ALEXANDER MARK INVESTMENTS USA INC
8-K/A, 1998-05-19
NON-OPERATING ESTABLISHMENTS
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             SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                            FORM 8-K
                         CURRENT REPORT


             PURSUANT TO SECTION 13 OR 15 (d)
         OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest event reported)  May
12, 1998


     ALEXANDER MARK INVESTMENTS (USA), INC.
(Exact Name of Registrant as Specified in its Charter)




Colorado        0-12122           84-0601802
(State of      (Commission         (IRS Employer
Incorporation)  File Number)        Identification
                                    No.)




2415 Midway Road, Suite 121, Carrollton, Texas  75006
(Address of Principal Executive Offices)


Registrant's telephone number, including area
code:(972) 733-3005

 <PAGE>

ITEM 4.   Changes in Registrant's Certifying
Accountant

Michael Zinn, CPA has been dismissed as the Company's
independent auditors effective May 12, 1998.  During
the past year,  and  the interim  period ending May
12, 1998, there were no  disagreements between  the
Company  and the auditors  regarding  a  policy  or
disclosure. The Registrant has requested that Michael
Zinn,  CPA furnish it with a letter addressed to the
Securities and Exchange Commission  stating whether
it agrees with the above  statements. Larry
O'Donnell, CPA has been appointed effective May 12,
1998 to act as the auditor for the Company.

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

               ALEXANDER MARK INVESTMENTS (USA), INC.


               By:   /s/ Daniel Wettreich
                     Daniel Wettreich
                     President

Dated:  May 12, 1998




                      MICHAEL W. ZINN, INC.
                                
                   CERTIFIED PUBLIC ACCOUNTANT
                                
            5930 McCommas Blvd., DALLAS, TEXAS  75206
                    TELEPHONE (214) 821-2369




May 12, 1998




Securities and Exchange Commission
350 5th Street N.W.
Washington, D.C.  20549

RE:  Alexander Mark Investments (USA), Inc.

Gentlemen:

We  are previously accountants for the above named Registrant and
reported   on   the  financial  statements  of   Alexander   Mark
Investments  (USA), Inc. as of and for the year ended  April  30,
1997.    On  May  12,  1998,  were  dismissed  as  the  principal
accountant and agree with the facts stated herein.

Sincerely,



/s/ Michael Zinn
Michael Zinn, CPA



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