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 December 31, 2005

   [   ]    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 [   ]

      Check whether the issuer is a  shell company (as defined in Rule  12b-2
 of the Exchange Act).  Yes [   ] No [ X ]

      As of December 31, 2005, there were outstanding 110,970,759 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 December 31, 2005



       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 ........................          6


       Part II Other Information

         Item 1.  Legal Proceedings ........................          7

         Item 2.  Changes in Securities and Use of Proceeds           7

         Item 3.  Defaults upon Senior Securities ..........          8

         Item 4.  Submission of Matters to a Vote of
                  Security Holders .........................          8

         Item 5.  Other Information ........................          8

         Item 6.  Exhibits and Reports on Form 8-K .........          8


       Signatures ..........................................          8

<PAGE>
                        PART I. FINANCIAL INFORMATION

 Item 1. Financial Statements

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEET
                                 (Unaudited)
                             DECEMBER 31, 2005

                                   ASSETS
 Current Assets:

 Cash                                                         $     19,280
 Accounts receivable, less allowance for doubtful
   accounts of $ 4,266,359                                       6,425,712
 Notes receivable                                                  166,071
 Other current assets                                               40,426
                                                               -----------
      Total current assets                                       6,651,489

 Property and equipment, net                                       454,635
 Goodwill, net                                                   1,348,570
                                                               -----------
      Total assets                                            $  8,454,694
                                                               ===========

                  LIABILITIES AND STOCKHOLDERS' EQUITY

 Current Liabilities:

 Notes payable and capital lease obligations                  $    230,641
 Acquisition note payable including accrued interest             1,200,497
 Bankruptcy claims of unsecured creditors                          210,000
 Obligations to related parties                                  1,450,492
 Accrued payroll taxes and penalties                               657,650
 Accrued affiliated clinic management fees                         369,302
 Accounts payable and accrued expenses                             577,212
                                                               -----------
      Total current liabilities                                  4,695,794

 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;110,970,759 shares issued and outstanding            110,971
 Additional paid-in capital                                     20,751,088
 Accumulated deficit                                           (18,490,659)
                                                               -----------
      Total stockholders' equity                                 3,758,900
                                                               -----------
      Total liabilities and stockholders' equity              $  8,454,694
                                                               ===========

      See accompanying notes to these consolidated financial statements.

<PAGE>
                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (Unaudited)


                                                Three Months Ended December 31,
                                                -------------------------------
                                                      2004             2005
                                                   ----------       ----------
 Revenues:
   Patient billings                               $ 2,472,832      $ 2,843,223
   Allowance for discount on billings               1,047,168        1,083,381
                                                   ----------       ----------
     Net revenues                                   1,425,664        1,759,842

 Operating Expenses:
   Compensation and benefits                          662,146          747,611
   Marketing and advertising                          273,312          318,539
   General and administrative                         275,401          323,269
   Affiliated clinic management fees                   65,585          125,000
                                                   ----------       ----------
     Total operating expenses                       1,276,444        1,514,419

                                                   ----------       ----------
 Operating income                                     149,220          245,423

 Other Expenses:
   Interest expense                                    20,777           37,116
   Other expense                                        9,500                -
                                                   ----------       ----------
      Total other expense                              30,277           37,116

                                                   ----------       ----------
 Net Income                                       $   118,943      $   208,307
                                                   ==========       ==========

 Basic and Diluted Net Income Per Share           $         -      $         -

 Weighted Average Common Shares Outstanding       101,900,000      111,000,000


      See accompanying notes to these consolidated financial statements.

<PAGE>

                              AMERICAN HEALTHCHOICE, INC.
                                   AND SUBSIDIARIES

                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                     (Unaudited)


                                                Three Months Ended December 31,
                                                -------------------------------
                                                      2004             2005
                                                   ----------       ----------
 Cash Flows From Operating Activities:
 Net income                                       $   118,943      $   208,307
 Adjustments to reconcile net income to net
   cash provided by operating activities:
   Depreciation and amortization                       16,644           22,500
   Other                                               26,750                -

 Change in operating assets and liabilities, net:
   Accounts receivable-trade                         (265,649)        (533,810)
   Other current assets                                 3,678           42,762
   Accounts payable and accrued expenses              144,889          296,655
                                                   ----------       ----------
     Net cash provided by operating activities         45,255           36,414

 Cash Flows From Investing Activities:
   Payments on note receivable                          8,000                -
   Property and equipment                              (9,414)          (8,300)
                                                   ----------       ----------
     Net cash used in investing activities             (1,414)          (8,300)

 Cash Flows From Financing Activities:
   Payments on notes payable and capital leases       (29,966)         (17,433)
                                                   ----------       ----------
     Net cash used in financing activities            (29,966)         (17,433)
                                                   ----------       ----------
 Net Increase In Cash                                  13,875           10,681
 Cash At Beginning Of Year                              9,571            8,599
                                                   ----------       ----------
 Cash At End Of Period                            $    23,446      $    19,280
                                                   ==========       ==========
 Supplemental Disclosure Of Cash Flow Information:
   Income taxes paid                              $         -      $         -
   Interest paid                                        4,000           23,500

 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                    14,000                -


      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,
 Tennessee  and  Kansas.  Substantially all  of  the Company's  revenues  are
 derived from 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  three months ended December 31, 2005  are
 not necessarily indicative of the results to be expected for the full  year.
 It is suggested that the December 31, 2005 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 - Revenue is  recognized upon performance of  services.
 Substantially all  of  the  Company's  revenues  are  derived  from  medical
 services provided to  patients treated  at the  Company's company-owned  and
 affiliated clinics.  The  allowance for discount on  patient billings is  an
 accounting estimate of  the anticipated discounts  on patient billings  upon
 settlement and  anticipated  write-off  of patient  billings  for  which  no
 settlement is received by the treating clinic.  Allowances are maintained at
 levels considered appropriate by Management based upon historical experience
 and other factors deemed pertinent. Net patient billings are the anticipated
 reimbursement  for  medical services provided during the  reported period of
 operations.

 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.

 Goodwill  -  The  Company adopted the  provisions  of  Financial  Accounting
 Standard ("FAS") 142, "Goodwill and Other  Intangible Assets" as of  October
 1, 2001.  This policy requires an impairment test, which is performed by the
 Company on an annual basis.

 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  three  agreements  with
 Golden  Gate  Investors, Inc.  ("GGI"): (i)  4  3/4%  Convertible  Debenture
 ("Debenture"),  (ii)  Warrant to  Purchase  Common  Stock  ("Warrant"),  and
 Securities Purchase Agreement.

 The Debenture  Principal  Amount is  $30,000  and  has a  maturity  date  of
 December 29, 2008.  The conversion price shall be 85% of the average of  the
 5 lowest volume weighted average prices("vwap")  during the 20 trading  days
 prior to GGI's election to convert.  If  GGI elects to convert a portion  of
 the Debenture and, on the day  that the election is  made, the vwap is  less
 than $0.075, the Company shall have the right to prepay that portion of  the
 Debenture that GGI elected to convert, plus any accrued and unpaid interest,
 at 120% of such amount.  In the event that the Company elects to prepay that
 portion of the  Debenture, GGI shall  the right to  withdraw its  conversion
 notice.

 On February 2, 2006 the  Company filed a Form  SB-2 with the Securities  and
 Exchange Commission relating to the offer and sale of securities included in
 the agreements with GGI.  If the Form SB -2 is not effective by the 90th day
 from December 29,  2005, the  Company shall  be subject  to certain  default
 provisions.  On January 10, 2006  the Company received the $30,000  proceeds
 from the Debenture  and a  prepayment of  $220,000 towards  the exercise  of
 warrant shares.


 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 December 31, 2005 Compared to Three Months Ended December
 31, 2004

      Patient  Billings.  For the  three  months  ended  December  31,  2005,
 patient billings increased from  $2,473,000 in 2004  to $2,843,000 in  2005.
 Patient billings  at  company-owned  clinics increased  $65,000  or  3%  due
 primarily to an increase in personal  injury  cases at the clinics.  Patient
 billings at affiliated clinics increased from  $168,000 in 2004 to  $478,000
 in 2005 due to an increase in the number  of clinics in the program from  15
 to 30 clinics.

      Allowance for  Discount  on  Billings.   For  the  three  months  ended
 December 31,  2005,  allowance  for  discount  on  billings  increased  from
 $1,047,000 in 2004 to $1,083,000 in  2005.  $155,000 is attributable to  the
 increase in patient billings in the amount of $370,000 offset by an $119,000
 downward adjustment in  the allowance as  a percentage  of patient  billings
 from 42% in  the 2004  period to 38%  in the  2005  period.  The  adjustment
 reflects an increase in the collection percentage on cases that were settled
 by patient's  attorneys  in 2005  compared  to  2004 and  a  higher  overall
 collection percentage for affiliated and medical clinic billings.

      Compensation and Benefits.   For the  three months  ended December  31,
 2005, compensation and benefits increased from $662,000 in 2004 to  $748,000
 in  2005.  Compensation  and  benefits  at company-owned  clinics  increased
 $100,000 with  $44,000 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 2005 compared to
 2004.

      Marketing and Advertising.   For the  three months  ended December  31,
 2005, marketing and advertising increased from $273,000 in 2004 to  $319,000
 in the 2005 period.  The patient billings  for the 2005 period had a  higher
 percentage of personal injury cases, which carry higher marketing  expenses.
 As discussed above under allowance for discount on billings, the  collection
 percentage on personal  injury cases is  greater than  major medical  cases,
 which partially mitigates the higher marketing expense.

      General and Administrative.   For the three  months ended December  31,
 2005, general and administrative increased from $275,000 in 2004 to $323,000
 in 2005.  Legal and professional expense increased from $39,000 in the  2004
 period to $52,000 in the 2005 period due primarily to legal expenses related
 to lawsuits where the Company is  the plaintiff.  In addition,  depreciation
 expense increased from  $17,000 in the  2004 period to  $23,000 in the  2005
 period due primarily to acquisition of clinic equipment.

      Affiliated Clinic  Management Fees.   Due  to the  related increase  in
 patient, management fees  attributable to patient  billings from  affiliated
 clinics were $125,000  in the 2005  period compared to  $66,000 in the  2004
 period.

 Liquidity and Capital Resources

 For the three months ended December 31, 2005, net cash provided by operating
 activities was $36,000.  The primary reasons for the difference of  $172,000
 between net income of $208,000 and net cash provided by operating activities
 is a  $534,000 increase  in net  accounts receivable  offset by  a  $297,000
 increase in accounts payable and accrued expenses.

 Collections on  patient  billings  increased  from  $1,144,000  in  2004  to
 $1,303,000 in 2005.  The Company  forecast for the three month period  ended
 December 31, 2005 was $1,400,000.   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.

 On December 29, 2005,  the Company  executed a series  of agreements with  a
 private investor under which it issued  a $30,000 convertible debenture  and
 related warrants for  the investor to  purchase up to  $3,270,000 of  common
 stock.   On  January 10, 2006,  the  Company  received  initial  funding  of
 $250,000  from  this  investor.  On February 2, 2006,  the  Company  filed a
 Form  SB-2  Registration Statement  under the Securities  Act of 1933.  When
 this  Registration   Statement  becomes  effective,  additional  funding  of
 approximately $350,000 will be available to the Company.

 As of December 31, 2005,  the Company  owed the IRS  for 2004 payroll  trust
 fund taxes  in the  amount of  $407,000  and  2005 taxes  in the  amount  of
 $115,000.  On January 24, 2006 $115,000 of the initial debenture funding was
 applied  to  the  outstanding  taxes.  The remainder will  be  paid from the
 funding at the  effective  date  of  the  Registration  Statement  and  from
 operating  cash flow.  The  Company  must  still  negotiate  the  amount  of
 penalties and interest  due the IRS in connection  with  the  unpaid  taxes.
 Although an exact amount can not be determined at this time, Management  has
 reserved approximately $160,000 as of September 30, 2005.

 In connection with the clinic acquisition in August 2000, the Company issued
 a  note  payable,  which  had  an  original  due date of  September 1, 2003.
 The amount  due  as  of  December 31, 2005 including  accrued  interest  was
 $1,200,000.  The  Company has  obtained an  extension until  June 30,  2006.
 Interest will continue to accrue at $5,600 per month.

 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 and Reports on Form 8-K

 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

 The Company filed a Form 8-K on January 17, 2006 related to the issuance of
 a debenture and related agreements.


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

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