10-Q/A

                                                  
                     U.S. Securities and Exchange Commission
                            Washington, D. C.  20549
                                        
                                   FORM 10-QSB
(Mark One)
          [X]         QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended March 31, 1995
                                       OR
          [ ]        TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                                  EXCHANGE ACT
                     For the transition period from       to
                                                   -------  -------
 Commission file number 0-17321

                          HITOX CORPORATION OF AMERICA
        (Exact name of small business issuer as specified in its charter)
  
         Delaware                             74-2081929
(State or other jurisdiction of      (I.R.S. Employer Identification No.)
 incorporation or organization)

                              Furman Plaza Building
                418 Peoples Street, Corpus Christi, Texas  78401
                    (Address of principal executive offices)
                  Issuer's telephone number:  (512)   882-5175

                                      None
                 (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 Exchange Act during the past 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 [   ]
                                        
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.
  Common Stock, $0.25 par value                     3,656,787
            (Class)                      (Outstanding as of April 30, 1995)

Transitional Small Business Disclosure Format (check one):
           Yes [   ]               No [ X ]


PART II


Item 6.       Exhibits and Reports on Form 8-K

                                                                     Page No.
                                                                     --------
(a)  Exhibit 4.1 - Form of Second Amendment to the Note Purchase   
     Agreement covering the Convertible Subordinated Debenture
     of the Company dated February 28, 1995                              14
     Exhibit 4.2 - Form of Warrant Agreement for issuance of
     50,000 warrants dated September 30, 1994                            24
     Exhibit 4.3 - Form of Warrant Agreement for issuance of
     50,000 warrants dated February 28, 1995                             35
     Exhibit 4.4 - Form of Warrant Agreement for issuance of
     1,111,111 warrants dated February 28, 1995                          46
     Exhibit 11 - Earnings Per Share                                     57
     Exhibit 27 - Financial Data Schedule                                58

(b) Reports on Form 8-K:                                               None  


Signature

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

Hitox Corporation of America

- -----------------------------------
(Registrant)

Date:  June 26, 1995                       THOMAS A. LANDSHOF     
       -------------               -----------------------------------
                                     Thomas A. Landshof, President
                                     and Chief Executive Officer


Date:  June 26, 1995                        CRAIG A. SCHKADE
       -------------               -----------------------------------
                                     Craig A. Schkade, Chief Financial
                                     Officer (Principal Financial and
                                     Accounting Officer)

EX-27

 

<ARTICLE> 5
<MULTIPLIER> 1000
       
                             
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                            $479
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