UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

(Date of Report: June 5, 2015)

FORM 10-K/A

Mark One
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year ended December 31, 2014
[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

BALTIA AIR LINES, INC.

(Exact name of Registrant as specified in its charter)

NEW YORK
(State of Incorporation) 		11-2989648
(IRS Employer Identification No.)
JFK International Airport,
Building 151, Jamaica, NY 11430
(Address of principal executive offices)

(718) 244 8880
(Registrant's telephone number, including area code)
Title of each class
-None- 		Name of each Exchange on which registered
-None-
Securities Registered pursuant to Section 12(g) of the Exchange Act:
Common Stock,
(Title of Class) 		$.0001 Par Value
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ] - - No [X]
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes [   ] - - No [X]
Indicate by check mark whether the Registrant (1) has filed all reports 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 [  ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes [X] - - No [  ]
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [   ]
Non-accelerated filer [   ]		 Accelerated filer [  ]
Smaller reporting company  [X]
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act of 1934).  Yes [ ]   No [X]
  The aggregate market value of the voting common equity held by non-affiliates as of December 31, 2014 is $42,085,431
The number of shares of the registrant's common stock outstanding as of March 20, 2015 was 5,806,560,449
EXPLANATORY NOTE: This amendment is made solely to correct Item 12 of the Company's filed 10-K report, filed on April 15, 2015, which is the only portion of the report which is amended at this time. All other portions of the report remain the same. This amendment is based on a recent audit of the issued shares of the Company which revealed several miscalculations with respect to four of the officers of the Company, one mathematical error, and several corrections based on a misunderstanding of the report from the Transfer agent, and non-recognition of shares previously owned by one of the officers.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

As of December 31, 2014, there were 5,582,213,346 shares of common stock, par value $0.0001 outstanding. The following table sets forth, as of December 31, 2014, the ownership of the Company's Common Stock by (i) each director and officers of the Company, (ii) all executive officers and directors of the Company as a group, and (iii) all other persons known to the Company to own more than 5% of the Company's Common Stock. Each person named in the table has or shares voting and investment power with respect to all shares shown as beneficially owned by such person.

Directors and Officers

Common Shares Beneficially Owned

Percent of Total Outstanding, % 

Igor Dmitrowsky
63-26 Saunders St., Suite 7-I
Rego Park, NY 11374

851,654,266 

15.257 

Russell Thal
26 Ridge Drive
Port Washington, NY 11050

36,254,600 

0.65 

Barry Clare
4319 215th St.
Bayside, NY 11361

133,253,998 

2.39 

Vick Luis Bolanos
633 Monroe St.
Riverside, NJ 08075

448,025,001 

8.03 

Walter Kaplinsky
2000 Quentin Rd.
Brooklyn, NY 11229

19,429,394

0.35 

Andris  Rukmanis
Kundzinsala, 8 Linija 9.
Riga, Latvia LV-1005

6,468,750

0.12 

Shares of all directors and executive officers as a group (6 persons)

1,495,086,009 

26.78%

Other 5% Owners

Common Shares Beneficially Owned

Percent of Total Outstanding, % 

John A. Drago
1911 Route 110,
Farmingdale, NY 11735

322,651,000

5.78 

SIGNATURE

TITLE

DATE

/s/ Igor Dmitrowsky        
Igor Dmitrowsky

Chairman, CEO and CFO
(Principal Executive Officer
and Principal Accounting Officer)

June 5, 2015