Monroe Ltd · 10-K · For 3/31/97

Filed On 5/16/97   ·   SEC File 0-08730   ·   Accession Number 1016007-97-5

This Filing was Deleted by the SEC on 6/20/97.

Annual Report   ·   Form 10-K
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Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                         24     96K 
 2: EX-27       Financial Data Schedule                                2±     7K 

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SECURITIES AND EXCHANGE COMMISSION              
Washington, D.C. 20549              

FORM 10-K               

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

FOR THE FISCAL YEAR ENDING                   COMMISSION FILE NUMBER             

March 31, 1997                                     0-8730               

AMERICAN INDUSTRIES, LTD.               

REGISTRANT              

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

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

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

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

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

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

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

Indicate by check mark whether the Registrant (1) has filed all                 
reports required to be filed by Section 12, 13, or 15(d) of the                 
Securities Exchange Act of 1934 subsequent to the distribution of               
securities under a plan confirmed by a court.  Yes x   No                       

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

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

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2                                      Commission File No. 0-8730

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 FORM 10-K

 ANNUAL REPORT

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

 FOR THE FISCAL YEAR ENDING MARCH 31, 1997

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3                               Commission File No. 0-8730

FORM 10-K  ANNUAL REPORT              

AMERICAN INDUSTRIES, LTD.               

PART 1              

ITEM 1. DESCRIPTION OF BUSINESS                                                 

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

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

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

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

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

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

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

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

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

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

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

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

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

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

COMPETITION                                                                     

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

(e)   The Managing Director and Representatives in Luxembourg         
and Belgium of Global Technologies and Registrant maintain the                  
company's presence in Luxembourg as well as registration under its              
Articles of Incorporation in good standing through the date hereof              
in accordance with the Grand Duche of Luxembourg Laws.  In                      
accordance with the requirements Articles of Incorporation                      
registered under Federal Identification Number 1989-40-00735 and                
under Chapter 3, Article 19 appointed a Commissaire, the Certified              
Public Accountant, Fernand Kartheiser & Cie.  Said appointment of               
the accounting firm are approved and accepted by Administrative and             
Registration Bureau of Deeds and Acts of the Grand Duche of                     
Luxembourg published in the "Memorial" September 4, 1992,                       
registered with the Court's Clerk of Luxembourg under Volume 434                
File 15, Case 9.                                                                

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(1)  Global Technologies S.A. operates under the status   
of a holding company under Luxembourg Law with the use of financial             
assets with historical perpetual value operating in conformity with             
the Grand Duche of Luxembourg Decree of December 17, 1938.  Global              
Technologies S.A. registered as a professional business in the                  
financial industry, consisting of:  Investment Banking, Financial               
Investment, International Mergers, International Acquisitions,                  
International Portfolio Management, Securities Deposits, Purchasing             
Agents and Marketmakers as set forth in notes to financial                      
statements contained herein.                                                    

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

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

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

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

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

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ITEM 2.  PROPERTIES                                                             

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

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

ITEM 3.  LEGAL PROCEEDINGS                                                      

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

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

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

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

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

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

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

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

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

PART II               

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

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

(a) Price Range of Common Stock                                       

The Company's common stock is not currently being traded on           
any stock exchange.  The Registrant's common stock is sold                      
privately to its stockholders of record only.  The following table              
sets forth the high and low sales prices of the Company's Common                
Stock, as reported herein, during the periods indicated.                        
(Note:    First Quarter - April, May, June                                      
Second Quarter - July, August, September                              
Third Quarter - October, November, December                           
Fourth Quarter - January, February, March)                            

                                                                · Download Table
                         High      Low    
                                          
1994                                      
     First Quarter       $12       $12    
     Second Quarter      no sales reported
     Third Quarter       $15       $12    
1995                                      
     Fourth Quarter      no sales reported
     First Quarter       no sales reported
     Second Quarter      $20       $20    
     Third Quarter       $20       $20    

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

1997 Fourth Quarter      no sales reported

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The last reported sale price of the Common Stock privately sold on              
December 20, 1995 was $20.00 per share.  There are 963 holders of               
record of the Company's Common Stock as of March 31, 1997.                      

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

(b)  Dividend Policy                                                  

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

ITEM 6.  SELECTED FINANCIAL DATA                                                

SUMMARY OF FINANCIAL DATA FOR THE FOLLOWING:                                    

                                                                · Download Table
                                Year Ended March 31,                         
                                 1997    1996      1995                      
                                                                             
Other Income                       $                   1,609             504 
Net Income                         $   235,996    $ (100,830)    $  (684,965)
Earnings Per Common Share          $         0    $         0    $      (.03)
Total Assets                       $62,001,296    $61,930,210    $61,216,075 
Long-Term Debt                     -               -             -           
Total Stockholders' Equity         $61,489,364    $61,178,368    $61,216,075 
Cash Dividends Declared per                                                  
     Common Share                       -               -             -      

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

SUMMARY OF QUARTERLY INCOME AS FOLLOWS:                                         

                                                                · Download Table
               First          Second         Third          Fourth            
               Quarter        Quarter        Quarter        Quarter   Total   
                                                                              
period ended 3/31/96                                                          
Revenues       $  1,523      $ 18,836       $ 19,830      $ 18,750  $ 58,939  
Net Income      (38,494)      (22,053)       (26,197)      (14,086) (100,830) 
Net Income per                                                                
 Common Share  $      0       $     0       $      0       $     0   $     0  

period ended 3/31/97                                                          
Revenues       $266,750      $ 18,750       $ 18,750       $ 18,750  $323,000 
Net Income      234,789       (10,384)         2,071          9,520   235,996 
Net Income per                                                                
 Common Share  $    .01       $     0        $      0       $     0   $    .01

There were no dividends paid in 1997 or 1996.                                   

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

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

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

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

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

FOREIGN CURRENCY TRANSLATION:                                         

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

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

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ITEM 8. FINANCIAL STATEMENTS                                                    

The following items are included in this Report.                      

Financial Statements                                   Page                     

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

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

PART III              

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT                         
The Executive Officers and Directors of the Company are as            
follows:                                                                        

                                                                · Download Table
Name                     Age       Position(s) Held with Company   
                                                                   
Zack C. Monroe           74        Chairman of the Board of        
                                   Directors, President, Director  
                                   and Shareholder                 
Gordon J. Margulis       65        Vice President, Secretary,      
                                   Director and Shareholder        
William E. Powell Jr.    71        Vice President, Treasurer,      
                                   Director and Shareholder        
George Balis             54        Vice President, Assistant       
                                   Secretary Treasurer, Director   
                                   and Shareholder                 

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

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

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

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

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

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

ITEM 11. EXECUTIVE COMPENSATION                                    

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

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

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

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

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

Footnote Explanations:                                                          

(1)  Officer and Director                                                       

(2)  Zack C. Monroe, Chairman of the Board, President and Director,             
owns 1,173,255 shares in his name along with 163,285 owned            
jointly with his wife Dorothy N. Monroe.  Mr. Monroe further          
owns one (1) share of subsidiary, Global Technologies.                
Included in the amount is the shares owned as beneficial              
ownership in the following companies;                                 

                                                                · Download Table
                                                          
                                                     
Company Name                  Shares       Percentage
Mr.& Mrs. Zack Monroe         163,285      .0082     
Zack C. Monroe              1,173,255      .0586     
Monroe, Ltd.                1,058,402      .0529     
Monroe International, Ltd.  1,032,520      .0516     
Monroe Ltd. Escrow Company    950,020      .0475     
Monroe Enterprises          1,143,799      .0572     
Small Business Funds        2,294,520      .1147     

Total beneficially owned    7,815,801      .3907     
                                                                           
(3)  George Balis, Vice President, Assistant Secretary - Treasurer              
and Director, owns 1,555,000 in his own name.  Included in the        
amount is the shares owned as beneficial ownership in the             
following companies;                                                  

                                                                · Download Table
                                                               
                                                          
Company Name                     Shares         Percentage
Mr. George Balis                 1,555,000      .0777     
Western Management Associates      303,376      .0152     
Suzi Investments, Inc.           1,519,180      .0760     
James Brugman Enterprises, Inc.  1,998,044      .0999     

Total beneficially owned         5,375,600      .2688     
                                                                           
(4)  Gordon J. Margulis, Vice President, Secretary, Director owns               
100 shares in his own name.  Included in the amount is the            
shares owned as beneficial ownership in the following                 
companies;                                                            

                                                                · Download Table
                                                             
                                                        
Company Name                       Shares     Percentage
Gordon J. Margulis                    100          .0000
Magna, Ltd.                         3,990          .0002

Total beneficially owned            4,090          .0002
                                                                           
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                         

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

PART IV               

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

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

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

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SIGNATURES              

Pursuant to the requirements of Section 13 of 15(d) of the            
Securities Exchange Act of 1934, the Registrant has duly caused                 
this report to be signed on its behalf by the undersigned,                      
thereunto duly authorized.                                                      

                         AMERICAN INDUSTRIES, LTD.

                    By/S/ ZACK C. MONROE
                             Zack C. Monroe, President

DATED:   May 2, 1997                                                            

Pursuant to the requirements of the Securities Exchange Act of                  
1934, this report has been signed below by the following persons on             
behalf of the Registrant and in the capacities and on the dates                 
indicated.                                                                      

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

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

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

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

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AMERICAN INDUSTRIES, LTD.               

LIST OF FINANCIAL STATEMENTS              

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

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

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REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT               

Shareholders and Board of Directors                                             
American Industries, Ltd.                                                       

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

We conducted our audits in accordance with generally accepted         
auditing standards.  Those standards require that we plan and                   
perform the audit to obtain reasonable assurance about whether the              
financial statements are free of material misstatement.  An audit               
includes examining, on a test basis, evidence supporting the                    
amounts and disclosures in the financial statements.  An audit also             
includes assessing the accounting principles used and significant               
estimates made by management, as well as evaluating the overall                 
financial statement presentation.  We believe that our audits                   
provide a reasonable basis for our opinion.                                     

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

JEAN THIEREN P.P.E.                     

Las Vegas, Nevada                                                               
May 2, 1997                                                                     

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REPORT OF CERTIFIED PUBLIC ACCOUNTANT               

Shareholders and Board of Directors                                             
American Industries, Ltd.                                                       

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

I conducted the audits in accordance with generally accepted          
auditing standards.  Those standards require that I plan and                    
perform the audit to obtain reasonable assurance about whether the              
financial statements are free of material misstatement.  An audit               
includes examining, on a test basis, evidence supporting the                    
amounts and disclosures in the financial statements.  An audit also             
includes assessing the accounting principles used and significant               
estimates made by management, as well as evaluating the overall                 
financial statement presentation.  We believe that our audits                   
provide a reasonable basis for our opinion.                                     

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

Respectfully Submitted,                 

BARRY L. FRIEDMAN                       
Certified Public Accountant             

Las Vegas, Nevada                                                               
May 2, 1997                                                                     

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AMERICAN INDUSTRIES, LTD.               

CONSOLIDATED BALANCE SHEETS               

                   March 31,

                                                                · Download Table
                             1997               1996              
                              ASSETS                              
                                                                  
CURRENT ASSETS                                                    
Cash & cash equivalents         $    23,050         $     23,371  
Convertible notes receivable          3,827                7,420  
Contract receivable                 502,000              750,000  
Accrued interest receivable          56,250               56,250  
     TOTAL CURRENT ASSETS           585,127              837,041  

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

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

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

               LIABILITIES AND STOCKHOLDERS' EQUITY               

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

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

     Total Liabilities and Capital$62,001,296          $61,930,210

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AMERICAN INDUSTRIES, LTD.               

CONSOLIDATED STATEMENTS OF OPERATIONS               

                        Year Ended March 31,

                                                                · Download Table
                               1997       1996      1995           
                                                                   
INCOME                                                             
     Revenues                       248,000      1,609       504   
     Interest                        75,000     57,330             
                                    323,000     58,939       504   

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

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

Weighted Average Common                                            
  Shares Outstanding             20,000,445  20,000,445  20,000,000

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AMERICAN INDUSTRIES, LTD.     

CONSOLIDATED STATEMENTS OF SHAREHOLDER'S EQUITY     

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

                                                        · Enlarge/Download Table
                         Number of   Number Number                                   
                         issued      of     of             Amount Paid               
                         Registered issued  Reserved       in Excess                 
                         Common      Legend Legend   Par   of Par     Retained       
                         Shares      Shares Shares   Value Value      Earnings       

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

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AMERICAN INDUSTRIES, LTD.               

CONSOLIDATED STATEMENTS OF CASH FLOWS               

            Year Ended March 31,
           1997        1996           1995

                                                                · Download Table
                                                                 
Net Loss                    $ 235,996    $(100,830)   $ (684,965)
Adjustments to reconcile net loss to net cash used in;           

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

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

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

  Cash and Cash equivalent                                       
       at end of period     $   23,050   $ 23,371      $ 127,906 

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AMERICAN INDUSTRIES, LTD.               
NOTES TO THE CONSOLIDATED STATEMENTS              

NOTE 1.  THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES             
The Company is a Holding Company organized under the laws of Nevada             
in 1919.  The Company's subsidiary, Global Technologies S.A. was                
organized as a European Company under the laws of the Grand Duche               
of Luxembourg.  The consolidated financial statements have been                 
prepared in conformity with generally accepted accounting                       
principles applicable in the United States of America and are                   
stated in United States dollars.                                                

Principles of Consolidation                                                     
The consolidated financial statements include the accounts of         
the Company and its subsidiary.  All significant intercompany                   
accounts and transactions have been eliminated.                                 

Investments in other companies where ownership is less than           
20% are carried on the cost method of accounting.                               

Foreign Currency Translation                                                    
The Company translates foreign assets and liabilities of its          
subsidiary at the company's historical rate of exchange $33.18 per              
LUF established at the time of acquisition of Global Technologies               
S.A.                                                                            

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

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

NOTE 2.  ACQUISITIONS                                                           
Global Technologies S.A. under acquisition agreement became a                   
subsidiary of the Company.  Initially the authorized capital of the             
Luxembourg company was 500,000 shares of stock at 1000 Francs per               
share, 120,000 shares are issued and outstanding, fully paid and                
non assessable, with capital reserve in gem investments.  By                    
decision of an extraordinary general meeting of shareholders held               
December 29, 1995 the authorized capital of Global Technologies                 
S.A. has been reduced to 500,000 shares of stock at 250 LUF per                 
share.  120,000 shares are still issued and outstanding, fully paid             
and non-assessable.  The decision to reduce the authorized capital              
was made to reduce taxes and other expenses in Luxembourg.                      

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Global Technologies S.A. operates under the status of a holding                 
company under Luxembourg Law with the use of financial assets with              
historical perpetual value operating in conformity with the Grand               
Duche of Luxembourg Decree of December 17, 1938.  Global                        
Technologies S.A. registered as a professional business in the                  
financial industry, consisting of:  Investment Banking, Financial               
Investment, International Mergers, International Acquisitions,                  
International Portfolio Management, Securities Deposits, Purchasing             
Agents and Marketmakers as set forth in notes to financial                      
statements contained herein.                                                    
The assets of Global Technologies has been transferred to             
American Industries to maintain the status of a Luxembourg holding              
company.  This transfer does not affect the value of the shares of              
American Industries on a consolidated basis.                                    

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

NOTE 4.  RECEIVABLES                                                            
Contract Receivables                                                            
The company currently has six Investment Banker Agreements /          
Management Service Contracts with six Nevada corporations.  Five                
contracts are $100,000 each with payments to be made every six                  
months or annually at 12% interest per annum.  One contract is                  
$250,000 at 6% interest per annum.  Interest is being accrued and               
shown as accrued interest receivable on the company's consolidated              
financial statements.                                                           

Convertible Notes Receivables                                                   
Notes purchased by stockholders of record in denominations of         
$1,000, $5,000 and $10,000 to purchase and/or reserve legend shares             
of common stock.  Notes are due to be converted within two years at             
$20 to $25 per share.  Currently there are 5,700 shares of legend               
securities held in a reserve account by Registrant's Transfer Agent             
for the conversion of Convertible Notes.                                        

The number of stockholders will not change as a result of reserved              
shares to be converted, purchased by shareholders of record.                    

NOTE 5.  ACCOUNTS PAYABLE AND ACCRUED EXPENSES                                  

                                                                · Download Table
                                                    March 31,     
                                                1997       1996   
                                                                  
Accrued interest payable                     $ 9,890    $ 1,800   
Account payable                                   42         42   
                                             $ 9,932    $ 1,842   

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

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NOTE 7.  INVESTMENT GEMS                                          

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

Dates Referenced Herein   and   Documents Incorporated By Reference

				Referenced-On Page
This 10-K Filing		Date		First		Last			Other Filings
		7/20/92		10
		9/4/92		5
		3/31/94		4
		12/31/94		6
		2/14/95		24
		3/31/95		11		22
		9/20/95		7
		12/20/95		9
		12/29/95		22
		1/1/96		12
		1/2/96		12
		1/8/96		6
		3/31/96		11		22			10-K/A
		6/30/96		23
For The Period Ended		3/31/97		1		22
		5/2/97		14		17
Filed On / Filed As Of		5/16/97
Deleted On		6/20/97
		9/9/97		7
		9/20/97		7
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