  and  annual  reports.

For  the  three  month  period  ended  April  30, 1998 and 1997 AmBrew USA had
expenses  of  $186,480 and $106,632, respectively.  For the period ended April
30,  1998  AmBrew  USA  experienced  an  increase  in  selling  general  and
administrative expenses of 75% or $79,848 compared to the same period in 1997.
AmBrew  USA's  selling, general and administrative expense includes a material
reserve  for  certain assets.    The addition of field salespersons also added
to the increase in the expense for the period ended April 30, 1998 compared to
the same period in 1997.  For the six-month period ended April 30, 1998 AmBrew
USA  has  selling,  general and administrative expenses of  $365,774 or 24% of
the  Company's  total  expense  as  compared  to  $127,899 or 11% of the total
expense  incurred  in  the  comparable  period  of  1997.

Cerveceria  Rio  Bravo  had  selling,  general  and administrative expenses of
$155,858,  for  the  three month period ended April 30, 1998 and $ 335,119 for
the  six-month period then ended.   For the three-month period ended April 30,
1997  Cerveceria  Rio  Bravo  incurred  $29,408  in  selling,  general  and
administrative  expenses  and  $67,293  for  the  six-month period then ended.

Celtic  Brew  had  selling, general and administrative expenses of $46,031 for
the  period  ended  April  30,  1998 and $97,486 for the six-month period then
ended.  For the six-month period ended April 30, 1997 Celtic Brew had selling,
general  and  administrative expenses of $18,604.  The increase in the expense
for  the  six-month  periods  ended  in 1998 and 1997 can be attributed to its
increased  operational  level.

     Non-operating  expenses. During the six-month period ended April 30, 1998
the  Company  recognized  a  number  of  expenses  that  are  not  related  to
operations.  These  expenses  include,  but  are  not  limited  to:  1)  loan
origination  fees  for  the  EIL  debt $120,000; 2) legal fees associated with
loans $95,071; 3) commission fees associated with the EIL loan $18,000; and 4)
legal  fees  associated  with the Regulation D issue $98,000. The total amount
reported  as  non-operating  expenses  totaled   $331,071 for the period ended
April  30,  1998.

     Loss  on  sale of subsidiary.  The Company experienced a book loss on the
sale  of  South  China totaling $63,919, which is presented as a separate line
item.    The  sale  of South China and SCBC is more fully described in Note 3.

     With the exclusion of the above non-operating expenses the results of the
ongoing  operations are enhanced and expected to improve once higher levels of
utilization  and  production  are  achieved.

     Net  Interest  (Income)  Expense.   Net interest (income) expense for the
three  months  ended  April  30,  1998  and  1997  was  $26,607 and ($20,163),
respectively.  For the six-month periods ended April 30, 1998 and 1997 the net
interest  expense  (income)  was  $51,852  and  ($32,092),  respectively.  The
expense  for  the periods ended April 30, 1998 relates to interest incurred on
short term financing, while the interest income from the corresponding periods
in  1997  relates  the  investment  of  idle  proceeds  from the initial stock
offering.

LIQUIDITY  AND  CAPITAL  RESOURCES

     As of January 31, 1998, the Company had a working capital deficit of $2.3
million,  which  includes  $1.025  million  in short term loans and $50,000 in
shareholders'  loans  and  $141,245  in  long  term  loans.  Additionally, the
Company  has  incurred  losses in each year since inception and anticipates it
will  continue  to  do  so  in  fiscal  1998  as  capacity is increased at its
production  facilities and production has not yet reached levels sufficient to
achieve  profitability.

     On  November  14,  1997  the  Company  signed  a  loan  agreement  with
Entrepreneurial Investors, Ltd. ("Entrepreneurial Investors").  The short-term
loan  is  evidenced  by  a senior note in the amount of $900,000 that bears an
interest  rate  of 10% per annum and is payable on March 31, 1998.  The senior
note  to  Entrepreneurial  Investors  is  collateralized  by  a  pledge of the
Company's  interest  in  its subsidiaries.  A portion of the proceeds from the
Entrepreneurial  Investors loan was used to pay the October 27, 1997 loan from
Equity  Services.  Additionally, the Company used a portion of the proceeds to
pay  the outstanding promissory notes.  The remaining funds from the loan were
used to fund the Company's working capital needs. During the second quarter of
fiscal  1998  the  Company signed an additional note in the amount of $100,000
that  bears the interest rate of 10% per annum and is payable on May 30, 1998.
The  due  date  of  the $900,000 note was also extended to May 30, 1998 at the
signing  of  the  second  note.

     On  December  22,  1997, the Company sold its interest in South China and
SCBC  for $650,000, of which $200,000 was placed in escrow pending the outcome
of  certain  events,  as more fully described in Note 3.   $100,000 remains in
escrow.  The proceeds received at that date were used for additional equipment
and  working  capital  needs.

     The Company's projections indicate that it needs approximately $3 million
to fund operations through the end of calendar 1998, at which time the Company
projects  it  will  achieve  positive  cash flow.  In order for the Company to
continue  its operations and to address the current cash position and the need
for  working  capital,  the  Company  is pursuing both immediate and long-term
financial  assistance  in both the debt and equity markets.  Specifically, the
Company is 1) currently having discussions with domestic and foreign banks for
debt  financing,  2)  utilizing the resources of its individual members of its
Board  of  Directors  and  shareholders,  3) having discussions with investors
about  both debt and equity investments, 4) looking for joint venture partners
for  Cerveceria  Rio  Bravo to purchase from the Company a partial interest in
that  facility  and  5) having discussion regarding converting debt to equity.
There  can  be  no  assurance  that  such  debt  financing  or capital will be
available  or,  if  available,  under  terms  and conditions acceptable to the
Company.  The Company's inability to obtain additional capital would result in
a  material  adverse  effect  on  the  Company's ability to pay creditors on a
timely  basis  or  meet  its various commitments related to operations and its
ability  to  operate  as a going concern.  In the past six months, the Company
has  been  unable to secure additional financing.  While the Company continues
to pursue additional financing, there can be no assurance that such additional
financing  will  be  available, or sufficient for the Company to continue as a
going  concern

     In  addition  to  the  liquidity constraints noted above, the Company has
capital  requirements for its continued expansion of certain of its production
facilities  in  order  to  achieve  profitable  production  levels.  Also, the
Company  has  capital  requirements necessary to adequately market and promote
certain  products and brands under distribution agreements, including, but not
limited  to,  the  Dixie Agreement.  Under the terms of the Dixie distribution
agreement,  AmBrew  USA  has  minimum  purchase  commitments  of  $2,482,350,
$2,717,000,  and  $1,420,272  for  the years ending October 31, 1998, 1999 and
2000,  respectively.    In addition the Company expects to spend approximately
$125,000  for  the marketing materials during the year ended October 31, 1998.

The  successful  completion  of additional financing may enable the Company to
meet  its  obligations  including    (1) the repayment of short-term loans and
shareholders'  loans,  (2)  continued  expansion  of  production  facilities
necessary  to  achieve  profitable  production  levels,  and  (3)  additional
marketing of certain brands under distribution agreements with the Company, as
more  fully  described  above.    The Company believes that sources of working
capital  are  available.  There can be no assurance, however, that the Company
will  obtain  additional  sources  of  working  capital or that any additional
working  capital  secured  will  be sufficient to provide the Company with the
necessary  capital  to  continue  as  a  going  concern.

     Longer  term  liquidity  is  dependent  on  the  Company's achievement of
sufficient  production levels to sustain profitability and continued access to
capital  markets,  including  its  ability to issue additional debt and equity
securities,  which  in  certain  cases may require the consent of the existing
shareholders.

     At April 30, 1998, AmBrew International had an operating lease obligation
of  $173,104 over the period ending June 14, 2002 relating to the lease of its
corporate  office.   AmBrew International also had operating lease obligations
of  $29,150  for  the  period  ending  February  28,  2000 relating to company
vehicles.    Additionally,  the  Company  has  fixed annual salary expenses of
$292,004  related  to  various  employment  agreements  with  its  employees.

     At  April  30, 1998, Cerveceria Rio Bravo had obligations of $288,175 for
the  period  ending  September  10,  2001  in  connection with a related party
operating  lease  for  its  brewery  site.

     At April 30, 1998, Celtic Brew had obligations of  $46,421 for the period
ending  February  30,  2002 in connection with a related party operating lease
for  its  brewery  site.

     At April 30, 1998, no proceeds from the initial public offering remained.
To  date  the  Company  has  $50,000  in  outstanding  promissory  notes  to
shareholders.

PART  II  -  OTHER  INFORMATION


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

          (a)       At the third annual general meeting of the Company on June
10,  1998,  the  following resolutions were adopted by the affirmative vote of
the  shareholders  of  the  Company,  as  specified  below:


(i)      the nominees for directors be elected until the fourth annual general
meeting  of  the  Company  or until their respective successors are elected or
appointed


(ii)      that the Company's 1996 Stock Option Plan (the "Plan") be amended to
increase the number of shares of Common Stock reserved for issuance thereunder
by  an  additional 400,000 shares to a total of 1 million shares and to ensure
that  the  stock  options  granted  under  the  Plan  continue  to  qualify as
performance-based  compensation  within  the  meaning of Section 162(m) of the
Internal  Revenue  Code  of  1986,  as  amended;


(iii)       that the number of authorized shares of the Company's common stock
be  increased  to  75  million.

(iv)     that Coopers & Lybrand L.L.P. be appointed auditors of the Company to
hold  office  until  the  close  of  the  fourth  annual  general  meeting.

     At  the  time of this report, the official numbers on the vote count were
not  available.    What  was  known was that and adequate number of shares was
voted  in  the affirmative in order to pass all proposals presented before the
shareholders.


Item  6.    Exhibits  and  Reports  on  Form  8-K
-------------------------------------------------

(a)          Exhibits:

     27.0  -          Financial  Data  Schedule.*

     *filed  herewith

(b)  Reports  on  Form  8-K.




<PAGE>
     SIGNATURE

Pursuant  to  the  requirements  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  CRAFT  BREWING
                              INTERNATIONAL  LIMITED

Date:    June 15, 1998    /s/ Peter Bordeaux
                              Peter  Bordeaux
                              President,  Chief  Executive  Officer,
                              and  Chairman  of  the  Board


<PAGE>
INDEX  TO  EXHIBITS


NUMBER          EXHIBIT
------          -------


27.0          Financial  Data  Schedule


<PAGE>