content: 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)   December  3,
  1997
  
  
      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.)
  
           17770 Preston Road,    Dallas, Texas   75252
            (Address of Principal Executive Offices)
  Registrant's  telephone number, including area code:  (972)  733-
  3005
  <PAGE>
  
  ITEM 2.   Acquisition or Disposition of Assets
  
  On  December 3, 1997, Meteor Technology, plc ("Meteor") owned 57%
  by  Alexander  Mark Investments, Inc. ("AMI") conditionally  sold
  Meteor's  wholly owned subsidiary, Digiphone International,  Ltd.
  ("Digiphone") to Camelot Corporation ("Camelot").   Camelot  owns
  80% of AMI.  Digiphone owns the marketing and distribution rights
  to  Third Planet Publishing, Inc. ("Third Planet") products which
  will  result  in 100% of the rights to the products  to  Camelot.
  Third  Planet  products  include VideoTalk  T  the  hardware  and
  software videoconferencing system  for use over the Internet.  In
  return  for the transfer of the shares to Camelot, 500,000  pound
  1997-2007  5%  loan  stock  (approximately  $828,250)  evidencing
  indebtedness by Meteor to Camelot will be canceled.  Both  Meteor
  and  Camelot  will  be  seeking  shareholders'  approval  of  the
  transaction.
  
  ITEM 7.   Exhibits
  
       (10)      Material Contracts
            a) DigiPhone International Stock Purchase Agreement.
  
             (28)     a)    Meteor Technology plc audited financial
             statements dated May 31, 1997.
           b)   DigiPhone International Ltd. audited financial statements
             dated May 31, 1997.
           c)   Pro Forma Income Statement for the Period Ended April 30,
             1997 prepared in accordance with Regulation S-X.
  d)   Pro Forma Balance Sheet for the Period Ended October 31,
  1997 prepared in accordance with Regulation S-X.
  
  
                             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: December 11, 1997
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 2854}]
metadata_filer: {"company-data": {"conformed-name": "ALEXANDER MARK INVESTMENTS USA INC", "cik": "0000726435", "assigned-sic": "9995", "irs-number": "840601802", "state-of-incorporation": "CO", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12122", "film-number": "97738105"}, "business-address": {"street1": "17770 PRESTON ROAD", "city": "DALLAS", "state": "TX", "zip": "75252", "phone": "2147333005"}, "mail-address": {"street1": "17770 PRESTON RD", "city": "DALLAS", "state": "TX", "zip": "75252"}, "former-company": [{"former-conformed-name": "DANZAR INVESTMENT GROUP INC", "date-changed": "19920703"}, {"former-conformed-name": "APACHE RESOURCES LTD", "date-changed": "19860130"}]}
text: 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)   December  3,
  1997
  
      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.)
  
           17770 Preston Road,    Dallas, Texas   75252
            (Address of Principal Executive Offices)
  Registrant's  telephone number, including area code:  (972)  733-
  3005
  ITEM 2.   Acquisition or Disposition of Assets
  
  On  December 3, 1997, Meteor Technology, plc ("Meteor") owned 57%
  by  Alexander  Mark Investments, Inc. ("AMI") conditionally  sold
  Meteor's  wholly owned subsidiary, Digiphone International,  Ltd.
  ("Digiphone") to Camelot Corporation ("Camelot").   Camelot  owns
  80% of AMI.  Digiphone owns the marketing and distribution rights
  to  Third Planet Publishing, Inc. ("Third Planet") products which
  will  result  in 100% of the rights to the products  to  Camelot.
  Third  Planet  products  include VideoTalk  T  the  hardware  and
  software videoconferencing system  for use over the Internet.  In
  return  for the transfer of the shares to Camelot, 500,000  pound
  1997-2007  5%  loan  stock  (approximately  $828,250)  evidencing
  indebtedness by Meteor to Camelot will be canceled.  Both  Meteor
  and  Camelot  will  be  seeking  shareholders'  approval  of  the
  transaction.
  
  ITEM 7.   Exhibits
  
       (10)      Material Contracts
            a) DigiPhone International Stock Purchase Agreement.
  
             (28)     a)    Meteor Technology plc audited financial
             statements dated May 31, 1997.
           b)   DigiPhone International Ltd. audited financial statements
             dated May 31, 1997.
           c)   Pro Forma Income Statement for the Period Ended April 30,
             1997 prepared in accordance with Regulation S-X.
  d)   Pro Forma Balance Sheet for the Period Ended October 31,
  1997 prepared in accordance with Regulation S-X.
  
                             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: December 11, 1997