Securities and Exchange Commission
                        Washington, D.C. 2059

                               Form 10 - Q

QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
 OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended              Commission File Number
May 31, 1996                          1-9542

TECHKNITS, INC.
(Exact Name of registrant specified in its charter)

     New York                                     11-2343548
 (State or other jurisdiction of              (I.R.S. Employer
  incorporation  or organization)              Identification #)

10 Grand Avenue
Brooklyn, New York  11205
(Address of Principal Executive Office including zip code)

(718) 875-3299
(Registrant's telephone number including area code)

Indicate by check mark whether the Company (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 requirement for the past 90 days.

Yes  x.  No   .

Common Stock, Par Value $.003, outstanding at May 31, 1996

1,720,772  Shares

Preferred Stock, Par Value, $.003, outstanding at May 31, 1996

NONE




This amendment is being filed to include the revised Financial Data Schedule

                             PART II


Item 6.  Exhibits and Reports on Form 8K

         A.  Exhibits * (numbers below reference Regulation S-K)

               (3)  (a)  Certificate of Incorporation filed January 29, 1975.
                    (b)  Certificate of Amendment to Certificate of
                          Incorporation dated April 8, 1987.
                    (c)  Certificate of Amendment to Certificate of
                          Incorporation dated December 19, 1990.
                    (d)  Action by Unanimous Consent of Directors
                          and Shareholders dated March 2, 1987 fixing
                          Preferred Stock designation, preferences and
                          voting rights.
                    (e)  By-Laws.

               (4)  (a)  Specimen Common Stock Certificate.
                    (b)  Form of Underwriter Warrants to be sold to
                           L.C. Wegard & Co., Inc.

              (10)  (a)  Employment Agreement dated as of March 1, 1987
                           between Registrant and Simon Taub.
                    (b)  Financing Agreements with Chase Bank.
                    (c)  Lease Agreement between Registrant and Simon Taub.
                    (d)  Lease Agreement between Registrant and
                           10 Grand Avenue Realty Corp.
                    (f)  Agreement between Registrant and Local 17-18,
                           United Production Workers Union.
                (27)     Financial Data Schedule

         B.  No reports on Form 8-K have been filed during the last quarter
               covered by this report

         C.  Reference is made to Item 14(A)(3) above

         D.  Reference is made to Item 14(A)(2) above


______________________

*        All Exhibits are Incorporated by reference to Registrant's
           Registration Statement on Form S-1 dated May 11, 1987
           (Reg. No. 33-14156 as amended) except for Exhibits 3(c)
           and 10(d) which were filed with Form 10-K for year
           ended February 28, 1992.



                              SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.


                                   TECHKNITS, INC.
                                   10 Grand Avenue
                               Brooklyn, New York 11205
                                    (Registrant)


                                   By Simon Taub
                                   Chairman of the Board
 

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