UNITES 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 Quarter Ended: February 28, 1997 Commission File Number: 33-3424 NY 	 ALLURE COSMETICS, LTD.				____ (Exact name of registrant as specified in its charter) Delaware			 22-2473081	____ (State or other jurisdiction			(I.R.S. Employer of incorporation or organization)		Identification No.) 31-51 Steinway Street, L.I.C. New York	 11103	____ (Address of principal executive Offices)	 (Zip Code) Registrant's telephone number, including area code (718) 545-0507				____ None			__________	____ (Former name, former address, and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15 (d) of the Securities Exchange Act 1934 during the preceding 12 months (or for such shorter periods that the registrant was required to file such reports) and (2) has been subjected to such filing requirements for the past 90 days. Yes X	 					No Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practical date. Common Stock, $.001 Par Value 13,775,000 shares as of February 28, 1997. INDEX ALLURE COSMETICS, LTD. PART I	FINANCIAL INFORMATION Item 1.	Financial Statement (Unaudited) Balance Sheets-August 31, 1996 and February 28, 1997. Statements of Changes In Financial Position-Six months ended February 28, 1996 and 1997. Statements of Income-Three months and Six months ended February 28, 1996 and 1997. 	Notes To Financial Statements-February 28, 1997. Item 2.	Management's Discussion and Analysis of Financial Condition and Results of operations. Item 3.	Quantitative and Qualitative Disclosures About 	Market Risk. Part II 	OTHER INFORMATION Item 1. 	Legal Proceedings. Item 2. 	Changes in Securities and Use of Proceeds. Item 3.	Defaults Upon Senior Securities. Item 4.	Submission of Matters to a Vote of Security Holders. Item 5. 	Other Information Item 6. 	Exhibits and Reports on Form 8-K (? 249.308 of this chapter). PART I FINANCIAL INFORMATION Item 1. Financial Statements. ALLURE COSMETICS, LTD. COMPARATIVE BALANCE SHEETS ASSETS 				 At At 				 AUGUST 31,1996 FEBRUARY 28, 1997 		 (UNAUDITED) (UNAUDITED) CURRENT ASSETS: CASH $____0 $____0 TOTAL CURRENT ASSETS	 ____0		 _____0 PROPERTY PLANT AND EQUIPMENT: AUTOMOTIVE EQUIPTMENT		 _____0		 _____0 0 		 0 LESS ALLOWANCE FOR DEPRECIATION 	 _____0	 	 _____0 NET PROPERTY PLANT AND EQUIPTMENT		 ____0		 ____0 OTHER ASSETS: INVESTMENT-GATTINI CORP. 700		 700 TOTAL OTHER ASSETS		 700	 	 700 					 700	 700 						 ======		 ====== See notes to financial statements. The balance sheet at August 31, 1996 has been derived from the unaudited financial statements at that date. ALLURE COSMETICS, LTD. COMPARATIVE BALANCE SHEET LIABILITIES AND STOCKHOLDERS' EQUITY 					 AT		 AT 				 AUGUST 31,1996 FEBRUARY 28,1997 				 (UNAUDITED) (UNAUDITED) CURRENT LIABILITIES ACCOUNTS PAYABLE		 $ 72,565 $ 79,765 ACCRUED LIABILITIES	 18,417 18,417 TAXES OTHER THAN INCOME TAX	 21,162 21,162 	TOTAL CURRENT LIABILITIES 112,144 119,344 	TOTAL LIABILITIES		 $112,144 $119,344 STOCKHOLDERS EQUITY (DEFICIT) COMMON STOCK, $.001 PAR VALUE 20,000,000 SHARES AUTHORIZED; 13,775,000 SHARES ISSUED AND OUTSTANDING.			 13,775 13,775 ADDITIONAL PAID IN CAPITAL 1,997,704 1,997,704 ACCUMULATED DEFICIT (2,122,923) (2,130,123) TOTAL STOCKHOLDERS' EQUITY (111,444) (118,644) 						 700 700 					 =========== =========== See notes to financial statements. The balance sheet at August 31,1996 has been derived from the unaudited financial statements at that date. ALLURE COSMETICS, LTD. STATEMENT OF INCOME THREE MONTHS ENDED SIX MONTH ENDED FEBRUARY 28 FEBRUARY 28 1996 1997 1996 1997 (UNAUDITED)(UNAUDITED) (UNAUDITED)(UNAUDITED) NET SALES CUSTOMERS $ 0 $ 0 $ 0 $ 0 MAKE-UP CENTER OF 55th ST. LTD. 0 0 0 0 0 0 0 0 COST OF SALES CUSTOMERS 0 0 0 0 MAKE-UP CENTER OF 55th ST. LTD. 0 0 0 0 0 0 0 0 _____ _____ _____ _____ GROSS PROFIT 0 0 0 0 OPERATING EXPENSES SELLING 0 0 0 0 ADMINISTRATIVE 4,050 3,600 8,100 7,200 TOTAL OPERATING EXPENSES 4,050 3,600 8,100 7,200 OPERATING PROFIT (LOSS) (4,050) (3,600) (8,100) (7,200) OTHER INCOME (EXPENSE) INTEREST INCOME 0 0 0 0 INTEREST EXPENSE 0 0 0 0 TOTAL OTHER INCOME (EXPENSE) 0 0 0 0 NET INCOME (LOSS) ($4,050) ($3,600) ($8,100) ($7,200) ========== ========== ========== ========== NET INCOME (LOSS) PER SHARE ($0.0003) ($.0003) ($0.0006) ($0.0005) ========== ========== ========== ========== WEIGHED AVERAGE NUMBER OF SHARES OUTSTANDING 13,775,000 13,775,000 13,775,000 13,775,000 ========== ========== ========== ========== See notes to financial statement. ALLURE COSMETICS, LTD. STATEMENT OF CHANGES IN FINANCIAL POSITION SIX MONTHS ENDED FEBRUARY 28 1996 1997 (UNAUDITED)(UNAUDITED) WORKING CAPITAL PROVIDED FROM: NET INCOME (LOSS) ($8,100) ($7,200) ITEMS'NOT REQUIRING THE USE OF WORKING CAPITAL: DEPRECIATION AND AMORTIZATION 0_ 0_ TOTAL WORKING CAPITAL PROVIDED (8,100) (7,200) INCREASE (DECREASE) IN WORKING CAPITAL ($8,100) ($7,200) ======== ======== CHANGES IN WORKING CAPITAL ITEMS: INCREASE (DECREASE) IN CURRENT ASSETS: CASH ($0) ($0) (0) (0) (INCREASE) DECREASE IN CURRENT LIABILITIES: ACCOUNTS PAYABLE (7,050) (7,200) PAYABLE TO OFFICER P GATTINI (1,050) ____0 8,100 7,200 INCREASE (DECREASE) IN WORKING CAPITAL ($8,100) ($7,200) ======== ======== See notes to financial statement. ALLURE COSMETICS, LTD. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) FEBRUARY 28, 1997 NOTE A--BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended February 28, 1997 are not necessarily indicative of the results that may be expected for the year ended August 31, 1997. For further information, refer to the financial statements and footnotes included in the Company's annual report on Form 10-K for the year ended August 31, 1996. Item 2. Management's Discussion and Analysis of Financial Conditions and Results of Operations. Currently Allure Cosmetics, Ltd. is not doing any business and it is the intention of management to try to reorganize, while the Company has no specific plans at this time, it is the intention of management to explore the possibility of reorganization without the use of the protection afforded under bankruptcy laws, however it does not rule out the possibility should it choose to do so. The Company had zero sales in the first quarter of fiscal 1996 the same as the same quarter of fiscal 1995. The ratio of current assets to current liabilities was 0.00 at the end of the first quarter of fiscal 1996 as compared to 0.00 the same period of 1995. The Company had a working capital deficit of $119,344 at February 28, 1997 as compared to a working capital deficit of $109,535 at February 28, 1996; the working capital deficit is mainly attributed to the operating losses. Item 3.	Quantitative and Qualitative Disclosures About 	Market Risk. None. Forward-Looking Statements. The statements contained in this report on Form 10-Q that are not historical fact are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Such risks and uncertainties include, but are not limited to, continued compliance with government regulations, customer demand, management of growth, intensity of competition from other cosmetic product vendors, timing and acceptance of new product introductions, general economic conditions and regulatory changes. As well as other relevant risks detailed in the Company's filings with the Securities Exchange Commission, including its Annual Report on Form 10-K for the period ended August 31, 1996, and the information set forth herein should be read in light of such risks. PART II Item 1. Legal Proceedings None. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (? 249.308 of this 	 chapter None. SIGNATURES 	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. 		 ALLURE COSMETICS, LTD. (Registrant) Date: December 17, 2001	By: /S/ Pietro Gattini___________ Pietro Gattini, President and Chief Executive Officer