UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-Q





xQUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934





For
Quarter Ended: December 31, 2008; or





oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934





For the
transition period _________ to __________




Commission
File Number: 0-52561





American
Resources and Development Company


(Exact
name of Registrant as specified in its charter)





UTAH
            87-0401400(State
      or other Jurisdiction of
            (IRS
      Employerof
      Incorporation or Organization)
            Identification
      No.)5891
      Sagewood, Murray, UT
            84107(Address
      of principal executive offices)
            (Zip
      Code)





(801)
230-1030


(Issuer’s
telephone number, including area code)





Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15 (d) of the Securities Exchange Act of 1934 during the past 12 months (or for
such shorter period that a registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90
days.                                                            Yes  o No x





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange
Act).                                                                                                                                                           
Yes  o No x





As of
February 15, 2009, there were 467,039,666 shares of the issuer's Common Stock,
$0.001 par value, issued and outstanding.





Transitional
Small Business Disclosure
Format                                                                           Yes  o No x





AMERICAN
RESOURCES and DEVELOPMENT COMPANY AND SUBSIDIARIES


Report
on Form 10-Q





PART I – FINANCIAL
    INFORMATIONItem 1.
                      Financial
      Statements
                      2Item 2.
                      Management's
      Discussion and Analysis or Plan or Operations
                      8Item 3.
                      Controls
      and Procedures
                      10PART II – OTHER INFORMATIONItem 1.
                      Legal
      Proceedings
                      10Item 2.
                      Unregistered
      Sales of Equity Securities and Use of Proceeds
                      10Item 3.
                      Defaults
      Upon Senior Securities
                      10Item 4.
                      Submission
      of matters to a Vote of Security Holders
                      10Item 5.
                      Other
      Information
                      10Item 6.
                      Exhibits
                      10







AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Condensed
Consolidated Balance Sheets
 
 December 31,
                          
                          
                          March 31,2008
                          
                          
                          2008(Unaudited)ASSETSCURRENT
      ASSETSCash
                          
                          $
                          7,619
                          
                          
                          $
                          21,429Investments
      in marketable securities
                          
                          
                          1,840,122
                          
                          
                          
                          3,364,330Total
      Current Assets
                          
                          
                          1,847,741
                          
                          
                          
                          3,385,759OTHER
      ASSETSNotes
      receivable - related party
                          
                          
                          22,500
                          
                          
                          
                          -Total
      Other Assets
                          
                          
                          22,500
                          
                          
                          
                          -TOTAL
      ASSETS
                          
                          $
                          1,870,241
                          
                          
                          $
                          3,385,759LIABILITIES AND STOCKHOLDERS' EQUITY
      (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable
                          
                          $
                          2,000
                          
                          
                          $
                          -Total
      Current Liabilities
                          
                          
                          2,000
                          
                          
                          
                          -TOTAL
      LIABILITIES
                          
                          
                          2,000
                          
                          
                          
                          -STOCKHOLDERS'
      EQUITY (DEFICIT)Common
      stock; $0.01 par value; 500,000,000 shares authorized; 467,039,666 shares
      issued and outstanding
                          
                          
                          467,040
                          
                          
                          
                          467,040Additional
      paid-in capital
                          
                          
                          11,553,822
                          
                          
                          
                          11,553,822Accumulated
      deficit
                          
                          
                          (10,152,621
                          )
                          
                          
                          (8,635,103
                          )Total
      Stockholders' Equity (Deficit)
                          
                          
                          1,868,241
                          
                          
                          
                          3,385,759TOTAL
      LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                          
                          $
                          1,870,241
                          
                          
                          $
                          3,385,759
 
 The
accompanying notes are an integral part of these financial
statements.
 
 2
 
 AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Condensed
Consolidated Statements of Operations
 (Unaudited)
 
 For the Three Months Ended
                                
                                
                                For the Nine Months EndedDecember 31,
                                
                                
                                December 31,2008
                                
                                
                                2007
                                
                                
                                2008
                                
                                
                                2007REVENUES
                                
                                $
                                (1,853,611
                                )
                                
                                $
                                1,506,753
                                
                                
                                $
                                (1,064,499
                                )
                                
                                
                                1,650,426COST
      OF SALES
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                
                                
                                
                                
                                -GROSS
      PROFIT
                                
                                
                                (1,853,611
                                )
                                
                                
                                1,506,753
                                
                                
                                
                                (1,064,499
                                )
                                
                                
                                1,650,426EXPENSESGeneral
      and administrative
                                
                                
                                26,628
                                
                                
                                
                                145,562
                                
                                
                                
                                207,142
                                
                                
                                
                                220,290Impairment
      of Investment
                                
                                
                                315,482
                                
                                
                                
                                -
                                
                                
                                
                                315,482
                                
                                
                                
                                -Total
      Expenses
                                
                                
                                342,110
                                
                                
                                
                                145,562
                                
                                
                                
                                522,624
                                
                                
                                
                                220,290OPERATING
      INCOME (LOSS)
                                
                                
                                (2,195,721
                                )
                                
                                
                                1,361,191
                                
                                
                                
                                (1,587,123
                                )
                                
                                
                                1,430,136OTHER
      INCOME (EXPENSES)Interest
      expense
                                
                                
                                -
                                
                                
                                
                                (91,590
                                )
                                
                                
                                -
                                
                                
                                
                                (118,304
                                )Interest
      income
                                
                                
                                -
                                
                                
                                
                                101,231
                                
                                
                                
                                69,605
                                
                                
                                
                                101,587Total
      Other Income
                                    (Expense)
                                
                                
                                -
                                
                                
                                
                                9,641
                                
                                
                                
                                69,605
                                
                                
                                
                                (16,717
                                )NET
      INCOME (LOSS)
                                
                                $
                                (2,195,721
                                )
                                
                                $
                                1,370,832
                                
                                
                                $
                                (1,517,518
                                )
                                
                                $
                                1,413,419BASIC
      INCOME (LOSS) PER SHARE
                                
                                $
                                (0.00
                                )
                                
                                $
                                0.00
                                
                                
                                $
                                (0.00
                                )
                                
                                $
                                0.00WEIGHTED
      AVERAGE NUMBER OF SHARES OUTSTANDING
                                
                                
                                466,770,406
                                
                                
                                
                                466,770,406
                                
                                
                                
                                466,770,406
                                
                                
                                
                                466,770,406
 
 The
accompanying notes are an integral part of these financial
statements.
 
 3
 
 AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Condensed
Consolidated Statements of Cash Flows
 (Unaudited)
 
 For
      the Nine Months EndedDecember 31,2008
                                    
                                    
                                    2007CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      income (loss)
                                    
                                    $
                                    (1,517,518
                                    )
                                    
                                    $
                                    1,413,419Adjustments
      to reconcile net loss to net cash provided (used) by operating
      activities:Earnings
      on investments
                                    
                                    
                                    1,524,208
                                    
                                    
                                    
                                    (1,806,924
                                    )Interest
      earned on investmentsUnrealized
      loss on investments
                                    
                                    
                                    -Changes
      in operating assets and liabilitiesIncrease
      in accounts payable and accrued expenses
                                    
                                    
                                    2,000
                                    
                                    
                                    
                                    99,349Net
      Cash Used by Operating Activities
                                    
                                    
                                    8,690
                                    
                                    
                                    
                                    (294,156
                                    )CASH
      FLOWS FROM INVESTING ACTIVITIESCash
      paid for investments
                                    
                                    
                                    -
                                    
                                    
                                    
                                    (1,725,000
                                    )Cash
      withdrawals from investments
                                    
                                    
                                    -
                                    
                                    
                                    
                                    -Net
      Cash Provided (Used) by Investing Activities
                                    
                                    
                                    -
                                    
                                    
                                    
                                    (1,725,000
                                    )CASH
      FLOWS FROM FINANCING ACTIVITIESChange
      in notes receivable
                                    
                                    
                                    (22,500
                                    )
                                    
                                    
                                    1,025,591Change
      in notes receivable - related parties
                                    
                                    
                                    -
                                    
                                    
                                    
                                    (783,122
                                    )Net
      Cash Used by Financing Activities
                                    
                                    
                                    (22,500
                                    )
                                    
                                    
                                    242,469NET
      INCREASE (DECREASE) IN CASH
                                    
                                    
                                    (13,810
                                    )
                                    
                                    
                                    (1,776,687
                                    )CASH
      AT BEGINNING OF PERIOD
                                    
                                    
                                    21,429
                                    
                                    
                                    
                                    1,865,852CASH
      AT END OF PERIOD
                                    
                                    $
                                    7,619
                                    
                                    
                                    $
                                    89,165CASH
      PAID FOR:Interest
                                    
                                    $
                                    -
                                    
                                    
                                    $
                                    -Income
      Taxes
                                    
                                    $
                                    -
                                    
                                    
                                    $
                                    -SUPPLIMENTAL
      SCHEDULE OF NON-CASH AND INVESTING ACTIVITIES
                                    
                                    $
                                    -
                                    
                                    
                                    $
                                    -
 
 The
accompanying notes are an integral part of these financial
statements.
  4
 AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND
 SUBSIDIARIES
 Notes to
the Condensed Consolidated Financial Statements
 
 NOTE
      1 -
                BASIS
      OF FINANCIAL STATEMENT PRESENTATION
 
 The
accompanying unaudited condensed financial statements have been prepared by the
Company pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles generally
accepted in the United States of America have been condensed or omitted in
accordance with such rules and regulations.  The information furnished
in the interim condensed financial statements includes normal recurring
adjustments and reflects all adjustments, which, in the opinion of management,
are necessary for a fair presentation of such financial
statements.  Although management believes the disclosures and
information presented are adequate to make the information not misleading, it is
suggested that these interim condensed financial statements be read in
conjunction with the Company's most recent audited financial statements and
notes thereto  included in its March 31, 2008 Annual Report on Form
10-K of the Company.  Operating results for the nine months ended
December 31, 2008 are not necessarily indicative of the results that may be
expected for the year ending March 31, 2009.
 
 NOTE
      2 -
                SIGNIFICANT
      ACCOUNTING POLICIES
 
 a.
Organization
 
 The
accompanying consolidated financial statements include those of American
Resources and Development Company (the Company) and its wholly-owned subsidiary,
Springfield Finance and Mortgage Company, LLC (SFMC).  In addition,
the consolidated financial statements include those of Springfield Investment,
Inc. (SFIC) and Springfield Construction, LLC (SFCC).  Both SFIC and
SFCC, although not majority owned by the Company, have been determined to be
“Variable Interest Entities” pursuant to FIN 46 and have therefore been
consolidated in these financial statements. All inter-company items and
transactions have been eliminated in consolidation.
 
 The
Company was formed on March 21, 1983 and until 2007 was in the business of
providing debt financing to other entities involved in the development of
residential real estate through its SFMC subsidiary.  The Company
obtained the capital for the financing of real estate development from outside
sources as well as certain majority shareholders.  Since March 2007
the Company has changed its primary strategic focus to that of making temporary
investments in stock options through a “short strangle” strategy.
 
 b.
Accounting Method
 
 The
Company’s consolidated financial statements are prepared using the accrual
method of accounting.  The Company has elected an March 31
year-end.
  5
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND
 SUBSIDIARIES
 Notes to
the Condensed Consolidated Financial Statements
  NOTE
      2 -
                SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 c.
Recognition of Revenues
 
 Investment
income is the Company’s primary earnings focus.  Revenues from
investments are derived from trading securities, and unrealized gains and losses
are recorded as earnings whether or not the underlying securities are
sold.   During periods in which the Company’s investments
decrease in value, the losses are recorded as negative revenues.
 
 d. Use of
Estimates
 
 The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those
estimates.
 
 e.
Concentration of Credit Risk
 
 The
Company maintains its cash in bank deposit accounts at high credit quality
financial institutions.  The balances, at times, may exceed federally
insured limits.  In addition, the Company occasionally maintains cash
investments with institutions that are not federally insured.
 
 f. Cash
and Cash Equivalents
 
 The
Company considers all highly-liquid investments with a maturity of three months
or less when purchased to be cash equivalents.
 
 g.
Advertising
 
 The
Company follows the policy of charging the costs of advertising to expense as
incurred.  There were no advertising charges during the periods
presented in these financial statements.
 
 h.
Property and Equipment
 
 Property,
equipment, and capital leases are recorded at cost and are depreciated over the
estimated useful life of the related assets, generally three to seven
years.  When assets are retired or otherwise disposed of, the cost and
related accumulated depreciation are removed from the accounts, and any
resulting gain or loss is reflected in income for the period.
  6
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND
 SUBSIDIARIES
 Notes to
the Condensed Consolidated Financial Statements
  NOTE
      2 -
                SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 i.  Basic
Income (Loss) per Share
 
 Basic
income (loss) per share is computed based on the weighted average number of
common shares outstanding during the period.  As of December 31, 2008,
there were no common stock equivalents outstanding.  Therefore, the
basic and fully diluted income (loss) per share is the same for the periods
presented herein.
 
 NOTE
      3 -
                  COMMON
      STOCK
 
 During
fiscal 2005 the Company issued 12,500,000 shares of its restricted common stock
in exchange for the purchase of 100% of the members’ units and net assets of
SFMC.  The value of the exchange ($8,923) was deemed by management to
be equal to the net book value of the assets and liabilities of SFMC since the
only assets acquired were cash and notes receivable with values substantially
equal to their face values, and the only liabilities were notes payable and
accrued interest bearing terms deemed equal to traditional terms used in
arms-length transactions.  As of December 31, 2008, the Company had
467,039,666 shares of common stock issued and outstanding.
 
 NOTE4
      –
                SIGNIFICANT
      EVENTS
 
 BC Oil Investment -
During the period ended December 31, 2008, the Company invested a sum of
$250,000 in BC Oil, LLC. (“BC”), an Idaho company, in order to help BC meet its
short-term cash requirements. In exchange for this investment, BC agreed to pay
the Company 8.00% percent per month of the outstanding
investment.  The Company later made the determination that the BC was
unlikely be able to make the monthly interest payments in the near future, and
that the investment was significantly impaired.  Due to this
determination, the Company fully impaired its investment in BC Oil, such that at
December 31, 2008, the book value of the investment was $-0-.
 
 Variations in Investment
Revenues – During the three months ended December 31, 2008 the Company’s
investment yielded negative revenues of $1,853,611, as compared with positive
revenues of $1,506,753 during the corresponding period of 2007.  The
negative revenues in the current period were a significant factor in the
reduction of the Company’s total investments from $3,364,330 at March 31, 2008
to $1,840,122 at December 31, 2008.


7


ITEM
      2.
                MANAGEMENT'S
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS.





CAUTIONARY FORWARD - LOOKING
STATEMENT





Statements
included in this Management's Discussion and Analysis of Financial Condition and
Results of Operations, and in future filings by the Company with the Securities
and Exchange Commission, in the Company's press releases and in oral statements
made with the approval of an authorized executive officer which are not
historical or current facts are "forward-looking statements" made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995 and are subject to certain risks and uncertainties that could cause actual
results to differ materially from historical earnings and those presently
anticipated or projected. The Company wishes to caution readers not to place
undue reliance on any such forward-looking statements, which speak only as
of the date made.





A.
            Management’s
      Plan of Operation





American
Resources & Development Company ("ARDCO" or "the Company"), formerly known
as Leasing Technology, Incorporated, was incorporated in Utah on March 21,
1983.  On February 20, 1997 it name was changed to American Resources
and Development Company.  When used throughout this document, unless
the context suggests otherwise, the "Company" refers to ARDCO and/or its
subsidiaries.





By March
31, 2007, the real estate market in which had previously constituted the
Company’s primary business focus, had slowed considerably. Hence, the Company
elected to terminate its business of providing financing for real estate
development; and became focused on investing in the ‘Futures Options
market’.





The
Company utilizes a ‘short strangle’ trading strategy; and, relies on the
experienced investment advisors at MSI Trading to make all trading decisions and
the brokers at Brewer Investment Group to execute orders and monitor margins on
the  account. These personal have a combined total of over 60 years of
trading experience.   Brewer is paid the industry standard
commissions and fees; and MSI Trading is paid five (5%) percent of the net
monthly income.





On April
18th, 2007 the Company opened account number 396-44607 with Infinity; and on May
31st, 2007, in order to receive better executions and commissions on trades, the
Company transferred its account from Infinity to Brewer Futures Group, account
number D13 89 N8535.  All of the Company’s trading in the futures
market is presently being conducted thru its account at Brewer with funds being
held at Peregrine Financial Group, the holding Futures Commission Merchant
(FCM), where the company is able to rely on the experience and expertise of
several trading specialists as well as on the experience and expertise of the
Investment Advisors at MSI Trading. The Brokers at Brewer and PFG (FCM) are all
registered with the NFA and CFTC regulatory bodies of the Futures
industry.





By
utilizing the strategy of trading ‘Short Strangle Options’ the company is able
to take advantage of trading the RANGE, rather than the DIRECTON of the
market.  Profits are earned (or lost) by receiving the time decay from
the premium (credit) received from selling Option Contracts that have 30 to 60
day expiration.    Option positions are generally closed out
and new ones reset after the third Friday of each month.   Thus,
there are approximately 12 trading periods each year; and, the monthly liquidity
allows traders to properly analyze and evaluate the recent trading range of the
market before positioning new trades for the succeeding month.  From a
cash management perspective this also provides excellent liquidity.





The
Company’s goal is to take advantage of the markets trading RANGE rather than its
DIRECTION.  We sell Out-of-the-Money Call and Put Option
contracts on the S&P 500 Futures (the underlying) market and receive a
credit on each trade.  We then take advantage of the time
decay of these Out-Of-The-Money options as the market stays between our two
selected Strike Price levels. This strategy is called a Short Strangle. 
Profits (and or losses)  are earned  from the credit
(premium) received and the time decay of the option
contracts.  Positions are generally closed out and new positions
entered after the third Friday of each month, thus there are approximately 12
trading periods each year. The 30 day liquidity period allows us to properly
analyze and evaluate the recent trading range of the market;
and,   to keep pace with the ever changing value of the S&P
500 Futures price. The re-positioning of trades for each succeeding month
is a critical component in controlling risk. From a cash
management perspective this concept provides excellent liquidity. Call Option
Strike Prices are usually sold 100 points ABOVE the value of the
underlying while Put Option Strike Prices are usually sold 125 – 200 points
BELOW the underlying.




8




There are
no limitations on the percentage of Company assets which the Company may invest
in any one investment, or type of investment.  Any Company policy
regarding such investments may be changed without a vote of the Company’s
shareholders.  It is the Company’s policy to make investments
primarily for income, though assets also may be acquired for possible capital
gain.




RESULTS
OF OPERATIONS





For
the three months ended December 31, 2008 compared to the three months ended
December 31, 2007.





During the three months ended December
31, 2008, the Company had negative revenues totaling $1,853,611 compared to
revenues of $1,506,753 during the same period in 2007.  This decrease
is attributed to the Company’s experiencing significant losses on its
investments during the current quarter, as opposed to experiencing significant
gains in the comparable quarter of the 2007 fiscal year.





Operating expenses for the three months
ended December 31, 2008 totaled $342,110 a 135% increase from the comparable
period of 2007.  This increaseresulted primarily from an
investment impairment expense in the amount of $315,482 being recognized in the
current quarter.  This expense was partially offset by a $118,934
decrease in general and administrative expenses during the current period,
particularly relating to auditing and accounting fees, as a result of
streamlining its accounting and reporting processes.





The Company recognized a net loss of
$2,195,721 during the three month period ended December 31, 2008, compared to a
net income of $1,370,832 in the comparable period of 2007.  This
increased net loss resulted primarily from the Company’s investment losses,
partially offset by its decreased operating expenses during the
period.  Basic net loss per share was $(0.00) for the three month
period ended December 31, 2008, representing only a minimal change from the
comparable period of 2007.





For
the nine months ended December 31, 2008 compared to the nine months ended
December 31, 2007.





During the nine months ended December
31, 2008, the Company had negative revenues of $1,064,499 compared to positive
revenues of $1,650,426 during the same period in 2007.  This decrease
is attributed to the Company’s experiencing significant losses on its
investments during the current nine-month period, as opposed to experiencing
significant gains in the comparable period of the 2007 fiscal year.





Operating expenses for the nine months
ended December 31, 2008 totaled $522,624, a 137% increase from the comparable
period of 2007.  This increaseresulted primarily from an
impairment of investment charged during the company’s 3rd
quarter.





The Company recorded a net loss of
$1,517,518 during the nine month period ended December 31, 2008, compared to a
net income of $1,413,419 in the comparable period of 2007.  This
decrease in net income resulted primarily from the Company’s investment losses,
partially offset by its decreased operating expenses during the
period.  Basic net loss per share was $0.00 for the nine month period
ended December 31, 2008, representing only a minimal change from the
comparable period of 2007.





Liquidity
and Capital Resources





As of December 31, 2008, the Company
had working capital of $1,845,741 compared to working capital of $3,385,759 at
March 31, 2008. The change in working capital resulted primarily from the
Company’s investment losses.




9




During the nine months ended December
31, 2008 the Company experienced cash flow from operating activities of $8,690,
and zero cash flows from investing activities.  The Company had
negative cash flows of $22,500 from financing activities during the nine months
ended December 31, 2008.  The Company’s cash requirements are
currently so small that the Company can keep nearly all of its liquid assets
invested in the market at all times.  When the Company’s cash needs
become significant, the Company will simply liquidate a portion of its working
investments.  Management does not anticipate the necessity of any
external financing within the next 12 months.





ITEM
3. CONTROLS AND PROCEDURES





Evaluation
of Disclosure Controls and Procedures





The
Company maintains disclosure controls and procedures that are designed to ensure
that information required to be disclosed by the Company in the reports that it
files or submits to the Securities and Exchange Commission under the Securities
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the time periods specified by the Securities and Exchange
Commission’s rules and forms, and that information is accumulated and
communicated to the Company management, including the principal executive and
principal financial officer (whom the Company refers to in this periodic report
as the Certifying Officer), as appropriate to allow timely decisions regarding
required disclosure. Company management evaluated, with the participation of the
Certifying Officer, the effectiveness of the Company disclosure controls and
procedures as of December 31, 2008, pursuant to Rule 13a-15(b) under the
Securities Exchange Act. Based upon that evaluation, the Certifying Officer
concluded that, as of December 31, 2008, the Company disclosure controls and
procedures were effective.




Changes
in Internal Controls




There
were no changes in our internal control over financial reporting that occurred
during the quarter ended December 31, 2008 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.





PART
II - OTHER INFORMATION.





ITEM
1. LEGAL PROCEEDINGS.





None





ITEM
2. CHANGES IN SECURITIES AND USE OF PROCEEDS.





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





The following exhibits are filed as a
part of this report:




10




Exhibit
                        Number*
                      
                      Title of Document
                      
                      LocationItem 31
                      
                      Rule 13a-14(a)/15d-14(a)
      Certifications31.01
                      
                      Certification
      of Principal Executive Officer and Principal Financial Officer Pursuant to
      Rule 13a-14
                      
                      AttachedItem 32
                      
                      Section 1350 Certifications32.01
                      
                      Certification
      Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002 (Chief Executive Officer and Chief
      Financial Officer)
                      
                      Attached










*
              All
      exhibits are numbered with the number preceding the decimal indicating the
      applicable SEC reference number in Item 601 and the number following the
      decimal indicating the sequence of the particular
  document.





SIGNATURES





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





AmericanResourcesandDevelopmentCompany,aUtahcorporationDated:
      February 15, 2009
            /s/
      Keith M ElisonBy:
      Keith M ElisonIts:
      Chief Financial Officer




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