SK TECHNOLOGIES CORP
10QSB/A, 1996-11-08
PREPACKAGED SOFTWARE
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                    FORM 10-QSB/A No. 2 - QUARTERLY REPORT
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC  20549



             [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
        
                 For the quarterly period ended June 30, 1996 
        

         [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
             For the transition period from ________ to _________


                        Commission file number 0-18184

                          SK Technologies Corporation
        --------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter)

                  Delaware                         52-1507455
        ---------------------------      ------------------------------
      (State or other jurisdiction of   (IRS Employer Identification No.)
       incorporation or organization)  
        
                 1650 S. Dixie Highway, Boca Raton, FL  33432
        ---------------------------------------------------------------
                   (Address of principal executive offices)

                                (561) 393-7540
        ---------------------------------------------------------------
               (Issuer's telephone number, including area code)

                                Not applicable
       ----------------------------------------------------------------
             (Former name, former address and former fiscal year,
                         if changed since last report)


      Check whether the issuer (1) filed all reports required to be filed 
      by Section 13 or 15(d) of the Securities Exchange Act during the
      past 12 months (or for such shorter periods that the registrant was
      required to file such reports), and (2) has been subject to such
      filing requirements for the past 90 days.  Yes  X    No    


                     APPLICABLE ONLY TO CORPORATE ISSUERS

      State the number of shares outstanding of each of the issuer's
      classes of common equity as of the latest practicable date.

      Common Stock, $.001 Par Value = 6,130,495 shares as of September 30,
      1996.
<PAGE>
PART II.  OTHER INFORMATION
        
Item 1.  Legal Proceedings.  
        
      Not applicable
              
Item 2.  Changes in Securities.
        
      Not applicable

Item 3.  Defaults Upon Senior Securities.

      Not applicable 

Item 4.  Submission of Matters to a Vote of Security Holders.

      Not applicable

Item 5.  Other Information.

Item 6.  Exhibits and Reports on Form 8-K.

            The following document is filed as part of this report:
      a)    Exhibits

            Exhibit #   Description of Exhibit

            27.   Financial Data Schedule for the quarterly period ended June
                  30, 1996.

      b)    Reports on Form 8-K

            The Company did not file any reports on Form 8-K during the three
            months ended June 30, 1996.
<PAGE>
                                 SIGNATURES

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




                                           SK Technologies Corporation     
                                                   (Registrant)


Date: November 8, 1996                       /s/ Calvin S. Shoemaker      
                                       President, Chief Executive Officer


Date: November 8, 1996                      /s/ Melvin T. Goldberger      
                                    Treasurer, Principal Accounting Officer


                                        
                       

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS 10QSB SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM
10 QSB FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAR-31-1997
<PERIOD-END>                               JUN-30-1996
<CASH>                                         142,686
<SECURITIES>                                         0
<RECEIVABLES>                                   26,385
<ALLOWANCES>                                     9,701
<INVENTORY>                                     21,814
<CURRENT-ASSETS>                               182,933
<PP&E>                                         917,300
<DEPRECIATION>                                 376,039
<TOTAL-ASSETS>                               1,223,554
<CURRENT-LIABILITIES>                        3,621,042
<BONDS>                                        533,906
                              688
                                          0
<COMMON>                                         6,114
<OTHER-SE>                                 (2,938,196)
<TOTAL-LIABILITY-AND-EQUITY>                 1,223,554
<SALES>                                        193,149
<TOTAL-REVENUES>                               193,149
<CGS>                                           24,301
<TOTAL-COSTS>                                  104,519
<OTHER-EXPENSES>                               473,718
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              72,690     
<INCOME-PRETAX>                              (447,553)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                          (385,088)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (447,553)
<EPS-PRIMARY>                                   (0.07)
<EPS-DILUTED>                                   (0.07)
        

</TABLE>


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