BALTIC INTERNATIONAL USA INC
10QSB, 1996-08-20
ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO
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             U.S. SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549
                                
                           FORM 10-QSB

(Mark One)
[X]   Quarterly  Report Pursuant to Section 13 or  15(d)  of  the
      Securities Exchange Act of 1934
      For Quarterly Period Ended June 30, 1996.
                               OR
[  ]  Transition Report Pursuant to Section 13 or 15(d)  of  the
      Securities Exchange Act of 1934
      For the Transition Period From             to            .

Commission File No. 0-26558

                 BALTIC INTERNATIONAL USA, INC.
(Exact name of small business issuer as specified in its charter)

      TEXAS                                                  76-0336843
(State or other jurisdiction of                          (I.R.S. Employer
incorporation or organization)                           Identification No.)

      1990 Post Oak Blvd., Suite 1630, Houston, Texas 77056
     (Address of principal executive offices)    (zip code)
                                
           Issuer's Telephone Number:  (713) 961-9299

Indicate  by  check  mark whether the issuer (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.     Yes  X  .    No     .


Number  of shares outstanding of each of the issuer's classes  of
common stock as of August 16, 1996:  6,850,115 shares.




                 BALTIC INTERNATIONAL USA, INC.

                       TABLE OF CONTENTS

                                                                     Page

     PART I - FINANCIAL INFORMATION
     Item 1 - Consolidated Financial Statements
          Condensed Balance Sheets -
            June 30, 1996 and December 31, 1995                        3
          Condensed Statements of Operations -
            Three Months Ended June 30,1996 and 1995
              and  Six  Months  Ended  June  30,  1996  and  1995      4
          Condensed Statements of Cash Flows -
            Six Months Ended June 30, 1996 and 1995                    5
          Notes to Condensed Financial Statements                      6

     Item 2 - Management's Discussion and Analysis of
              Financial   Condition  and  Results  of  Operations      9

     PART II - OTHER INFORMATION

     Item 1 - Legal Proceedings                                       11

     Item 2 - Changes in Securities                                   11

     Item 3 - Defaults on Senior Securities                           11

     Item 4 - Submission of Matters to a Vote of Security Holders     11

     Item 5 - Other Information                                       11

     Item 6 - Exhibits and Reports on Form 8-K                        11

     Signatures                                                       12

                                         2


Part I - Financial Information
    Item 1 - Financial Statements
                 BALTIC INTERNATIONAL USA, INC.
             Condensed Consolidated Balance Sheets

                                           June 30,      December 31,
                                             1996           1995
                                           (unaudited)   (audited)
                             ASSETS
CURRENT ASSETS
 Cash and cash equivalents                   $    81,723    $   139,240
 Accounts receivable                             757,730        187,178
 Income taxes receivable                           6,512         16,860
 Inventory                                        69,687         14,265
 Prepaids and deposits                            26,000          6,418
                                              ----------     ----------
Total current assets                             941,652        363,961
PROPERTY AND EQUIPMENT, net                       14,422         20,035
INVESTMENT IN AND ADVANCES TO
 JOINT OPERATIONS                              2,595,836      2,914,834
GOODWILL, NET                                    253,038        223,593
OTHER ASSETS                                      21,832              -
                                               ---------      ---------
 Total assets                                 $3,826,780     $3,522,423
                                               =========      =========

                 LIABILITIES AND STOCKHOLDERS'
                             EQUITY
CURRENT LIABILITIES
  Accounts payable and accrued liabilities    $  326,522     $  807,470
  Short-term debt, net                           669,220        324,063
  Commitments for guarantees on BIA liabilities  644,935      1,019,521
  Other current liabiliies                       372,361        342,143
                                               ---------      ---------
 Total liabilities                             2,013,038      2,493,197
                                               ---------      ---------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
 Preferred stock:
  Series A, $2 convertible, $10 par value, 
    500,000 shares authorized, 123,000 shares
    issued and outstanding                     1,230,000      1,230,000
  Series B, convertible, $10 par value, 
    70 shares authorized, 45 shares issued 
    and outstanding                            1,125,000              -
 Common stock, $.01 par value, 20,000,000 
    shares authorized, 6,313,549 and 
    5,758,241 shares issued and outstanding       63,135         57,582
 Additional paid-in capital                    9,130,262      8,703,883
 Retained deficit                             (9,734,655)    (8,962,239)
                                               ---------      ---------
 Total stockholders' equity                    1,813,742      1,029,226
                                               ---------      ---------
 Total liabilities and stockholders' equity   $3,826,780     $3,522,423
                                               =========      =========

See  accompanying notes to condensed consolidated financial statements.

                                         3

                 BALTIC INTERNATIONAL USA, INC.
        Condensed Consolidated Statements of Operations
                          (unaudited)
<TABLE>
<CAPTION>

                                            For the Three Months       For the Six Months
                                                ended June 30,              ended June 30,
                                                1996     1995           1996          1995
<S>                                          <C>          <C>         <C>           <C>
REVENUES:
 Freight revenue                              $205,337    $200,553     $268,646     $355,642
 Food distribution                             129,318           -      129,318            -
 General sales agency revenue                   22,000           -       22,000            -
 Aircraft rental income from BIA                     -     240,000            -      240,000
 Commissions from BIA                                -      43,122            -       43,122
 Net equity in earnings of joint operations    174,695     123,146      257,516      201,486
                                               -------     -------      -------      -------
 Total operating revenues                      531,350     606,821      677,480      840,250
                                               -------     -------      -------      -------
OPERATING EXPENSES:
 Cost of revenue                               188,636     310,866      216,302      556,058
 General and administrative                    417,367     206,337      804,616      456,229
 Net equity in losses of BIA                         -     146,677      612,385      849,922
                                               -------     -------    ---------    ---------
  Total operating expenses                     606,003     663,880    1,633,303    1,862,209
                                               -------     -------    ---------    ---------
INCOME  (LOSS) FROM OPERATIONS                 (74,653)    (57,059)    (955,823)  (1,021,959)
                                               -------     -------    ---------    ---------
OTHER INCOME (EXPENSE)
 Interest expense                              (14,122)    (67,420)    (27,362)    (134,458)
 Interest income                                 2,708      85,271       2,723      115,775
 Other                                               -           -     297,200            -
                                               -------     -------     -------    ---------
TOTAL OTHER INCOME  (EXPENSE)                  (11,414)     17,851     272,561      (18,683)
                                               -------     -------     -------    ---------
LOSS  BEFORE INCOME TAXES                      (86,067)    (39,208)   (683,262)  (1,040,642)
INCOME TAX EXPENSE                              27,904           -      27,904            -
                                               -------     -------     -------    ---------
NET  LOSS                                    $(113,971)  $ (39,208)  $(711,166) $(1,040,642)
                                               =======      ======     =======    =========

LOSS   PER  COMMON  SHARE                     $ (0.02)    $ (0.01)    $ (0.13)     $ (0.31)
</TABLE>

See  accompanying notes to condensed consolidated financial statements.

                                         4


                 BALTIC INTERNATIONAL USA, INC.
        Condensed Consolidated Statements of Cash Flows
                          (unaudited)


                                                      For the Six Months
                                                        Ended June 30,
                                                      1996            1995
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                        $(711,166)    $(1,040,642)   
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
    Net equity in earnings and losses
     of joint venture investments                    354,869         648,436
    Charges to BIA reflected as increases
     in advances to joint operation                        -        (573,237)
    Gain on sale of assets                          (297,200)              -
    Other                                             38,107         128,251
    Changes in assets and liabilities               (284,666)       (216,172)
                                                    --------       ---------
NET CASH PROVIDED BY (USED IN)
  OPERATING ACTIVITIES                              (900,056)     (1,053,364)
                                                    --------       ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Net investments in and advances to 
    joint ventures                                (1,853,671)     (2,159,867)
  Distributions and repayments from 
    joint ventures                                   125,000         672,275
   Proceeds  from sale of Air Baltic stock           745,970               -
   Repayment of subordinated debt to Air Baltic      290,000               -
   Acquisition  of property and equipment             (1,501)         (5,642)
                                                    --------       ---------
NET  CASH USED IN INVESTING ACTIVITIES              (694,202)     (1,493,234)
                                                    --------       ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
  New borrowings                                     500,000         850,000
  Repayments of notes                               (155,000)        (13,675)
  Reduction of deferred lease credits                      -         (49,757)
   Issuance of stock, net of related costs         1,239,741       1,686,605
  Payment of dividends                               (48,000)              -
                                                   ---------       ---------
NET  CASH PROVIDED BY FINANCING ACTIVITIES         1,536,741       2,473,173
                                                   ---------       ---------
Net increase (decrease) in cash                      (57,517)        (73,425)
Cash  and cash equivalents, beginning of period      139,240          98,757
                                                   ---------       ---------
Cash and cash equivalents, end of period          $   81,723      $   25,332
                                                   =========       =========

See  accompanying notes to condensed consolidated financial statements.

                                         5


                 BALTIC INTERNATIONAL USA, INC.
      Notes to Condensed Consolidated Financial Statements

     The accompanying unaudited consolidated financial statements
have  been  prepared  by  Baltic  International  USA,  Inc.  (the
"Company") and include all adjustments which are, in the  opinion
of  management,  necessary for a fair presentation  of  financial
results for the six months ended June 30, 1996 and 1995, pursuant
to  the  rules  and  regulations of the Securities  and  Exchange
Commission.   All  adjustments and provisions included  in  these
consolidated statements are of a normal recurring nature.

      The  information  contained herein is condensed  from  that
which   would   appear   in  the  annual  financial   statements;
accordingly, the financial statements included herein  should  be
reviewed in conjunction with the financial statements and related
notes thereto contained in the Annual Report on Form 10-KSB filed
by  the  Company with the Securities and Exchange Commission  for
the  fiscal year ended December 31, 1995.  Accounting measurement
at interim dates inherently involve greater reliance on estimates
than  at  year  end.  The results of operations for  the  interim
period  presented are not necessarily indicative of  the  results
which can be expected for the entire year.

NOTE 1 - OPERATIONS AND FINANCIAL CONDITION

      The  Company  owns  49%, and assists in the  management  of
Baltic International Airlines ("BIA"), a joint venture registered
in  the  Republic  of Latvia.  The routes and  passenger  service
operations of BIA were transferred to a new Latvian carrier,  Air
Baltic Corporation ("Air Baltic") effective October 1, 1995.  The
Company  owns  an 8.02% interest in Air Baltic.  The  Company  is
also  engaged  in  providing services to  Air  Baltic  and  other
airlines  through its 51% interest in Airo Catering Services,  an
aviation  catering company.  The Company has a  50%  interest  in
Baltic  Catering Services ("BCS"), a Riga, Latvia-based  company.
The Company also serves as a cargo marketing and sales company to
Air  Baltic  and other airlines through Baltic World Air  Freight
("BWAF").  American Distributing Company ("ADC"), a wholly  owned
subsidiary,  began operations on December 1, 1995 as  a  consumer
products distribution company.

      The Company's financial statements include an investment in
BIA  which has incurred losses of approximately $12,600,000  from
inception through June 30, 1996.  The Company's future plans  for
BIA are to continue operations as a charter and cargo service  in
the Baltic region.

      The  Company  requires substantial capital  to  pursue  its
operating strategies.  To date, the Company has relied  upon  net
cash  provided  by  financing  activities  to  fund  its  capital
requirements.   There  can  be no assurance  that  the  Company's
business  interests  will  generate  sufficient  cash  in  future
periods  to  satisfy  its  capital requirements.   These  factors
historically  have  adversely  affected  the  Company's   capital
resources  and  liquidity and raise substantial doubt  about  the
Company's   ability  to  continue  as  a  going   concern.    The
accompanying financial statements do not include any  adjustments
related  to  the  recoverability and classification  of  recorded
assets  or  other  adjustments should the Company  be  unable  to
continue as a going concern.

NOTE 2 - CATERING OPERATIONS

     In February 1996, the Company entered into an agreement with
TOPflight  AB,  a  Swedish company, to create a joint  operation,
Airo  Catering  Services ("ACS"), that plans to  set  up  airline
catering facilities across Eastern Europe.  The Company owns  51%
of  ACS  and TOPflight AB owns 49%.  ACS has developed a detailed
business  plan  targeting specific airports in the former  Soviet
Union for in-flight catering development.  On April 2, 1996,  the
catering  operations  of  BCS  were  acquired  by  Riga  Catering
Services  ("RCS"), previously owned by TOPflight AB, in  exchange
for  shares in RCS.  RCS is currently owned 35% by ACS, 23.5%  by
the  Company and 41.5% by the principals of the Company's partner
in  BCS.   The business of BCS after the transfer of the catering
business  to  RCS is the operation of a restaurant  in  the  Riga
airport.  The total assets of BCS remaining after the transfer of
the  catering  business  is  about  $230,000.   The  Company  has
accounted  for the acquisition of its interest in RCS  using  the
purchase method of accounting.

                                         6

NOTE 3 - JOINT OPERATIONS
 
     The  investment in and advances to joint operations are  as
follows:
                                        June 30, 1996       December 31, 1995

Air Baltic                              $1,608,474             $2,630,000
BIA                                        525,012                      -
BCS                                        322,766                284,834
ACS                                         53,754                      -
RCS                                         45,830                      -
LAMCO                                       40,000                      -
                                         ---------              --------- 
Total                                   $2,595,836             $2,914,834
                                         =========              =========

      A  condensed summary of the financial position (100% basis)
of  the  combined joint operations accounted for using the equity
method of accounting is as follows:
                                            June 30, 1996    December 31,1995

Current assets                                $3,046,715        $  630,658
Property and other assets, net                 7,585,914           658,230
                                              ----------         ---------
Total assets                                 $10,632,629        $1,288,888
                                              ==========         =========

Current liabilities                           $2,129,571        $4,089,558
Other liabilities                              5,071,964         2,783,006
Stockholders' equity                           3,431,094        (5,583,676)
                                              ----------         ---------
Total liabilities and stockholders' equity   $10,632,629        $1,288,888
                                              ==========         =========

A  summary  of  the results of operations of the  combined  joint
operations accounted for using the equity method of accounting is
as follows:

Combined 100% Basis:
                             Three months ended        Six months ended 
                                    June 30,               June 30,
                               1996      1995          1996         1995

Operating    revenues      $752,827   $3,934,396   $1,258,857   $ 6,612,120
Income from operations     $392,201   $   40,768     $507,870   $(1,254,959)
Earnings (loss)            $388,963   $ (684,029)  $  396,711   $(2,328,061)

Company Percentage Interest:
                             Three months ended       Six months ended
                                    June 30,                June 30,
                               1996      1995          1996        1995

Operating revenues         $333,362   $1,935,036    $ 586,377   $ 3,251,327
Income from operations     $176,315   $   22,297    $ 234,649     $(611,868)
Earnings (loss)            $174,696   $ (332,854)   $ 180,149   $(1,137,688)

The above amounts for the periods ended June 30, 1995 include the
scheduled  passenger carrier service operations of BIA which  was
discontinued on October 1, 1995.

NOTE 4 - SHORT-TERM DEBT

      On  April  5, 1996, the Company entered into a  convertible
note  agreement in connection with a $250,000 loan to the Company
("Convertible Note").  Principal and interest at an  annual  rate
of 10% are due on October 5, 1996.  The holder of the Convertible
Note  may  at  any  time on or after July  5,  1996  convert  the
Convertible  Note to shares of the Company's common  stock  at  a
conversion  price  equal to the lesser of $1.50  or  70%  of  the
closing  bid price per share of common stock on the trading  date
immediately preceding the date of  conversion.  On July 11, 1996,
the  holder  of  the  convertible  note  converted  principal  of
$134,000 and accrued interest to 306,213 shares of common stock.

                                         7


NOTE 5 - EQUITY TRANSACTIONS

      During  the  three months ended June 30, 1996, shareholders
converted  an  aggregate of five shares of Series  B  Convertible
Redeemed  Preferred Stock into 133,289 shares  of  the  Company's
common stock.

NOTE 6 - EARNINGS/LOSS PER COMMON SHARE

      The  computations  of earnings/loss per  common  share  are
computed using 5,984,813 and 3,693,393 weighted average shares of
common  stock for the three months ended June 30, 1996 and  1995,
respectively, and 5,921,828 and 3,314,219 weighted average shares
of  common stock for the six months ended June 30, 1996 and 1995,
respectively.   Stock warrants and options are considered  to  be
dilutive  for  earnings per share purposes if the average  market
price  during the three month period ending on the balance  sheet
date exceeds the exercise price and the Company had earnings  for
the period.

NOTE 7 - RELATED PARTY TRANSACTIONS

      The  Company earned commission income from BIA for services
to BIA as international promotional sales agent.  Commissions are
based  upon  a  percentage of passenger ticket and cargo  revenue
earned  on  sales originating outside of Riga.  The Company  also
charged  a  management fee to BIA to cover certain administrative
costs  and  other expenses incurred by the Company on  behalf  of
BIA.   The Company earned $0 and $43,122 in such commissions  and
fees   for  the  six  months  ended  June  30,  1996  and   1995,
respectively.

      The Company subleased two Boeing 727 aircraft to BIA for an
aggregate  of $80,000 per month.  For the six months  ended  June
30,   1995,  the  Company  received  $240,000  related  to  these
subleases.  These aircraft were returned to the owner in 1996.

      In  May 1996, the Company borrowed $250,000 from an officer
and director of the Company.  The loan bears an interest rate  of
12%  and matures on September 13, 1996.  In connection with  this
loan,  the  Company  issued warrants to  purchase  25,000  common
shares of the Company at a price of $1.00 per share.

                                         8

                 BALTIC INTERNATIONAL USA, INC.

ITEM  2  -  Management's  Discussion and  Analysis  of  Financial
Condition and Results of Operations

      The  Company's revenues are derived from its equity in  the
net income of its joint operations and from revenue generated  by
BWAF and ADC.  Since 1994, the Company has elected to account for
its revenue earned from BIA on a cash basis.

Quarter Ended June 30, 1996 and 1995

      For  the  quarter  ended June 30,  1996,  the  Company  had
revenues of $531,350 compared with $606,821 for the quarter ended
June  30,  1995.   The  12% decrease is  principally  due  to  no
aircraft  rental  income from BIA for 1996 as  compared  to  1995
offset  partially by food distribution revenue  of  $129,318  for
1996 with no such revenue for 1995.

      The Company's operating expenses for the quarter ended June
30,  1996 were $606,003 compared to $663,880 for the same quarter
in  1995.  Cost of revenue decreased by $122,230 primarily as the
result  of  no  aircraft rental expense in 1996  as  compared  to
$150,000 in 1995.  The Boeing aircraft were returned to the owner
in  1996.   General  and administrative expenses  increased  from
$206,337  in 1995 to $417,367 in the same quarter of 1996.   This
increase  was  due  primarily  to increased  consulting  expenses
incurred in 1996 and the general and administrative expenses  for
ADC which began operations in December 1995.

      Interest  expense decreased 79% from $67,420 in the  second
quarter of 1995 to $14,122 in 1996, reflecting the conversion  of
$1,288,137 of notes payable to equity during the second and third
quarters of 1995 and reduced borrowings incurred through June 30,
1996.   Interest income decreased from $85,271 for 1995 to $2,708
for  1996.  This decrease is attributable to interest paid by BIA
on  outstanding debt to the Company in 1995 with no  such  income
for 1996.

Six Months Ended June 30, 1996 and 1995

      For  the  six  months  ended June 30, 1996,  revenues  were
$677,480  compared to $840,250 for the six months ended June  30,
1995.   Year-to-date revenues were impacted by the  same  factors
that affected the second quarter results.

       Year-to-date   operating  expenses  decreased   12%   from
$1,862,209  for  1995 to $1,633,303 for 1996   Such  decrease  is
attributable  to  the same factors affecting the  second  quarter
operating expenses.

     Interest expense decreased from $134,458 for 1995 to $27,362
for  1996.  Interest income decreased from $115,775 for  1995  to
$2,723  for `1996.  Such decreases are attributable to  the  same
factors affecting the second quarter.      The Company recorded a
gain  of  $297,200  on the sale of the 12% Air  Baltic  stock  to
Scandinavian Airline Systems Sweden-Norway-Denmark during the six
months ended June 30, 1996.  No such gain was recorded in 1995.

      The  Company's  consolidated financial statements  included
elsewhere  herein  present  the  Company's  share  of  the  joint
operations  other  than Air Baltic using  the  equity  method  of
accounting  in  accordance  with  generally  accepted  accounting
principles.   The Company's interest in Air Baltic  is  accounted
for  using  the  cost  method.  The following  table  presents  a
proforma  condensed  combined  statement  of  operations  of  the
Company  assuming its proportionate share of the joint operations
accounted  for  using  the equity method  is  combined  with  the
Company.  Management believes this presentation is informative of
the  Company's  results of operations given  that  a  significant
portion of the Company's business is conducted  through the joint
operations.

       Proforma Condensed Combined Statement of Operations
             For the Six Months Ended June 30, 1996
<TABLE>
<CAPTION>
                                               Proportionate
                                                 Share of                       Combined
                                  Company    Joint Operations   Eliminations    Company
<S>                             <C>             <C>              <C>          <C> 
Operating revenues              $   677,480     $  586,377       $(257,516)   $1,006,341
Operating expenses                1,633,303        351,728         (77,367)    1,907,664
                                  ---------       --------        --------     ---------
Income (loss) from operations      (955,823)       234,649        (180,149)     (901,323)
Other income (expense)              272,561        (12,850)              -       259,711
                                  ---------       --------        --------     ---------
Income (loss) before income taxes  (683,262)       221,799        (180,149)     (641,612)
Provision for income taxes           27,904              -               -        27,904
Discontinued operations                   -        (41,650)              -       (41,650)
                                  ---------       --------        --------     ---------
Net income (loss)                 $(711,166)     $ 180,149       $(180,149)   $ (711,166)
                                  =========       ========        ========     =========
</TABLE>

                                         9

Liquidity and Capital Resources

     The Company had $81,723 in cash and cash equivalents at June
30, 1996, compared to $139,240 at December 31, 1995.

      At June 30, 1996, the Company had a working capital deficit
of  $1,071,386  as compared to $2,129,236 at December  31,  1995.
The  decrease in the working capital deficit is due primarily  to
an  increase  in accounts receivable of $670,552, a  decrease  in
accounts  payable and accrued liabilities of $480,948, a decrease
in  commitments  for guarantees on BIA liabilities  of  $374,586,
partially  offset  by  a  decrease in cash  of  $57,517,  and  an
increase in short-term debt of $345,157.

      Net  cash  used in operating activities for the six  months
ended  June  30, 1996 was $900,056 as compared to $1,053,364  for
the  same period of 1995.  Such decrease primarily was due to the
decrease in charges to BIA reflected as increases in advances  to
the  joint operation.  Net cash used in investing activities  was
$694,202  for  the  six months ended June 30,  1996  compared  to
$1,493,234 for the six months ended June 30, 1995.  The  decrease
was due primarily to the proceeds from the sale of the Air Baltic
stock  to  SAS.   Net cash provided by financing  activities  was
$1,536,741  for  the six months ended June 30, 1996  compared  to
$2,473,173 for the six months ended June 30, 1995.

      The Company's consolidated balance sheet included elsewhere
herein presents the Company's share of the joint operations  using
the  equity  method  of accounting in accordance  with  generally
accepted  accounting principles.  The Company's interest  in  Air
Baltic  is  accounted for using the cost method.   The  following
table presents a proforma condensed combined balance sheet of the
Company  assuming its proportionate share of the joint operations
accounted  for  using  the equity method  is  combined  with  the
Company.  Management believes this presentation is informative of
the  Company's  financial condition since  the  majority  of  the
Company's underlying investment in its joint operations  consists
of net current assets.

                   Proforma Condensed Combined Balance Sheet
                            as of June 30, 1996
<TABLE>
<CAPTION>
                                               Proportionate
                                                  Share of                      Combined
                                   Company   Joint Operations   Eliminations    Company
<S>                                <C>           <C>           <C>            <C>
Current assets                     $  941,652    $  754,211    $         -    $1,695,863
Investments in joint operations     2,595,836             -     (2,595,836)            -
Property and other assets, net        289,292     3,175,739       (296,207)    3,168,824 
                                    ---------     ---------     ----------     ---------
                                   $3,826,780    $3,929,950    $(2,892,043)   $4,864,687
                                    =========     =========     ==========     =========

Current liabilities                $2,013,038    $1,037,907    $         -    $3,050,945
Other liabilities                           -     2,485,262     (2,485,262)            -
Stockholders' and partners' equity  1,813,742       406,781       (406,781)    1,813,742
                                    ---------     ---------     ----------     ---------
                                   $3,826,780    $3,929,950    $(2,892,043)   $4,864,687
                                    =========     =========     ==========     =========
</TABLE>

      The  Company  requires substantial capital  to  pursue  its
operating strategies.  To date, the Company has relied  upon  net
cash  provided  by  financing  activities  to  fund  its  capital
requirements.  The Company has no firm commitments  for  external
sources  of  financing upon which the Company will rely  for  the
near future.

                                        10

                 BALTIC INTERNATIONAL USA, INC.

                  PART II - OTHER INFORMATION



Item 1.                       Legal Proceedings, None

Item 2.Changes in Securities, None

Item 3.Defaults Upon Senior Securities, None

Item 4.Submission of Matters to a Vote of Security-Holders, None

Item 5.Other Information, None

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

          (a)                Exhibits, None

          (b)  No  reports  on  Form 8-K were  filed  during  the
          quarter ended June 30, 1996.

                            
                                         11

                 BALTIC INTERNATIONAL USA, INC.


                           SIGNATURES


        In  accordance with the requirements of the Exchange Act,
the  registrant has caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.



                   BALTIC INTERNATIONAL USA, INC.
                          (Registrant)


Date: August 16, 1996              BY:  /s/ Robert L. Knauss
                                        Robert L. Knauss,
                                        Chairman of the Board and
                                         Chief Executive Officer


Date: August 16, 1996              BY:  /s/ James W. Goodchild
                                        James W. Goodchild,
                                        Chief Operating and Financial Officer


                                        12

[ARTICLE] 5
<TABLE>
<S>                             <C>                     <C>
[PERIOD-TYPE]                   3-MOS                   6-MOS
[FISCAL-YEAR-END]                          DEC-31-1996             DEC-31-1996
[PERIOD-END]                               JUN-30-1996             JUN-30-1996
[CASH]                                          81,723                  81,723
[SECURITIES]                                         0                       0
[RECEIVABLES]                                  764,242                 764,242
[ALLOWANCES]                                         0                       0
[INVENTORY]                                     69,687                  69,687
[CURRENT-ASSETS]                               941,652                 941,652
[PP&E]                                          14,422                  14,422
[DEPRECIATION]                                       0                       0
[TOTAL-ASSETS]                               3,826,780               3,826,780
[CURRENT-LIABILITIES]                        2,013,038               2,013,038
[BONDS]                                              0                       0
[PREFERRED-MANDATORY]                                0                       0
[PREFERRED]                                  2,355,000               2,355,000
[COMMON]                                        63,135                  63,135
[OTHER-SE]                                   (604,393)               (604,393)
[TOTAL-LIABILITY-AND-EQUITY]                 3,826,780               3,826,780
[SALES]                                        334,655                 397,964
[TOTAL-REVENUES]                               531,350                 677,480
[CGS]                                          188,636                 216,302
[TOTAL-COSTS]                                  606,003               1,633,303
[OTHER-EXPENSES]                                     0                       0
[LOSS-PROVISION]                                     0                       0
[INTEREST-EXPENSE]                              14,122                  27,362
[INCOME-PRETAX]                               (86,067)               (683,262)
[INCOME-TAX]                                    27,904                  27,904
[INCOME-CONTINUING]                          (113,971)               (711,166)
[DISCONTINUED]                                       0                       0
[EXTRAORDINARY]                                      0                       0
[CHANGES]                                            0                       0
[NET-INCOME]                                 (113,971)               (711,166)
[EPS-PRIMARY]                                   (0.02)                  (0.13)
[EPS-DILUTED]                                   (0.02)                  (0.13)
<FN>
<F1>
</FN>
</TABLE>


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