1
                                 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, 1998                             33-26109

                         AMAZON NATURAL TREASURES, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                                     NEVADA

          (STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION

                      (I.R.S. EMPLOYER IDENTIFICATION NO.)
                                   88-0460880

                          4011 W. OQUENDO ROAD, SUITE C

                             LAS VEGAS, NEVADA 89118

                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                          4011 W. OQUENDO ROAD, SUITE C
                             LAS VEGAS, NEVADA 89118

                 (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, 1998

                         Common Voting Stock 48,009,589

                         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 adequate for this purpose. To finance these activities the Company
is engaged in the private placement of securities. The company has sufficient
capitol for the start of their Direct Marketing Program, which will begin in the
third quarter of 1998.

RESULTS OF OPERATIONS

The Company does have limited operations and costs attributed to development of
future operations. In the year-to-date ended September 30, 1997, the Company
lost $906,042.00. In the year-to-date March 31, 1998, the Company lost
$142,769.44, which is offset by assets in the amount of $1,271,819.46.

PLAN OF OPERATION

Amazon Natural Treasures, Inc., a privately held Nevada Company. Amazon Natural
Treasures, Inc., is a multi-faceted company which is a Phytogenics(R) Health
Maintenance Company along with bringing the treasures of the Brazilian Amazon
Rain Forest to the rest of the world. They produce and distribute health
supplements derived from plants and related species for the cure and treatment
of human illnesses and disease. The Board of Directors feel this will offer
shareholders a viable business opportunity now and for the future.

Amazon Natural Treasures, Inc. or A.N.T., as it is also known, was incorporated
in Nevada, during 1995. It is a company with a unique mission. To bring the
Amazon's naturally produced treasures, in their purest form, to the people of
the world. To this end, A.N.T. has obtained the rights to export products from
the Amazon area to the United States, Canada and the rest of the world. These
products include: herbs, roots, plants and teas. Along with these products come
their associated benefits. A.N.T. also produces and exports a bevy of additional
product lines.

For many years people have looked for alternative treatments for their diseases
and maladies. People all over the world have had unpleasant experiences with
modern (allopathic) medical treatments, that in many cases are made up of
man-made chemicals that produce unwanted, if not dangerous side effects. Health
food stores have made billions of dollars catering to this ever-increasing
segment of the population. Many of their products are beneficial, but far too
many of them contain a small percentage (usually under 10%) of there advertised
ingredient(s). Ninety percent is filler. All of Amazon Natural Treasures, Inc.
Phytogenics(R) products are 100% pure and natural without any fillers. Our
customers get the full potency of the product they purchase and at competitive
prices. Key personnel have been actively working in the research and development
phase of our Phytogenics(R) products since 1972. In 1995 a decision was made to
enter A.N.T. products into the world market.


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Amazon Natural Treasures' business plan for the next twelve-(12) months
contemplates the utilization of an aggressive multi-dimensional marketing
campaign. The company will use direct mail to qualified leads. Also planned is
the placement of advertising in established and widely circulated
health-related, as well as general interest publications. An "infomercial" is
planned to further disseminate information into the marketplace. It is
anticipated this will result in strong revenue in the first quarter of 1998 and
increasing sales thereafter. This assertive plan will be implemented at the
conclusion of the private placement offering.

The company contemplates entering into advertising contracts with magazines,
including but not limited to the following:



                      MAGAZINE                     CIRCULATION
                      --------                     -----------
                                                      
                      PREVENTION                   3,000,000
                      Rx REMEDY                    1,500,000
                      VITALITY                     1,250,000
                      HEALTH JOURNAL               1,200,000
                      AMERICAN HEALTH              1,000,689


The plan is to place full-page ads, in those magazines eventually selected, at a
monthly cost of approximately Fifteen Thousand ($15,000.00) Dollars each. We
expect each magazine will run an article detailing the company and its unique
products. Most important, we expect the publications will provide a list of
their subscribers for follow-up direct mailing.

The acquisition of a total lead base of approximately seven million (7,000,000)
leads is envisioned through marketing with publications. An additional one
million (1,000,000) leads will be purchased from lead based companies.

Amazon Natural Treasures, Inc. will purchase leads of individuals who have
regularly purchased, at a minimum, two hundred fifty ($250) dollars worth of
health supplements per month for the last twelve (12) months. Amazon Natural
Treasures, Inc. has been informed that there are five million (5,000,000) leads
available. Utilizing magazines, "infomercials," direct mail, and lead based
companies, Amazon Natural Treasures, Inc. will continue to build their lead base
so that potential customers will number in the millions.

The company eventually plans to publish its own catalog/magazine. The cover will
feature a full color photograph of the Amazon Rain Forest with the company's
logo prominently displayed. Inside, there will be messages from the principals
of the company, a history of the rain forest, and a history of the company. An
explanation of the company's purpose and adoption of "phytogenics(R)" or the
treatment of ailments through plants and other naturally occurring products,
will also be included.

The magazine will contain a chart consisting of possible symptoms/ailments
people may be suffering from and corresponding product(s) customers can purchase
for their treatment. Each product will be individually presented and explained
on its own page. The benefits of each product, how it works, and how it should
be used will be illustrated.

It is anticipated articles by respected researchers and medical professionals
will be included. These articles will correspond to the natural theme of the
company. There will be other attractions in the magazine for the consumer, such
as monthly pullout calendars and full-color pictures of the rain forest will be
featured. These photographs will be unique and collectable. To this end all the
photographs will be numbered and in a limited quantity.

Customer testimonials, with photographs, will be included each month. There will
be a "Letter to the Editor" selection each month with answers to customer's
questions. Amazon Natural Treasures, Inc. is pleased to announce that the
construction of the "WEBSITE OF THE FUTURE" is now well underway. This "WEBSITE
OF THE FUTURE" will be a fully interactive internet website.

It has been said that Amazon Natural Treasures, Inc.'s "WEBSITE OF THE FUTURE",
once fully implemented, will be a major contender for a variety of awards
dealing with internet site and graphic designs. Not only will the "WEBSITE OF
THE FUTURE" be an immense educational source, but will also be a major selling
tool for all of Amazon Natural Treasures, Inc.'s unique PhytogenicTM products.
There are now over 127 spectacular PhytogenicTM nutritional supplements
available from the Brazilian Amazon Rain Forest. Amazon Natural Treasures, Inc.
will continuously add new supplements to their product line. Precious stoned
carved birds, figurines and top quality gemstones such as rubies, emeralds,
aquamarines, etc. will also be available for sale on the "WEBSITE OF THE
FUTURE".

We invite you to view our Website now as it is under construction at
www.amazon-treasures.com.


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The site can be expanded upon at any time, but initial development will include
the following attributes:

ON LINE CUSTOMER SERVICE: Customers will be able to ask for help on product
information, etc. They will also be able to access this information either via
keyboard, voice or video conferencing depending on their computer capabilities.

ON LINE SECURE ORDERING: Customers can order products with "peace of mind" that
their credit cards will be safe using AT&T Buy/Safe secured ordering. All orders
will be processed for immediate shipment.

ORDER PHYTOGENICTM PRODUCTS ON LINE: Customers can access Amazon Natural
Treasures PhytogenicTM products and ordering information in a variety of
manners.

ASK THE INDIAN: Customers will be able to ask the Indian a specific question in
regards to their health or one of Amazon Natural Treasures 100% pure natural
PhytogenicTM products either through use of their voice control or their
keyboard. The Indian will answer them in his own voice while the text of his
speech is being printed on the screen for easy downloading.

PRODUCT BY NAME: When the customer is looking for a specific 100% pure and
natural Amazon Natural Treasures PhytogenicTM product, they can easily access
all the information on the product by double clicking on the name or by speaking
the name into their microphone.

PRODUCT BY PRODUCT NUMBER: Many of our customers prefer to order or access
information on Amazon Natural Treasures 100% pure and natural PhytogenicTM
products by product number. This is easily done by double clicking on the
product or by speaking the product number into their microphone.

AILMENTS AND RECOMMENDED PRODUCTS: For the customer who does not have a lot of
time, they can easily access the products and ordering information on Amazon
Natural Treasures 100% pure and natural PhytogenicTM products by double clicking
on their ailment or by speaking their ailment into their microphone. The
recommended 100% pure and natural PhytogenicTM product will then immediately
pop-up onto the screen.

SPECIALTY LISTING: This list of Amazon Natural Treasures 100% pure and natural
PhytogenicTM products is for customer's specialized needs. Here, they will find
products for specialized needs such as aphrodisiacs, antacids, antidepressants,
anti-inflammatories, antioxidants, antiseptics, estrogens, finger nail hardener,
hair and skin formulas, premature aging, skin wrinkles, tranquilizers and many
more. When the customer has located their specific specialized need, they can
easily access the information by double clicking on the specialized need or by
speaking the name of the specialized need into the microphone. The complete
listing of all the products for that particular specialized need will pop-up
onto the screen. By the saying the name of a particular product, the customer
can either access the information via voice or via text.

SEE YOUR ORDER ON LINE: Through video conferencing, the customer will be able to
actually see all the products, the precious and semi-precious stone birds, and
stone figurines. The customer will be able to pick and choose the color, size,
shape, type, etc. while talking on line with one of our certified gemologists
before their purchase.

ORDERING THROUGH VIDEO CONFERENCING: Through video conferencing, the customer
will be able to pick and choose the actual gem stone by color, size, weight and
quality.

DISCUSSION FORUMS: Customers will be able to check on line for times and dates
when noted doctors from Amazon Natural Treasures medical advisory board will be
on line ready to answer their questions about their medical queries or our
PhytogenicTM products. The noted professionals will be viewed by the customer
via video conferencing.

CUSTOMER INTERACTING: 24 hours a day, customers will be able to log onto the
interactive discussion group. Here, customers will be able to compare notes,
discuss the merits of Amazon Natural Treasures' products either through the
keyboard or their voice pad. This will all be integrated through Amazon Natural
Treasures' own in-house server.

REAL TIME AUDIO AND VIDEO: Amazon Natural Treasures "state of the art" website
will feature the latest technology available on the Internet utilizing "Real
Player Plus" and "MegaPeg" for the ultimate in on line communication.

ON LINE MULTI-MEDIA: The website will feature a vast array of "one of a kind"
photographs of the Brazilian Amazon Rain Forest. Our photographs will be
accompanied by a cover story and can easily be down loaded.


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The art gallery will also include spectacular photographs of thousands of "one
of a kind" Indian artifacts. The sub text will explain their origins, uses, and
tribes in which they originated from. These artifacts may personally be viewed
at Amazon Natural Treasures retail store showroom and museum located in Las
Vegas, Nevada.

You will also be able to listen to the sounds of the jungle in beautiful hi-fi
stereo via real audio that is available for free downloading.

INVESTORS CORNER: Here, visitors to the "Website of the Future" will be able to
follow the latest stock quotes, retrieve fundamental financial information, read
press releases, and can also link to other sites for on line stock transactions.

E-MAIL: With just one click of the mouse, customers will have the ability to
send us standard keyboard or voice E-Mail which will be answered immediately 24
hours a day!

SCREEN SAVERS: Visitors to the Amazon "state of the art" website will have the
ability to download the most exquisite, never seen before, screen savers. Some
of which will include live action along with its own audio.

Amazon Natural Treasures plans to harness the expansive growth and interest of
the Internet worldwide and plans to use its website as a major revenue producer
for the sale of the company's products. The company anticipates the website to
generate hundreds of millions of dollars in revenue annually.

It has been proven that the excitement of the Internet, properly promoted, can
be a tremendous tool for stock market relations, broker dealers, and
underwriters. There are many companies that just utilize the Internet for their
total sales and have based their initial public offerings around the sale of
their products on the Internet.

We, at Amazon Natural Treasures, plan to take this one step further by utilizing
the immense power of the Internet as a sales tool along with the direct
marketing catalog sales and magazine advertising campaign to capture all
spectrums of the over one hundred billion dollar annual consumer market for
these products. This may also be the basis for a future public offering that
will no doubt bring broker dealer and underwriter enthusiasm and support.

The benefit and effectiveness of our products have been demonstrated, throughout
the ages, by people who continue to use them. The inhabitants of the Amazon, as
well as many others have taken the products for their ailments and achieved
astonishing results.

Amazon Natural Treasures, Inc. can be characterized as a leader in bringing to
the world Phytogenic(R) products. The company believes in complete control from
the harvesting of the products through sale to the end user. Only through this
business principle (vertical integration) can high quality standards be
controlled and enforced.

Sales will be obtained through the introduction of other Amazon products from
the Brazilian Amazon rain forest such as sports drinks, soft drinks, a 100%
natural sweetener, teeth whiting chewing gum, aids preventive cream as well as
rare earth elements. Those additional products will include hand-carved items
made from gems, found in the Amazon, for which the company has obtained
exportation rights. Typically, these products will involve carvings of birds
found in the Amazon and can consist of: tanzanite, peridot, lolite, garnet,
citrine, aquamarine or amethyst. The birds will be accompanied with certified
appraisals of their value. It is anticipated these birds also can be sold in the
catalog.

The company is presently operating at 4011 West Oquendo Road, Suite C, Las
Vegas, Nevada 89118 (Corporate Offices); 3977 West Oquendo Road, Suite C, Las
Vegas, Nevada 89118 (Investor Relations); 6435 South Valley View Boulevard,
Suite G, Las Vegas, Nevada 89118 (Distribution Center); Rua Dona Cesaria
Fagundes, 209 Vila Mariana Sao Paulo/ SP-Brasil CEP 04054-030; Rua Belem, 1036
Facing Rue Recife, Andrianopolis, Manaus Brazil; 470 North Rivermeade Drive,
Unit #7, Concord, Ontario, Canada L4K3R8.

The anticipate demand, in the North American market, is expected to be
particularly strong. Evidenced by the fact that even though A.N.T. has recently
commenced importing these products, and has yet to commence an official
marketing campaign, "word-of-mouth" has already created a positive reaction,
which has required the ordering of addition products.

Once it is felt the North American market is being fully maximized, the company
will look to international markets for expansion. The company has established
important relationships with officials of the Government of Brazil. These
officials have expressed an interest in establishing a museum, dedicated to the
Amazon area, in Las Vegas, Nevada. They feel Las Vegas is an ideal location to
promote the Amazon and its many assets due to the high number of visitors from
throughout the world. This would be a joint venture between Amazon Natural
Treasures, the Brazilian government, State of Nevada, and local authorities.
Amazon Natural Treasures would be responsible for the day to day management.
This project should give our company world-wide exposure and, it is 


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hoped, provide the momentum for a weekly spin-off of a television series
dedicated to the 2,700,000 square miles of the Brazilian rain forest.

The company has negotiated a favorable price schedule for the harvesting of
their products; this should allow for a strong profit margin on sales. In turn,
it should result in a healthy bottom line for the company.

The company will offer monthly specials so customers can take advantage of by
sending in coupons throughout the catalog/magazine. Order forms will be included
throughout the catalog/magazine. Customers will be able to place their orders by
e-mail, u.s. mail or telephone. Amazon Natural Treasures will accepts checks,
money orders, ATM or Debit cards, and all major credit cards. There will be a
shipping and handling charge added to all orders.

It is anticipated, at some point, circulation of Amazon Natural Treasures'
catalog/magazine will reach significant numbers of people. At that time,
advertising space will be sold to health-related, but noncompeting, companies
for their products. The revenue generated will offset the costs associated with
the catalog/magazine.

Amazon Natural Treasures is poised to enter and capture a segment of the
multi-billion dollar market in health supplements and create a new market nitch
for the rest of their unique product lines.
   7
                         AMAZON NATURAL TREASURES, INC.
                                 Balance Sheet
                                 March 31, 1998

                                     ASSETS


                                                    
Current Assets
  CASH IN BANK                           $    955.15
  CANADIAN BANK ACCOUNT                       100.00
  PETTY CASH                                  400.00
  CASH IN BANK                            (32,866.78)
  -BOTTLED/BAGGED                         285,228.66
  -RAW MATERIALS                           40,290.47
  -BIRDS                                   32,760.50
  NOTES RECEIVABLE                         60,943.41
  PREPAID INSURANCE                        10,413.66
                                         -----------
  Total Current Assets                                     398,225.07

Property and Equipment
  OFFICE FURNITURE AND EQUIPMENT           98,067.64
  ACCUM. DEP. FURNITURE/FIXTURE            (6,721.83)
  LABORATORY EQUIPMENT                     40,454.06
  ACCUM. DEP. LABORATORY EQUIP.           (13,636.41)
  CLEAN ROOM EQUIPMENT                    193,593.10
  ACCUM. DEP. CLEAN ROOM EQUIP.           (34,104.59)
  WAREHOUSE EQUIPMENT                     121,599.65
  ACCUM. DEP. WAREHOUSE EQUIP.            (12,372.50)
  COMPUTER EQUIPMENT                       28,721.06
  ACCUM. DEP. COMPUTER EQUIP.              (2,485.67)
  AUTOMOBILES                               7,589.73
  ACCUM. DEP. AUTOMOBILES                  (1,012.00)
  PORTABLE CLEAN ROOMS                    155,585.64
  LOGOS, TRADEMARKS, ETC.                 125,000.00
                                         -----------
  Total Property and Equipment                             700,277.88

Other Assets
  EMPLOYEE ADVANCES                         1,305.72
  WORK IN PROGRESS                          8,308.71
  LICENSES & TRADEMARKS                     5,000.00
  REFUNDABLE DEPOSITS                      57,324.25
  OTHER ORGANIZATIONAL COSTS               66,522.71
  ACC. AMORT-ORGANIZATIONAL CO            (20,659.67)  
  SUSPENSE                                 55,514.79
                                         -----------
  Total Other Assets                                       173,316.51
                                                        -------------
  Total Assets                                          $1,271,819.46
                                                        =============


                            LIABILITIES AND CAPITAL


                                     
Current Liabilities
     ACCOUNTS PAYABLE                    $130,063.19
     FICA PAYABLE                           6,911.56
     FEDERAL INCOME TAX WITHHELD            8,162.08
     STATE UNEMP TAX PAYABLE               (2,138.22)
     SIIS PAYABLE                            (463.28)
     SALES TAX PAYABLE                     10,000.06
     ACCOUNTS PAYABLE-MIKE SYLVEI         122,309.00

                    Unaudited - For Management Purposes Only
   8
                         AMAZON NATURAL TREASURES, INC.
                                 Balance Sheet
                                 March 31, 1998


                                                 
ACCOUNTS PAYABLE-TCI                  8,599.00
ACCOUNTS PAYABLE-GARY SYLVE          (5,558.21)
CURRENT PORTION                       4,463.76
LONG TERM PORTION                    17,855.04
LESS CURRENT UNAMORT DISC.           (2,436.83)
LESS UNAMORTIZED DISCOUNT            (4,881.97)
MICHAEL A. SYLVER                    (6,700.00)
ROBERT QUALEY                         1,142.00
ABRACEL                              10,648.18
                                 -------------
Total Current Liabilities                                 297,975.36

Long-Term Liabilities
  NOTE PAYABLE                       38,369.81
                                 -------------
Total Long-Term Liabilities                                38,369.81
                                                       -------------
Total Liabilities                                         336,345.17

Capital
  COMMON STOCK                       48,009.58
  RETAINED EARNINGS              (1,200,114.30)
  ADDITIONAL PAID IN CAPITAL      2,230,348.45
  Net Income                       (142,769.44)
                                 -------------
  Total Capital                                           935,474.29
                                                       -------------
  Total Liabilities and Capital                        $1,271,819.46



                    Unaudited - For Management Purposes Only
   9
                         AMAZON NATURAL TREASURES, INC.
                                Income Statement
                   For the Three Months Ending March 31, 1998





REVENUES                          CURRENT MONTH           YEAR TO DATE
                                                            
  SALES-TAXABLE                        122.49      0.27       122.49      0.27
  SALES-NON TAXABLE                 44,430.96     99.27    44,430.96     99.27
  SALES RETURNS AND ALLOWANCE            0.00      0.00         0.00      0.00 
  DAMAGE CLAIMS                          0.00      0.00         0.00      0.00
  INTEREST INCOME                      203.35      0.45       203.35      0.45
  DISCOUNTS & GIFT CERTIFICATES          0.00      0.00         0.00      0.00
  BAD DEBTS COLLECTED                    0.00      0.00         0.00      0.00
  MISCELLANEOUS INCOME                   0.00      0.00         0.00      0.00
                                    ---------              --------- 
Total Revenues                      44,756.80    100.00    44,756.80    100.00
                                    ---------              --------- 

Cost of Sales
  PURCHASES                          3,670.50      8.20     3,670.50      8.20
  PROCESSING COSTS                       0.00      0.00         0.00      0.00
  FREIGHT-IN                           490.04      1.09       490.04      1.09
  SHIPPING EXPENSE                     382.35      0.85       382.35      0.85
  DAMAGED GOODS                          0.00      0.00         0.00      0.00
  COMMISSIONS                            0.00      0.00         0.00      0.00
                                    ---------              --------- 
  Total Cost of Sales                4,542.89     10.15     4,542.89     10.15
                                    ---------              --------- 
  Gross Profit                      40,213.91     89.85    40,213.91     89.85
                                    ---------              --------- 
Expenses
  ACCOUNTING SERVICES-OUTSIDE       10,000.00     22.34    10,000.00     22.34
  ADVERTISING                            0.00      0.00         0.00      0.00 
  AMORTIZATION                           0.00      0.00         0.00      0.00
  APARTMENT LEASES-CORPORATE             0.00      0.00         0.00      0.00
  AUTO & TRUCK                           0.00      0.00         0.00      0.00
  AUTO LEASE                         2,376.59      5.31     2,376.59      5.31
  BAD DEBTS                              0.00      0.00         0.00      0.00
  BANK CHARGES                         378.83      0.85       378.83      0.85
  BANK CHARGES-CREDIT CARDS            244.26      0.55       244.26      0.55
  CASUAL LABOR                           0.00      0.00         0.00      0.00
  COMMISSIONS                        8,125.00     18.15     8,125.00     18.15
  COMPUTER EXPENSE                       0.00      0.00         0.00      0.00
  CONSULTING FEES                   23,163.00     51.75    23,163.00     51.75
  CONTRIBUTIONS                          0.00      0.00         0.00      0.00
  DAMAGE CLAIMS                          0.00      0.00         0.00      0.00
  DEPRECIATION                           0.00      0.00         0.00      0.00
  DONATIONS                              0.00      0.00         0.00      0.00
  DUES & SUBSCRIPTIONS                   0.00      0.00         0.00      0.00
  EMPLOYEE BENEFITS                      0.00      0.00         0.00      0.00
  ENTERTAINMENT                          0.00      0.00         0.00      0.00
  EQUIPMENT RENTAL                       0.00      0.00         0.00      0.00
  FURNITURE LEASE                        0.00      0.00         0.00      0.00
  INSURANCE-GROUP                    6,378.47     14.25     6,378.47     14.25
  INSURANCE-GENERAL                  3,951.12      8.83     3,951.12      8.83
  INTEREST                               0.00      0.00         0.00      0.00
  JANITORIAL                             0.00      0.00         0.00      0.00
  LEGAL                                228.46      0.51       228.46      0.51
  LICENSES & TAXES                     185.00      0.41       185.00      0.41
  MANAGEMENT FEES                        0.00      0.00         0.00      0.00
  MISCELLANEOUS                       (477.81)    (1.07)     (477.81)    (1.07)
  MOVING EXPENSES                      460.00      1.03       460.00      1.03


                          For Management Purposes Only
   10
                         AMAZON NATURAL TREASURES, INC.
                                Income Statement
                   For the Three Months Ending March 31, 1998



                                                                        
NEVADA BUSINESS TAX                   0.00           0.00               0.00           0.00
LABORATORY SUPPLIES                   0.00           0.00               0.00           0.00
CLEAN ROOM SUPPLIES                   0.00           0.00               0.00           0.00
WAREHOUSE SUPPLIES                    0.00           0.00               0.00           0.00
OFFICE EXPENSES                   5,000.00          11.17           5,000.00          11.17
RESEARCH & DEVELOPMENT                0.00           0.00               0.00           0.00
OFFICERS' LIFE INSURANCE              0.00           0.00               0.00           0.00
PENALTIES                             0.00           0.00               0.00           0.00
POSTAGE                             820.50           1.83             820.50           1.83
PROFESSIONAL SERVICES             4,348.46           9.72           4,348.46           9.72
PROMOTIONAL                           0.00           0.00               0.00           0.00
PRINTING                              0.00           0.00               0.00           0.00
RENT                                  0.00           0.00               0.00           0.00
RENT-LAS VEGAS OFFICE            46,741.00         104.43          46,741.00         104.43
RENT-AMAZON                           0.00           0.00               0.00           0.00
RENT-STORAGE UNITS                    0.00           0.00               0.00           0.00
REPAIRS & MAINTENANCE             1,364.25           3.05           1,364.25           3.05
SALARIES & WAGES                 65,371.91         146.06          65,371.91         146.06
SALARIES-OFFICERS                     0.00           0.00               0.00           0.00
SECURITY EXPENSE                      0.00           0.00               0.00           0.00
FICA EXPENSE                      1,355.85           3.03           1,355.85           3.03
ST. UNEMP. SUI                        0.00           0.00               0.00           0.00
FEDERAL UNEMPLOYMENT INSUR            0.00           0.00               0.00           0.00
STATE INDUSTRIAL INS. SYSTEM          0.00           0.00               0.00           0.00
PAYROLL TAX EXPENSE                 356.25           0.80             356.25           0.80
TAXES-PROPERTY                        0.00           0.00               0.00           0.00
TAXES-CORPORATE                       0.00           0.00               0.00           0.00
TELEPHONE                         1,451.70           3.24           1,451.70           3.24
TRAVEL                                0.00           0.00               0.00           0.00
UTILITIES                         1,160.51           2.59           1,160.51           2.59
GAIN ON SALE OF ASSETS                0.00           0.00               0.00           0.00
LOSS ON SALE OF ASSETS                0.00           0.00               0.00           0.00
LOSS                                  0.00           0.00               0.00           0.00
PROFIT SHARING CONTRIBUTION           0.00           0.00               0.00           0.00
OTHER INCOME                          0.00           0.00               0.00           0.00
PROVISION FOR FED. INC. TAX           0.00           0.00               0.00           0.00
                               -----------        -------        -----------        -------
Total Expenses                  182,983.35         408.84         182,983.35         408.84
                               -----------        -------        -----------        -------
Net Income                     <142,769.44>       <318.99>       <142,769.44>       <318.99>
                               ===========        =======        ===========        =======



                          For Management Purposes Only



   11
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.


                                   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: 5/22/98                      By: /s/ Michael Sylver
     --------------------------       ------------------------------------
     Michael Sylver                   President & Chief Financial Officer



Date: 5/22/98                      By: /s/ Robert Qualey 
     --------------------------       ------------------------------------
     Robert Qualey                    Secretary/Treasurer


THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
(AUDITED) AND THE CONSOLIDATED STATEMENT OF INCOME FOR THE 9 MONTHS ENDING
SEPTEMBER 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.