INDENET INC
5/A, 1996-05-24
NON-OPERATING ESTABLISHMENTS
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FORM 5/A          U.S. Securities and Exchange Commission
                          Washington, D.C.  20549

         ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

     Check this box if no longer           OMB APPROVAL
     subject to Section 16.  Form 4 or     OME Number 3235-0287
     Form 5 obligations may continue.      Expires: April 30,1997
     See Instruction 1(b).                 Estimated average
                                           burden hours per
 X   Form 4 Transactions Reported          response .. 1.0

Filed pursuant to Section 16(a) of the Securities Exchange Act
of 1934.  Section 17(a) of the Public Utility Holding Company Act
of 1935 or Section 30(f) of the Investment Company Act of 1940.


1.   Name and Address of Reporting Person

     Lautz, Jr.           Robert        W.
       (Last)            (First)     (Middle)

     1640 North Gower Street
             (Street)

     Los Angeles,        California     90028
        (City)             (State)       (Zip)

2.   Issuer Name and Ticker or Trading Symbol

     IndeNet, Inc. - INDE

3.   IRS or Social Security Number of Reporting Persons         
     (Voluntary)

     

4.   Statement for Month/Year

     3/96

5.   If Amendment, Date of Original (Month/Year)

     5/16/96

6.   Relationship of Reporting Person to Issuer (Check all
     applicable)

      X   Director                      10% Owner
      X   Officer (give title           Other (specify
                   below)                      below)

     



                                  TABLE I
                    NON-DERIVATIVE SECURITIES ACQUIRED,
                    DISPOSED OF, OR BENEFICIALLY OWNED

1. Title of              2. Transaction      3. Transaction
   Security                 Date                Code       

   Common Stock
   

4. Securities Acquired (A)    
   or Disposed of (D)

   Amount      (A) or (D)     Price

   N/A


5. Amount of Securities Beneficially Owned at End of 
   Issuer's Fiscal Year
   (Instr. 3 and 4) 

   574,221

6. Ownership Form: Direct (D) or Indirect (I)

   (D)

7. Nature of Indirect Beneficial Ownership

   


                                 TABLE II
                      DERIVATIVE SECURITIES ACQUIRED,
                    DISPOSED OF, OR BENEFICIALLY OWNED
(e.g., puts, calls, warrants, options, convertible securities)



1.                            Title of     Title of
                              Security     Security

                              Plan           Plan
                              Option        Option
               


2. Conversion
   or Exer-
   cise Price
   of Deriva-
   tive 
   Security                   $1.25          Varies


3. Trans-      
   action
   Date 
   (Month/
   Day/Year)                  1/10/95        6/7/95

4. Trans-
   action
   Code
   (Instr.8)                  M (1)          M (1)

5. Number of
   Derivative 
   Securities
   Acquired (A)
   or Disposed
   of (D)
   (Instr. 3,
   4, and 5)
                              250,000 (D)    85,000 (D)

6. Date Exer-
   cisable and
   Expiration
   Date (Month/
   Day/Year)

   Date Exer-
   cisable:     

   Expiration
   Date:        


7. Title and
   Amount of
   Underlying
   Securities
   (Instr. 3
    and 4)

   Title:                     Common         Common

   Amount/No.
   of Shares:                 150,000        52,710

8. Price of 
   Derivative
   Security
   (Instr. 5)                           







9. Number of
   Derivative
   Securities
   Beneficially
   Owned at 
   End of Year
   (Instr. 4)                                200,000

10. Ownership
    of Derivative
    Security: 
    Direct (D)
    or Indirect
    (I)
    (Instr. 4)                

11. Nature of
    Indirect
    Beneficial
    Ownership
    (Instr. 4)                          
   

Explanation of Responses:

The purpose of this Amendment is to acknowledge that Item 
No. 3 regarding the social security number of the reporting
person on the Form 3 which was filed via Edgar on May 16, 
1996 is incorrect.  The reporting person does not wish to
provide that information at this time.



                         /s/ Robert W. Lautz, Jr.   May 23, 1996
                         ** Signature of Reporting     (Date)
                            Person


**   Intentional misstatements or omissions of facts constitute
     Federal Criminal Violations.  See 18 U.S.C. 1001 and 15
     U.S.C. 78ff(a).


Note:     File three copies of this Form, one of which must be
          manually signed.  If space provided is insufficient,
          see Instruction 6 for procedure.


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