U.S. Securities and Exchange Commission

                            Washington, D.C. 20549


                                FORM 10-QSB/A

 (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, 2006

   [   ]    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934

            For the transition period from                    to

            Commission file number: 000-26740

                         AMERICAN HEALTHCHOICE, INC.
      (Exact name of small business issuer as specified in its charter)

                  New York                                   11-2931252
      (State or other jurisdiction of                     (I.R.S. Employer
       incorporation or organization)                   Identification No.)

      7350 Hawk Road, Flower Mound, TX                         75022
   (Address of principal executive offices)                  (Zip Code)

                                (972) 538-0122
                         (Issuer's telephone number)

      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 [   ]

 Indicate by check mark whether the registrant is a shell company (as defined
 in Rule 12b-2 of the Exchange Act).

      Yes [   ]      No [ X ]

      As of March 31, 2006, there were outstanding 111,429,759 shares of the
 issuer's Common Stock, par value $.001 per share.

 Transitional Small Business Disclosure Format (check one)

      Yes [   ]      No [ X ]

<PAGE>

                         AMERICAN HEALTHCHOICE, INC.

                             INDEX TO FORM 10-QSB

                     For the Quarter Ended March 31, 2006



       Part I Financial Information

         Item 1.  Financial Statements

            Consolidated Balance Sheet .....................          2

            Consolidated Statements of Operations ..........          3

            Consolidated Statements of Cash Flows ..........          4

            Notes to Consolidated Financial Statements .....          5


         Item 2.  Management's Discussion and Analysis or
                  Plan of Operation ........................          7


       Part II Other Information

         Item 1.  Legal Proceedings ........................         10

         Item 2.  Changes in Securities and Use of Proceeds          10

         Item 3.  Defaults upon Senior Securities ..........         10

         Item 4.  Submission of Matters to a Vote of
                  Security Holders..........................         10

         Item 5.  Other Information ........................         10

         Item 6.  Exhibits .................................         10

         Signatures ........................................         10

<PAGE>

                        PART I. FINANCIAL INFORMATION

 Item 1. Financial Statements

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEET
                                 (Unaudited)
                                MARCH 31, 2006

                                   ASSETS
 Current Assets:

 Cash                                                            $      5,144
 Accounts receivable for company-owned clinics less
   allowance for discount and uncollectible of $3,478,000           6,062,322
 Accounts receivable attributable to affiliated clinics retained      822,000
 Other current assets                                                 216,688
                                                                  -----------
      Total current assets                                          7,106,154

 Property and equipment, net                                          453,783
 Goodwill, net                                                      1,348,570
                                                                  -----------
      Total assets                                               $  8,908,507
                                                                  ===========

                  LIABILITIES AND STOCKHOLDERS' EQUITY

 Current Liabilities:

 Notes payable and capital lease obligations                     $    210,051
 Acquisition note payable including accrued interest                1,158,497
 Bankruptcy claims of unsecured creditors                             210,000
 Obligations to related parties                                     1,543,538
 Accrued payroll taxes and penalties                                  766,603
 Accrued affiliated doctor fees                                       436,000
 Accounts payable and accrued expenses                                534,199
                                                                  -----------
      Total current liabilities                                     4,858,888

 Convertible debenture                                                250,000
                                                                  -----------
      Total liabilities                                             5,108,888

 Commitments and Contingent Liabilities

 Stockholders' Equity:

 Preferred stock, $.001 par value; 5,000,000 shares
   authorized; 13,875 shares issued                                 1,387,500
 Common stock, $.001 par value; 200,000,000 shares
   authorized; 111,429,759 shares issued and outstanding              111,430
 Additional paid-in capital                                        20,778,129
 Accumulated deficit                                              (18,477,440)
                                                                  -----------
      Total stockholders' equity                                    3,799,619
                                                                  -----------
      Total liabilities and stockholders' equity                 $  8,908,507
                                                                  ===========

      See accompanying notes to these consolidated financial statements.

<PAGE>
<TABLE>

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (Unaudited)

                                    Three Months Ended March 31,       Six Months Ended March 31,
                                    ----------------------------       --------------------------
                                       2005             2006              2005             2006
                                    ----------       ----------        ----------       ----------
 <S>                               <C>              <C>               <C>              <C>
 Revenues:
   Patient billings from
     company-owned clinics
     as principal                  $ 2,656,039      $ 2,272,525       $ 4,923,816      $ 4,640,748
   Provision for discount              998,888          768,355         1,978,056        1,717,736
                                    ----------       ----------        ----------       ----------
     Net patient billings from
       company-owned clinics         1,657,151        1,504,170         2,945,760        2,923,012
   Net patient billings retained
     from affiliated clinics
     as agent                           78,000          164,000           138,000          380,000
                                    ----------       ----------        ----------       ----------
     Net patient billings            1,735,151        1,668,170         3,083,760        3,303,012
   Commissions on equipment sales       40,180                -            40,180                -
                                    ----------       ----------        ----------       ----------
     Net revenues                    1,775,331        1,668,170         3,123,940        3,303,012

 Operating Expenses:
   Compensation and benefits           736,127          718,178         1,398,273        1,465,789
   Marketing and advertising           293,835          273,635           567,147          592,174
   General and administrative          269,482          314,638           533,413          637,907
   Bad debt                            200,000          146,000           200,000          146,000
                                    ----------       ----------        ----------       ----------
     Total operating expenses        1,499,444        1,452,451         2,698,833        2,841,870

                                    ----------       ----------        ----------       ----------
 Operating income                      275,887          215,719           425,107          461,142

 Other Expenses:
   Interest expense                     20,362           40,000            41,139           77,116
   Other expense                        18,500                -            28,000                -
                                    ----------       ----------        ----------       ----------
     Total other expense                38,862           40,000            69,139           77,116

                                    ----------       ----------        ----------       ----------
 Net Income                            237,025          175,719           355,968          384,026

 Preferred stock dividend              (35,600)         (27,500)          (35,600)         (27,500)
                                    ----------       ----------        ----------       ----------
 Net Income Applicable to Common
   Stockholders                    $   201,425      $   148,219       $   320,368      $   356,526
                                    ==========       ==========        ==========       ==========
 Basic and Diluted Net Income
   Per Share                       $         -      $         -       $         -      $         -

 Preferred stock dividend                    -                -                 -                -
                                    ----------       ----------        ----------       ----------
 Basic and Diluted Net Income
   Per Share                       $         -      $         -       $         -      $         -
                                    ==========       ==========        ==========       ==========
 Weighted Average Common Shares
   Outstanding                     108,492,000      110,981,000       105,205,000      110,976,000


     See accompanying notes to these consolidated financial statements.

</TABLE>
<PAGE>

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)


                                                    Six Months Ended March 31,
                                                    --------------------------
                                                        2005         2006
                                                      ---------    ---------
 Cash Flows From Operating Activities:
 Net income                                          $  355,968   $  384,026
 Adjustments to reconcile net income to net cash
   used in operating activities:
   Depreciation and amortization                         17,412       45,000
   Employee and director compensation-stock              40,500            -
   Other                                                 11,000            -

 Change in operating assets and liabilities, net:
   Accounts receivable-trade                           (579,096)    (733,420)
   Other current assets                                 (16,152)     (35,929)
   Accounts payable and accrued expenses                126,477      154,839
                                                      ---------    ---------
        Net cash used in operating activities           (43,891)    (185,484)

 Cash Flows From Investing Activities:
   Payments on note receivable                           20,000            -
   Property and equipment                               (18,491)     (29,948)
                                                      ---------    ---------
        Net cash provided by (used in)
          investing activities                            1,509      (29,948)

 Cash Flows From Financing Activities:
   Proceeds from notes payable                          109,000            -
   Proceeds from convertible debenture                        -      250,000
   Payments on notes payable and capital leases         (61,584)     (38,023)
                                                      ---------    ---------
        Net cash provided by financing activities        47,416      211,977

                                                      ---------    ---------
 Net Increase (Decrease) In Cash                          5,034       (3,455)

 Cash At Beginning Of Year                                9,571        8,599
                                                      ---------    ---------
 Cash At End Of Period                               $   14,605   $    5,144
                                                      =========    =========
 Supplemental Disclosure Of Cash Flow Information:
   Income taxes paid                                 $        -   $        -
   Interest paid                                          4,000       45,000

 Supplemental Disclosure of Non-Cash Transactions:
   Issuance of stock in connection with
     executive employment contract                       25,000            -
   Purchase of equipment through issuance
     of capital leases                                   27,000            -
   Issuance of stock in connection with exercise
     of stock options                                    26,000            -
   Conversion of preferred stock into common stock      612,500            -
   Preferred stock dividend                              35,600       27,500


      See accompanying notes to these consolidated financial statements.

<PAGE>

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


 1.   Organization

 American HealthChoice,  Inc. and  Subsidiaries (the  Company) is  a  medical
 sales and  service company  which consists  of a  parent company  and  three
 business divisions:  Medical Clinics,  RehabCo and  TelmedCo.   The  company
 operates  13  company-owned  medical  clinics  in  Texas.  The  Company  has
 approximately 30 clinics in its Affiliated  Clinic Program located in  Texas
 and Tennessee.  Substantially all of the Company's revenues are derived from
 chiropractic, physical therapy and medical services provided to  individuals
 living in the vicinity of the clinics.   TelmedCo was formed to embrace  the
 revolutionary technology of Telemedicine and  to provide second opinions  to
 patients of  the Medical  Clinics Division.   RehabCo  sells and  recognizes
 commission revenue on the sale of spinal decompression systems.


 2.   Basis of Presentation

 The  accompanying  unaudited  interim  consolidated  financial statements of
 the Company have been  prepared pursuant  to the  rules  and  regulations of
 the  Securities  and  Exchange  Commission.  Certain information in footnote
 disclosures normally included in financial statements prepared in accordance
 with generally accepted accounting principles have been condensed or omitted
 pursuant to these rules and regulations. The accompanying unaudited  interim
 consolidated financial statements reflect all adjustments which the  Company
 considers necessary for a fair presentation of the results of operations for
 the interim periods covered and for  the financial condition of the  Company
 at the date of the interim balance  sheet.  All such adjustments (except  as
 otherwise disclosed herein) are of a normal recurring nature.

 The results of operations for  the six months ended  March 31, 2006 are  not
 necessarily indicative of the results  to be expected for the full year.  It
 is suggested  that  the  March 31, 2006  financial  information be  read  in
 conjunction with the financial statements and notes thereto included in  the
 Company's Form 10-KSB dated September 30, 2005.


 3.    Summary of Significant Accounting Policies

 Consolidation policy  - The  accompanying condensed  consolidated  financial
 statements  include  the  accounts  of  the  Company  and  its  wholly-owned
 subsidiaries.   All material  inter-company accounts  and transactions  have
 been eliminated in consolidation.

 Net Patient Billings  from Company-owned Clinics - Revenue is recognized  at
 the time medical services  are provided to patients  treated at the  clinic.
 The provision for discount on patient billings is an accounting estimate  of
 the anticipated  discounts  on  patient  billings  upon settlement   Patient
 billings after provision for discount are the anticipated reimbursement  for
 medical services provided during the reported period of operations for cases
 that reach settlement.

 Net Patient Billing  Retained from Affiliated  Clinics as  Agent - Under the
 Affiliated Clinic Program, we direct personal  injury patients to a  doctor,
 who is a member of our program.   In accordance with EITF 99-19:  "Reporting
 Revenue Gross as  a Principal versus  Net as an  Agent", the  Company is  an
 agent in  this arrangement  because the  affiliated doctor  is treating  the
 patient.   When  the patient  billing  is submitted  by  the doctor  to  the
 attorney, revenue is recognized for the amount of the patient billing to  be
 retained as agent, which equates to  the total patient billing submitted  by
 the doctor  to the  attorney less  a  provision for  discount and  less  the
 contractual amount due to the affiliated doctor.

 Allowance for Discount  and Uncollectible-The allowance  as of a  particular
 balance sheet date is an accounting estimate calculated based on  historical
 experience and takes into consideration both internal and external  factors.
 The allowance is  recorded at  the time revenue  is recorded  on an  accrual
 basis.

 Equipment  Rental  and  Sales - Revenue  is  recognized  when  equipment  is
 installed at  the customer  site for  sales  and the  month of  service  for
 equipment rentals.

 Property and equipment, net - Property and equipment are stated at cost less
 accumulated depreciation.    Depreciation  is provided  over  the  estimated
 useful lives  of  the  related assets,  primarily  using  the  straight-line
 method.  Leasehold improvements are amortized over the shorter of the  lease
 term or the estimated useful lives of the improvements.

 Earnings per  share  - Basic  earnings  per  share are  computed  using  the
 weighted-average number of common shares outstanding.  Diluted earnings  per
 share are  computed using  the  weighted-average common  shares  outstanding
 after giving effect to  potential common stock from  stock options based  on
 the treasury stock method.


 4.   Convertible Debenture

 On December 29, 2005, the Company  entered into four agreements with  Golden
 Gate Investors, Inc. ("GGI"): (i) 4.75% Convertible Debenture ("Debenture"),
 (ii) Warrant to Purchase Common Stock ("Warrant"), (iii) Registration Rights
 Agreement and, (iv) Securities Purchase Agreement.  The Debenture  Principal
 Amount was $300,000  and had  a maturity  date  of  December 29, 2008.   The
 Warrants gave GGI the right to purchase 3,000,000 shares of common stock  at
 a price of $1.00 per share.

 On January 4, 2006,  an addendum was executed,  which reduced the  debenture
 principal amount to $30,000 and revised the exercise price of the Warrant to
 $1.09.   On  April  28, 2006,  an  addendum  was executed  to  increase  the
 debenture principal amount to $1,000,000 and cancel the Warrant.

 On February 2, 2006 the Company  filed a Form  SB-2  Registration  Statement
 ("SB-2") with the Securities and Exchange  Commission relating to the  offer
 and sale of securities included  in the agreements with  GGI.  On  April 28,
 2006, the Company withdrew the SB-2 filed  February 2, 2006 and filed a  new
 SB-2, which reflected the terms of the Addendum dated April 28, 2006.

 On January 11, 2006, the Company received an advance on the Debenture in the
 amount of $250,000 and additional $200,000  on May 2, 2006 after filing  the
 SB-2 on April 28, 2006.  The remaining $550,000 will be wired to the Company
 within 5 days of the SB-2 becoming effective.

 The Debenture has  a principal amount  of $1,000,000 and  bears interest  at
 4.75%, matures three  years from the  date of issuance,  and is  convertible
 into common stock.  The Debenture  is convertible into the number of  shares
 of common stock equal to the dollar amount of the conversion divided by  the
 lesser of (i) $0.75,  (ii) eighty five  percent of the  average of the  five
 lowest volume weighted average  prices during the  twenty (20) trading  days
 prior to the conversion or (iii) eighty five percent of the volume  weighted
 average price on the trading  day prior to the  conversion.  GGI has  agreed
 that, beginning  in the  first full  calendar month  after the  registration
 statement is declared effective, it shall  convert at least 3%, but no  more
 than 30%, of the  $1,000,000 principal amount  per calendar month,  provided
 that the common stock is available, registered and freely tradable.  In  the
 event that the volume weighted average price is less than $.075, the Company
 will have the option to pay the  amount the debenture conversion in cash  at
 112% rather than  have the debenture  converted into common  stock.  If  the
 Company elects to pay the debenture in cash, GGI may withdraw its conversion
 notice.  The  Company  may reduce the monthly maximum conversion from 30% to
 10% for any three calendar months (but not two consecutive months) by giving
 notice of such election to GGI at least ten business days prior to the first
 day of the applicable calendar month.

 On April 28,  2006, GGI agreed  to enter into  an additional two  $1,000,000
 convertible debentures to purchase common stock,  each on the same terms  as
 the convertible debenture above.  GGI must enter into each such  convertible
 debenture no later than thirty days after the principal amount is less  than
 $400,000 for the prior debenture. In the  event GGI fails to enter into  the
 additional convertible  debentures, GGI  shall  pay the  Company  liquidated
 damages of $100,000.

 The Form SB-2 Registration Statement filed April 28, 2006 seeks to  register
 for resale by the selling stockholder up to 56,470,588shares of common stock
 underlying the  Debenture.   Based on  a  price per  share of  $0.0625,  the
 maximum  aggregate  offering  price   would  be  approximately   $3,500,000.
 However, due to the continuously adjustable conversion price feature of  the
 Debenture, the number of common shares the Company may be required to  issue
 is essentially limitless.   Although GGI may not  convert and own more  than
 9.9% of the Company's  common stock at any  time, this restriction does  not
 prevent GGI  from  converting  some  of  its  Debenture  holdings  and  then
 converting the rest after reducing it ownership to less than 9.9%.

 Since the Debenture is convertible at a discount to the market price of  the
 common stock at the  conversion date, the Company  is required to  calculate
 the intrinsic value of the beneficial  conversion feature at the  commitment
 date using facts  available at that  date per EITF  98-5.   The Company  has
 determined the commitment date will be  the date the Form SB-2  Registration
 Statement filed  April 28, 2006  becomes  effective.   If  the  Registration
 Statement had become effective May 1,  2006, the fair value would have  been
 $0.0625 per share  and the  share price for  the preceding  20 trading  days
 would have been  $0.06 per share.   Applying a  15% discount the  conversion
 price would have been $0.051, resulting  in an intrinsic value of  $225,500.
 Since the maximum debenture conversion allowed per calendar month is 30%  of
 the $1,000,000 principal amount, the Company will amortize the amount of the
 intrinsic value on a straight-line method over a four month period beginning
 the first full calendar month after the effective date.  The charge will  be
 to interest expense on the statement of operations and a corresponding entry
 to additional  paid in  capital in  stockholders' equity.   If  the  Company
 elects in the future to pay a debenture conversion in cash, it would  reduce
 interest expense for the proportionate amount of the debenture principal.

 As of March 31, 2006, the Company had Warrants issued and outstanding to GGI
 granting them the right  to purchase 3,000,000 shares  of common stock at  a
 price of $1.09 per share.  GGI has the right to exercise at least 5% but not
 more than 10% of the warrants per calendar month.  Since the exercise  price
 of $1.09 per share was greater than the  market price of $0.05 per share  at
 March 31, 2006, the  fair value of  the Warrants was  zero.  Therefore,  the
 Warrants were not  reported on the  balance sheet.   On April  28, 2006,  an
 addendum was executed with GGI to cancel the warrants.

 The Debenture has the following default  provision as of April 28, 2006:  In
 the event the Registration Statement has not been declared effective by  May
 27, 2006, the Company shall immediately issue or pay, as the case may be, to
 Holder 50,000 shares of common stock and $15,000 for each 30 day period,  or
 portion thereof, that the Registration Statement is not effective, with  the
 monthly payment amount  to increase to  $20,000 for each  30 day period,  or
 portion thereof, after  the first 90  day period.   For financial  reporting
 purposes, the Company has  deemed this default  provision to be  liquidating
 damages.  If the Registration Statement is not effective by May 27, 2006 and
 GGI  asserts  it  right  under  the  default  provision,  the  Company  will
 immediately recognize  an  expense for  the  fair value  of  the  liquidated
 damages for  each 30  day period  the Registration  Statement has  not  been
 declared effective.

 The Registration  Rights Agreement  requires the  Company  to file  an  SB-2
 Registration Statement related  to the offer  and sale of  common under  the
 Debenture and  Warrant Agreements.   The  Company  has determined  that  the
 agreement is not a freestanding  derivative financial instrument under  EITF
 00-19  "Accounting  for   Derivative  Financial   Instruments  Indexed   to,
 Potentially Settled in,  a Company's Own  Stock."  Therefore,  no value  has
 been assigned for financial reporting purposes.


 Item 2.   Management's Discussion and Analysis or Plan of Operation

 Results of Operations

 The following discussion and analysis should be read in conjunction with the
 Consolidated Financial Statements and Notes thereto, and is qualified in its
 entirety by the foregoing and by  other more detailed financial  information
 appearing elsewhere.

 Three Months Ended March 31, 2006  Compared to Three Months Ended March 31,
 2005

      Company-owned Clinic  Patient Billings.   For  the three  months  ended
 March 31,  2006,  patient billings  decreased  from $2,656,000  in  2005  to
 $2,273,000 in 2006.  The $383,000  decrease was due primarily to a  decrease
 in the number of personal injury cases.

      Provision for Discount.   For the  three months ended  March 31,  2006,
 provision for discount on patient billings  decreased from $999,000 in  2005
 to $768,000 in 2006.   $130,000 is attributable  to the decrease in  patient
 billings and  $174,000  is attributable  to  a downward  adjustment  in  the
 allowance as a percentage of patient billings from 38% in the 2005 period to
 34% in  the  2006  period.   The  adjustment  reflects an  increase  in  the
 collection percentage on cases that were  settled by patient's attorneys  in
 2006 compared to 2005.

      Net Patient Billings Retained  from Affiliated Clinics  as Agent.   For
 the three months ended March 31, 2006, net billings retained increased  from
 $78,000 to $164,000  due to  an increase  in the  number of  clinics in  the
 program from 15 to 30 clinics.

      Compensation and Benefits.  For the three months ended March 31,  2006,
 compensation and benefits  decreased from $736,000  in 2005  to $718,000  in
 2006.  $51,000 of the decrease is attributable to compensation and  benefits
 for RehabCo in 2005  with no comparable expense  in 2006 offset by  a$44,000
 increase attributable to compensation and benefits for two former affiliated
 clinics, which were acquired in August 2005.

      Marketing and Advertising.  For the three months ended March 31,  2006,
 marketing and advertising decreased from $294,000 in 2005 to $274,000 in the
 2006 period.  The  decrease is attributable to  a corresponding decrease  in
 patient billings for personal injury cases.

      General and Administrative.  For the three months ended March 31, 2006,
 general  and  administrative  increased  from  $269,000 in  2005 to $315,000
 in  2006.  Facility  expenses   including   rent  and   utilities  increased
 approximately $25,000 in the 2006 period  in connection with the  relocation
 of the  corporate  office  in  January  2006  and  the  acquisition  of  two
 affiliated  clinics  in  August  2005.  In  addition,  depreciation  expense
 increased $23,000 in  the 2006 period  due primarily to  the acquisition  of
 spinal decompression equipment.

      Bad Debt.    For  the three  months  ended  March 31,  2006,  bad  debt
 decreased from  $200,000  in 2005  to  $146,000 in  2006.   The  expense  is
 attributable to the 100% write-off of  personal injury cases billings  where
 the patient  was released  by  the clinic  because  there was  no  insurance
 coverage for the patient or the responsible party.


 Six Months Ended March 31, 2006 Compared to Six Months Ended March 31, 2005

      Company-owned Clinic Patient Billings.  For the six months ended  March
 31, 2006, patient billings decreased from  $4,924,000 in 2005 to  $4,641,000
 in 2006.   The $283,000  decrease was  due primarily  to a  decrease in  the
 number of personal injury cases.

      Provision for  Discount.   For the  six months  ended March  31,  2006,
 provision for discount on patient billings decreased from $1,978,000 in 2005
 to $1,718,000 in 2006.  $105,000 is attributable to the decrease in  patient
 billings and  $156,000  is attributable  to  a downward  adjustment  in  the
 allowance as a percentage of patient billings from 40% in the 2005 period to
 37% in  the  2006  period.   The  adjustment  reflects an  increase  in  the
 collection percentage on cases that were  settled by patient's attorneys  in
 2006 compared to 2005.

 Net Patient Billings Retained from Affiliated Clinics as Agent.  For the six
 months ended March 31, 2006, net  billings retained increased from  $138,000
 to $380,000 due to an increase in the number of clinics in the program  from
 15 to 30 clinics.

      Compensation and Benefits.   For the six months  ended March 31,  2006,
 compensation and benefits increased from $1,398,000 in 2005 to $1,466,000 in
 2006.  Compensation and benefits at company-owned clinics increased $150,000
 with $88,000  attributable  to  compensation and  benefits  for  two  former
 affiliated clinics,  which  were acquired  in  August 2005  and  $60,000  in
 compensation earned by doctors for higher clinic profits in 2006 compared to
 2005.  The increase in company-owned  expense was offset a $51,000  decrease
 attributable to  compensation  and benefits  for  RehabCo in  2005  with  no
 comparable expense in 2006.

      Marketing and Advertising.   For the six months  ended March 31,  2006,
 marketing and advertising increased from $567,000 in 2005 to $592,000 in the
 2006 period.  The  increase is attributable to  a corresponding increase  in
 patient billings for personal injury cases.

      General and Administrative.  For the  six months ended March 31,  2006,
 general and administrative increased  from $533,000 in  2005 to $638,000  in
 2006.     Facility  expenses   including   rent  and   utilities   increased
 approximately $50,000 in the 2006 period  in connection with the  relocation
 of the  corporate  office  in  January  2006  and  the  acquisition  of  two
 affiliated clinics  in  August  2005.   In  addition,  depreciation  expense
 increased $28,000 in  the 2006 period  due primarily to  the acquisition  of
 spinal decompression equipment.

      Bad Debt.  For the six months ended March 31, 2006, bad debt  decreased
 from $200,000 in 2005 to $146,000 in  2006.  The expense is attributable  to
 the 100% write-off of personal injury  cases billings where the patient  was
 released by  the clinic  because there  was no  insurance coverage  for  the
 patient or the responsible party.


 Liquidity and Capital Resources

 For the  six  months  ended March  31,  2006,  net cash  used  in  operating
 activities was $185,000.  The primary reasons for the difference of $569,000
 between net income of $384,000 and net cash provided by operating activities
 is a  $733,000 increase  in net  accounts receivable  offset by  a  $155,000
 increase in accounts payable and accrued expenses.

 Collections on  patient  billings  increased  from  $2,365,000  in  2005  to
 $2,622,000 in 2006.   The Company  forecast for the  six month period  ended
 March 31, 2006  was $2,900,000.   The shortfall  was due  to fewer  personal
 injury cases  being settled  than had  been forecasted  based on  historical
 data.  However, the  average collections for settled  cases were within  the
 forecast range.  After discussions  with attorneys, Management believes  the
 shortfall was due  to an  increase in the  number of  personal injury  cases
 being sent  into  litigation  by  the  attorneys  due  lower  than  expected
 settlement offers  by the  insurance companies.   The  Company is  currently
 evaluating the impact on cash flow  but still expects to meet its  financial
 obligations due to an anticipated increase  in the total number of  personal
 injury cases scheduled for settlement.

 As disclosed  in Note  4 Convertible  Debenture,  the Company  was  advanced
 $250,000 on January 11, 2006 and $200,000 on May 2, 20006 from the  proceeds
 of the $1,000,000 Convertible Debenture Principal.  The Company will receive
 $550,000 within 5 days of the  effective date of the Form SB-2  Registration
 Statement filed with  the Securities and  Exchange Commission  on  April 28,
 2006.  $115,000 of the $450,000 advance to date was applied to 2005  payroll
 taxes due the IRS and the remainder of $335,000 to working capital.

 As of March 31, 2006, the Company was current on 2006 payroll taxes and owed
 the IRS for 2004 payroll trust fund  taxes in the amount of $426,000,  which
 it intends to pay from the $550,000 remaining proceeds from the  Convertible
 Debenture  no  later  than  June  15,  2006.   The  IRS  has  also  assessed
 approximately $390,000 in penalties and interest  for late payment of  taxes
 for the period 1999 to 2004.

 Management continues  to pursue  a loan  using  the accounts  receivable  as
 collateral and  expects to  receive multiple  proposals within  the next  30
 days.   The proceeds  from the  loan should  be in  a range  of $800,000  to
 $1,000,000.


 Forward-Looking Information

 This report  contains  certain forward-looking  statements  and  information
 relating to  the Company  that are  based on  the beliefs  of the  Company's
 management  as  well  as  assumptions  made  by  and  information  currently
 available to the Company's management. When  used in the report, words  such
 as "anticipate," "believe,"  "estimate," "expect,"  "intend," "should,"  and
 similar expressions,  as  they relate  to  the Company  or  its  management,
 identify forward-looking statements.   Such statements  reflect the  current
 views of  the Company  with respect  to  future events  and are  subject  to
 certain risks, uncertainties,  and assumptions relating  to the  operations,
 results of  operations,  liquidity,  and growth  strategy  of  the  Company,
 including competitive factors  and pricing pressures,  changes in legal  and
 regulatory requirements, interest  rate fluctuations,  and general  economic
 conditions, as well as other factors  described in this report.  Should  one
 or more of  the risks materialize,  or should  underlying assumptions  prove
 incorrect, actual  results  or  outcomes  may  vary  materially  from  those
 described herein as anticipated, believed, estimated, expected, or intended.


                         Part II.  OTHER INFORMATION

 Item 1.  Legal Proceedings

 There have been no material events related to legal proceedings.


 Item 2.  Changes in Securities and Use of Proceeds

 Not applicable


 Item 3.  Defaults upon Senior Securities

 None to report


 Item 4.   Submission of matters to a vote of security holders

 None to report


 Item 5.  Other Information

 None


 Item 6.  Exhibits

 31.1     Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
          2002 for Dr. J. W. Stucki, President and Chief Executive Officer

 31.2     Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
          2002 for John C. Stuecheli, Vice President and Chief Financial
          Officer

 32.1     Certification pursuant to 18 U.S.C Section 1350, as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for
          Dr. J.W. Stucki, President and Chief Executive Officer

 32.2     Certification pursuant to 18 U.S.C Section 1350, as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for
          John C. Stuecheli, Vice President and Chief Financial Officer


                               SIGNATURES

      In accordance with Section 13 or  15(d) of the Securities Exchange  Act
 of 1934, the Registrant caused this Report to be signed on its behalf by the
 undersigned, thereunto duly authorized.


                               AMERICAN HEALTHCHOICE, INC.

 Date: July 14, 2006           By:  /s/ Dr. J.W. Stucki
                               Dr. J.W. Stucki, Chief Executive
                               Officer and President

 Date: July 14, 2006           By:  /s/John C. Stuecheli
                               John C. Stuecheli, Chief Financial
                               Officer and Vice President - Finance
                               (Principal Financial and Accounting Officer)