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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

                 Quarterly Report Under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

For the Quarter Ended                                 Commission File Number
   March 31, 1997                                            33-26109


                         AMAZON NATURAL TREASURES, INC.
             (Exact name of registrant as specified in its charter)

                                      UTAH
                                      ----
         (State or other jurisdiction of incorporation or organization

                                  87-0460880
                                  ----------
                     (I.R.S. Employer Identification No.)


                         4011 W. OQUENDO AVENUE, SUITE C
                         -------------------------------
                             LAS VEGAS, NEVADA 89118
                             -----------------------
                    (Address of principal executive offices)

                            4386 SOUTH EASTERN AVENUE
                            -------------------------
                             LAS VEGAS, NEVADA 89119
                             -----------------------
                 (Former Address of principal executive office)

                                (702) 795-4333
                                --------------
             (Registrant's telephone number, including area code)

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

                                      None
                                      ----

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 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.

                   X   Yes                  No
                 -----                -----

State the number of shares outstanding of each of the registrants classes of
common stock, as of the latest practicable date.


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                                 March 31, 1997

                         Common Voting Stock 25,394,300


                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

The unaudited financial statements of the Registrant required to be filed with
this 10-QSB Quarterly Report were prepared by management, and commence of the
following page, together with Related Notes. In the opinion on management, the
Financial Statements fairly present the financial condition of the Registrant.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL STATEMENTS

LIQUIDITY AND CAPITAL RESOURCES

Since the reverse acquisition of Amazon Natural Treasures, Inc., (NV) the
Company has had limited operations and has made preparation to launch more
extensive operations in the near future. Currently, the Company's capital
resources are inadequate for this purpose. To finance these activities the
Company seeks to do a private placement memorandum offering.

RESULTS OF OPERATIONS

The Company does have limited operations and costs attributed to development of
future operations. In the quarter ended March 31, 1997, the Company lost
$58,665. In the quarter ended March 31, 1997, the Company lost $59,488.

PLAN OF OPERATION

In March 1997, the Board of Directors approved an exchange of common shares with
Amazon Natural Treasures, Inc., a privately held Nevada Company. Amazon Natural
Treasures, Inc., is a PhytoTherapy Health Maintenance Company. They produce and
distribute health supplements derived from plants and related species for the
cure and treatment of human illnesses and diseases. The Board of Directors felt
this would offer shareholders a viable business opportunity for the future.


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                         Amazon Natural Treasures, Inc.

                                 Balance Sheets
                March 31, 1997 (Unaudited) and December 31, 1996




                                         Unaudited
                                           1997           1996
                                         ---------      ---------
                                                  
                            ASSETS
Current Assets

   Cash                                  $   6,602      $   1,390
   Stock Subscription Receivable               -0-          2,000
   Inventory                                33,649         38,149

         Total Current Assets               40,251         41,539

Property & Equipment

   Furniture, Fixtures and Equipment        96,523         69,435
   Less Accumulated Depreciation           (27,386)       (22,475)
                                         ---------      ---------

         Total Property & Equipment         69,137         46,960

Other Assets

   Deposits                                  5,670          5,670
   Organization Costs - Net                  6,581          7,024
   License & Trademarks                      5,000          5,000

         Total Other Assets                 17,251         17,694
                                         ---------      ---------

         TOTAL ASSETS                    $ 126,639      $ 106,193
                                         =========      =========








                         Amazon Natural Treasures, Inc.




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                           Balance Sheets -Continued-
                March 31, 1997 (Unaudited) and December 31, 1996




                                                Unaudited
                                                  1997           1996
                                                ---------      ---------
                                                         
                  LIABILITIES & STOCKHOLDERS' EQUITY

Current Liabilities

   Accounts Payable                             $  55,770      $  59,549
   Accrued Expenses                                 2,259          1,475
   Payroll Taxes                                    2,815          1,161
   Customer Deposits                                5,000          5,000
   Short Term Notes Payable                           -0-          1,943
                                                ---------      ---------

         Total Current Liabilities                 65,844         69,128

Long Term Liabilities                              55,342         40,000
                                                ---------      ---------

         Total Liabilities                        121,186        109,128

Stockholders' Equity

   500,000,000 Common Shares Authorized
     At $0.001 Par Value; 25,394,300 Shares
      and 24,664,300 Shares Issued
      and Outstanding  Respectively                25,394         24,664
   Paid In Capital                                278,232        211,088
   Accumulated Deficits                          (298,173)      (238,687)
                                                ---------      ---------

   Total Stockholders' Equity                       5,453         (2,935)
                                                ---------      ---------

         TOTAL LIABILITIES &
         STOCKHOLDERS' EQUITY                   $ 126,639      $ 106,193
                                                =========      =========







   The accompanying notes are an integral part of these financial statements


                         Amazon Natural Treasures, Inc.
                      Statements of Operations -Unaudited-


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                For the Period January 1, 1997 to March 31, 1997
                      and January 1, 1996 to March 31, 1996




                                                   (Unaudited)
                                                      1997             1996
                                                   ----------        ---------
                                                               
Revenues                                           $   16,553        $  16,325

Costs of Sales                                          6,042           24,950
                                                   ----------        ---------

         Gross Margin                                  10,511           (8,625)

Expenses

   Taxes                                                1,419              -0-
   Depreciation                                         4,911            3,149
   Rent                                                16,536            3,413
   Telephone                                              603           16,099
   Maintenance                                            121            3,800
   General & Administrative                            46,409           25,569
                                                   ----------        ---------

         Total Expenses                                69,999           50,030
                                                   ----------        ---------

         Net Loss                                  $  (59,488)       $ (58,655)
                                                   ==========        =========

         Loss Per Share                                  (.00)            (.01)

         Shares Outstanding at End of Period       24,664,300        6,400,000







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                         Amazon Natural Treasures, Inc.
              Statements of Cash Flows - Unaudited- For the Period
                        January 1, 1997 to March 31, 1997
                      and January 1, 1996 to March 31, 1996




                                                   1997          1996
                                                 --------      --------
                                                         
Cash Flows from Operating Activities

   Net Loss                                      $(59,488)     $(58,655)
   Adjustments to Reconcile Net Loss
     to Net Cash
      Depreciation                                  4,911         3,149
      Amortization                                    433           393
      Rounding                                          1           -0-
   Changes in Operating Assets & Liabilities
     Decrease (Increase) in Inventory               4,500        (5,950)
     Decrease in Accounts Payable                  (1,341)          -0-
                                                 --------      --------

         Net Cash Used by Operating
         Activities                               (50,974)      (61,063)

Cash Flows from Investing Activities

   Equipment Purchase                             (27,088)          -0-

Cash Flows from Financing Activities

   Sale of Common Shares                           69,875           -0-
   Contributed Cash                                   -0-           843
   Increase in Notes Payable                       13,399        59,500
                                                 --------      --------
         Net Cash Provided by Financing
         Activities                                83,274        60,343
                                                 --------      --------

         Increase (Decrease) in Cash                5,212          (720)

         Cash at Beginning of Period                1,390         3,640
                                                 --------      --------
         Cash at End of Period                   $  6,602      $  2,920
                                                 ========      ========

Disclosures from Operating Activities

   Interest                                      $    784      $    -0-
   Taxes                                              -0-           -0-



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                         Amazon Natural Treasures, Inc.
                          Note to Financial Statements

NOTE #1 - Statement Preparation

      The Company has prepared the accompanying financial statements with
interim financial reporting requirements promulgated by the Securities &
Exchange Commission. The information furnished reflects all adjustments which
are, in the opinion of management necessary for a fair presentation of financial
position and results of operations.

      The financial statements should be read in conjunction with the financial
statements and notes thereto included in the Company's 1996 10-K report and
subsequent reports on Form 8-K.


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PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

         None; not applicable.


ITEM 2.  CHANGES IN SECURITIES

         None; not applicable.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None; not applicable.


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

         None; not applicable.


ITEM 5.  OTHER INFORMATION

         None; not applicable.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (A)  Exhibits

              None.



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                                   SIGNATURES


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


                         AMAZON NATURAL TREASURES, INC.




Date: __________________________       By: ___________________________________
      Michael Sylver                       President & Chief Financial Officer

Date: __________________________       By: ___________________________________