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 June 30, 2004

    [ ]     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.)

      2221 Justin Road, Suite 119-154, Flower Mound, TX        75028
      (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 [   ]

      As of June 30, 2004, there were outstanding 104,195,259 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 June 30, 2004



       Part I Financial Information

         Item 1.  Financial Statements

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

            Consolidated Statement of Operations ...........          3

            Consolidated Statement 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 ........................          9

         Item 2.  Changes in Securities and Use of Proceeds           9

         Item 3.  Defaults upon Senior Securities ..........          9

         Item 4.  Submission of Matters to a Vote of
                  Security Holders .........................          9

         Item 5.  Other Information ........................          9

         Item 6.  Exhibits and Reports on Form 8-K .........          9

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

               Certifications ..............................         11

<PAGE>

                        PART I. FINANCIAL INFORMATION

 Item 1. Financial Statements

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEET
                                 (Unaudited)
                                JUNE 30, 2004

                                   ASSETS
 Current Assets:
 Cash                                                         $     23,562
 Accounts receivable, less allowance for doubtful
   accounts of $ 4,974,724                                       5,305,652
 Other current assets                                              123,821
                                                               -----------
      Total current assets                                       5,453,035

 Property and equipment, net                                       445,958
 Goodwill, net                                                   1,348,570
                                                               -----------
      Total assets                                            $  7,247,563
                                                               ===========

                  LIABILITIES AND STOCKHOLDERS' EQUITY

 Current Liabilities:
 Notes payable and capital lease obligations                  $  1,053,882
 Bankruptcy claims of unsecured creditors                          528,500
 Bankruptcy claims of related parties                              616,481
 Accrued payroll and payroll taxes                                 999,178
 Accounts payable and accrued expenses                             534,222
                                                               -----------
      Total current liabilities                                  3,732,263

 Commitments and Contingent Liabilities                                  -

 Stockholders' Equity:
 Preferred stock, $.001 par value; 5,000,000 shares
   authorized; none issued                                               -
 Common stock, $.001 par value; 115,000,000 shares
   authorized; 104,195,259 shares issued and outstanding           104,195
 Options to acquire common stock                                     8,000
 Additional paid-in capital                                     22,057,989
 Accumulated deficit                                           (18,654,884)
                                                               -----------
      Total stockholders' equity                                 3,515,300
                                                               -----------
      Total liabilities and stockholders' equity              $  7,247,563
                                                               ===========

      See accompanying notes to these consolidated financial statements.

<PAGE>
<TABLE>
                          AMERICAN HEALTHCHOICE, INC.
                                AND SUBSIDIARIES

                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)


                                    Three Months Ended June 30,        Nine Months Ended June 30,
                                    ----------------------------       ---------------------------
                                       2003             2004              2003             2004
                                    ----------       ----------        ----------       ----------
 <S>                               <C>              <C>               <C>              <C>
 Revenues:
   Patient billings                $ 1,972,188      $ 2,515,026       $ 5,897,304      $ 6,989,884
   Allowance for discount
     on billings                       885,962        1,184,293         2,623,780        3,270,656
                                    ----------       ----------        ----------       ----------
     Net revenues                    1,086,226        1,330,733         3,273,524        3,719,228

 Operating Expenses:
   Compensation and benefits           698,529          697,153         2,050,879        1,986,786
   General and administrative          149,620          239,778           511,993          627,006
   Advertising and marketing           220,049          308,697           651,249          813,961
   Rent                                 86,346           81,277           263,054          243,131
                                    ----------       ----------        ----------       ----------
      Total operating expenses       1,154,544        1,326,905         3,477,175        3,670,884

                                    ----------       ----------        ----------       ----------
 Operating Income (Loss)               (68,318)           3,828          (203,651)          48,344

   Interest expense and other
     costs of borrowing                (18,268)         (18,193)          (53,114)         (55,231)
   Bad debt loss (See Note 8)                -         (900,000)                -         (900,000)
                                    ----------       ----------        ----------       ----------
 Net Loss                          $   (86,586)     $  (914,365)      $  (256,765)     $  (906,887)
                                    ==========       ==========        ==========       ==========

 Basic and Diluted Net Loss
   Per Share                       $         -     $      (0.01)      $         -      $     (0.01)


 Weighted Average Common Shares
   Outstanding                      88,100,000      108,148,000        88,100,000      105,032,000


     See accompanying notes to these consolidated financial statements.

</TABLE>
<PAGE>

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)


                                                    Nine Months Ended June 30,
                                                    --------------------------
                                                        2003         2004
                                                      ---------    ---------
 Cash Flows From Operating Activities:
 Net loss                                            $ (256,765)  $ (906,887)
 Adjustments to reconcile net loss to net
   cash provided by operating activities:
   Allowance for doubtful accounts                    2,623,780    3,270,656
   Bad debt loss                                              -      900,000
   Employee compensation-stock                           36,000            -
   Depreciation and amortization                         23,352       22,689
 Change in operating assets and liabilities, net:
   Accounts receivable-trade                         (2,455,031)  (3,658,868)
   Other current assets                                  (4,396)      12,939
   Accounts payable and accrued expenses                 56,828      398,762
                                                      ---------    ---------
        Net cash provided by operating activities        23,808       39,291

 Cash Flows From Investing Activities:
   Property and equipment                               (30,685)      (2,356)
                                                      ---------    ---------
        Net cash used in investing activities           (30,685)      (2,356)

 Cash Flows From Financing Activities:
   Proceeds from notes payable                                -            -
   Payments on notes payable and capital leases          (1,200)     (34,444)
                                                      ---------    ---------
        Net cash used in financing activities            (1,200)     (34,444)
                                                      ---------    ---------
 Net Increase (Decrease) In Cash                         (8,077)       2,491
 Cash At Beginning Of Year                               11,296       21,071
                                                      ---------    ---------
 Cash At End Of Period                               $    3,219   $   23,562
                                                      =========    =========

 Supplemental Disclosure Of Cash Flow Information:
   Income taxes paid                                 $    2,000   $    1,500
   Interest paid                                     $    1,000   $    5,000

 Supplemental Disclosure Of Non-Cash Transactions:
   Purchase of equipment through issuance
     of notes payable                                    23,254      115,850
   Issuance of stock in connection with legal
     and consulting agreements                                -       79,000
   Conversion of debenture into stock                         -    1,310,400


      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)  consists of  a
 parent company and twelve clinics  providing medical, physical therapy,  and
 chiropractic services in  San Antonio, McAllen,  Laredo, San Benito,  Corpus
 Christi and Houston, Texas, and New  Orleans, Louisiana.  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.


 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 accounting  principles  generally  accepted in  the  United  States  of
 America  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 nine months ended  June 30, 2004  are not
 necessarily indicative of the results to be expected for the full year.   It
 is  suggested  that  the June  30,  2004  financial information  be  read in
 conjunction with the financial statements and notes thereto included in  the
 Company's Form 10-KSB dated September 30, 2003.


 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 revenues - Revenue is  recognized upon performance of  services.
 Substantially all  of  the  Company's  revenues  are  derived  from  patient
 insurance settlements,  claims filed  on  major medical  policies,  worker's
 compensation policies, Medicare, and Medicaid.  Allowances for discounts  on
 services provided  are recognized  in the  periods  the related  revenue  is
 earned.  Allowances  are  maintained  at  levels considered  appropriate  by
 management based  upon historical  charge-off experience  and other  factors
 deemed pertinent by management.

 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  -  Goodwill  is  accounted  for  according to  the  provisions  of
 Financial Accounting Standard  ("FAS") 142, "Goodwill  and Other  Intangible
 Assets".  This policy requires an impairment test, which is performed by the
 Company on an annual basis.  As of June 30,  2004 and for the three and nine
 months period  then ended,  Management has determined there is no additional
 impairment of goodwill.

 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,  plus  other  potentially  dilutive  securities
 outstanding.  If the result of assumed conversions is dilutive, net earnings
 are adjusted for  the interest expense  on the convertible  debt, while  the
 average shares of common stock outstanding are increased.


 4.Convertible Debentures

 As part  of  the Plan  of  Reorganization  confirmed by  the  United  States
 Bankruptcy Court on  August 8,  2000 and  effective September  9, 2000,  the
 holders of  the  August  1998 Regulation  D  Debentures  agreed  to  replace
 debentures in the  principal amount of  $3,385,000 and  accrued interest  of
 $312,000 as of October 19, 1999 with new three year debentures dated  August
 24, 2000.  The issuance of these new debentures replaced and superceded  any
 prior debt obligation  of the  Company to the  holders of  the Regulation  D
 debentures.  The new debentures were  convertible into 20,475,000 shares  of
 common stock at  the holder's  option at  any time  during the  term of  the
 debentures.

 Per the new debenture agreement any  portion of the debentures which  remain
 outstanding as of the August 24, 2003 maturity date would  be  automatically
 converted into shares of common stock.  Between March 15 and  April 5, 2004,
 the escrow  trustee sent  notices of  conversion to  the Company's  transfer
 agent for 5,628,449 shares  leaving 1,698,403 unconverted  shares.  Per  the
 agreement, the Company can cause the unconverted portion to be automatically
 converted if  the balance  is less  than 2,000,000  shares.   Therefore  the
 Company issued the remaining shares on April 6, 2004.

 On July 26, 2004 the Company  received notification of termination from  the
 Office of the Secretary  of State of Texas  for the UCC Financing  Statement
 originally filed on September 22, 2000.  The release of this lien gives  the
 Company the  ability  to  borrow money  using  its  accounts  receivable  as
 collateral.


 5.   Affiliated Clinics

 From the time of  the sale of the  Georgia medical clinics  in 1999 to  June
 2003, 100% of  revenue from  operations has  been from  patient billings  at
 clinics located in Texas and Louisiana, which are owned and operated by  the
 Company.  During the last three  years, Management has continued to  develop
 relationships with attorneys who have offices in major cities in Texas, and,
 has also  expanded its  base of  independent marketers  and other  marketing
 sources for  patient  referrals in  locations  where the  Company  does  not
 currently operate clinics.  In June of 2003, the Company initiated a project
 to increase  patient  billings  through revenue  sharing  arrangements  with
 established clinics owned or operated by  independent doctors.  Under  these
 arrangements, the Company  directs patients  to these  clinics from  already
 established marketing sources  and the independent  doctor  provides medical
 services to the patients.  The  Company reports patient billings as  revenue
 and  then pays  the treating doctor  a fee at  the time of  collection.  The
 focus to date has been  in large Texas cities,  such as Houston and  Austin,
 where there are  no owned clinics  but the Company  has a relationship  with
 attorneys, and in localities such as  the Rio Grande Valley where there  are
 attorneys and established marketing sources but the Company does not have an
 owned clinic within a 30 minute travel time for prospective patients.  As of
 June 15, 2004, the Company has arrangements with fifteen clinics,  including
 two in Austin, two in the Dallas area, and six in the Houston area.  For the
 nine  month  period  ended  June  30,  2004,  patient  billings  from  these
 affiliated clinics was  approximately $550,000.   The Company  believes this
 new source of patient billings should become a larger percentage of  revenue
 and operating income in the future.


 6.   Clinic Acquisitions

 As discussed in  the Form  10-KSB for the  fiscal year  ended September  30,
 2003, the Company has an obligation to issue an additional 82,110,000 common
 shares of common stock per the acquisition agreement dated August, 2000.  On
 May 10, 2004, the Board of Directors approved an amendment to the  agreement
 whereby the Company  would issue  $2,000,000 of  a new  series of  preferred
 stock to the sellers in lieu of issuing common shares.  Since the  preferred
 stock will be convertible into common stock at $0.05 per share, the  Company
 must have  at least  40,000,000 un-issued  shares available  for  conversion
 purposes.  As of June 30, 2004 the Company has approximately 10,000,000  un-
 issued shares available under the 115,000,000 authorized common shares.  The
 preferred stock can not be issued  until the number of authorized common  is
 increased to  200,000,000 shares,  which will  require shareholder  approval
 under the bylaws  of the  Company.  A  shareholder meeting  is  scheduled on
 September 2, 2004  to approve  an increase  in authorized  common shares  to
 200,000,000.  The issuance  of the  preferred  stock  with stated  value  of
 $2,000,000 will  cause a  corresponding $2,000,000  reduction in  additional
 paid-capital.  Therefore,  total  stockholders'  equity  does not change  in
 value.


 7.   Obligation in Default

 In September 2000, the Company  issued a note in  the amount  of $900,000 in
 connection with  the acquisition  of three  clinics,  which was  reduced  to
 $787,500 in connection  with a  lawsuit settlement  in September  2002.   An
 additional note in the amount of $50,000 was issued in December 2000.   Both
 notes  were  due  September  1,  2002.   The  total  obligation  in default,
 including accrued interest, was $1,094,000 as of June 30, 2004.  The Company
 has executed  an amendment  to extend  the due  date to  December 31,  2004.
 Interest will continue to accrue at 8% per annum.


 8.   Bad Debt Loss

 In August 2000,  the  Company  executed an Agreement  to acquire three Texas
 clinics in Laredo, Corpus Christi and San Benito.  The acquisition  cost was
 $5,247,000.  At the acquisition date, the Company estimated it would collect
 approximately $2,100,000 of the $4,100,000 gross accounts receivable.  As of
 June 30, 2004,  approximately $1,000,000 of the accounts receivable acquired
 in 2000 remained uncollected.  The Company has elected  to record a $900,000
 bad  debt  loss on the statement of operations  to  write-off  the remaining
 outstanding accounts  receivable.  Since the bad debt loss  does not pertain
 to  fiscal  year  2004  operations,  the charge was excluded  from operating
 income for the three month and nine month periods ended June 30, 2004.


 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  June 30, 2004  Compared to Three  Months Ended  June 30,
 2003

      Patient Billings.  For  the three months ended  June 30, 2004,  patient
 billings increased  from $1,972,000  in  2003  to $2,515,000  in  2004.  The
 increase is  attributable  to $228,000  increase  in patient  billings  from
 affiliated clinics in  the 2004  period and a  $298,000 or  16% increase  in
 patient billings from owned clinics in the 2004 period compared to the  2003
 period.

      Allowance for Discount on  Billings.  For the  three months ended  June
 30, 2004, allowance for discount on billings increased from $886,000 for the
 same period in  2003  to $1,184,000  in 2004.  $244,000 of  the increase  is
 attributable to the increase in patient  billings in the amount of  $491,000
 and $54,000 to  an upward  adjustment in the  allowance as  a percentage  of
 patient billings from 45% in the 2003 period to 47% in the 2004 period.  The
 adjustment reflects  an increase  in the  estimate  for amount  of  personal
 injury cases written off  in the 2004 period  due primarily to the  attorney
 dropping  the  client  for  lack  of  insurance  coverage.   The  collection
 percentage on  cases  that  were settled  by  patient's  attorneys  in  2004
 compared to 2003 was not materially different.

      Compensation and Benefits.  For the  three months ended June 30,  2004,
 compensation  and  benefits  decreased  from  $699,000  in 2003  to $697,000
 in 2004.  The number  of employees  at the clinics and corporate office  was
 unchanged in 2004 compared to 2003.

      General and Administrative.  For the three months ended June 30,  2004,
 general and administrative increased  from $150,000 in  2003 to $240,000  in
 2004.  Management  fees  attributable to  patient billings  from  affiliated
 clinics were  $35,000 in  the 2004  period compared  to $4,000  in the  2003
 period.  Legal and professional expense  increased from $15,000 in the  2003
 period to $34,000  in the  2004 period  due primarily  to investor  relation
 expense.  There were no material changes in other expense categories in  the
 2004 period compared to the 2003 period.

      Marketing and Advertising.  For the  three  months ended June 30, 2004,
 marketing and advertising  increased from $220,000  in 2003  to $309,000  in
 2004.  The increase is attributable to the 28% increase in patient  billings
 in the 2004 period compared to  the 2003 period.  Marketing and  advertising
 expense as a percentage of patient billings was comparable for both periods.

      Rent.   For the  three months  ended June  30, 2004,  rent was  $81,000
 compared to $86,000 in the 2003 period.  There were  no facility changes  in
 the 2004 period compared to the 2003 period.


 Nine Months Ended June 30, 2004 Compared to Nine Months Ended June 30, 2003

      Patient Billings.   For the nine  months ended June  30, 2004,  patient
 billings  increased  from $5,897,000  in 2003  to $6,990,000  in  2004.  The
 increase is  attributable  to $532,000  increase  in patient  billings  from
 affiliated clinics in  the 2004  period and a  $561,000 or  10% increase  in
 patient billings from owned clinics in the 2004 period compared to the  2003
 period.

      Allowance for Discount on Billings.  For the nine months ended June 30,
 2004, allowance for discount on billings  increased from $2,624,000 for  the
 same period in  2003 to $3,271,000  in 2004.  $480,000  of  the increase  is
 attributable to the increase in patient billings in the amount of $1,093,000
 and $167,000 to  an upward adjustment  in the allowance  as a percentage  of
 patient billings from 44% in the 2003 period to 47% in the 2004 period.  The
 adjustment reflects  an increase  in the  estimate  for amount  of  personal
 injury cases written off  in the 2004 period  due primarily to the  attorney
 dropping  the  client  for  lack  of  insurance  coverage.   The  collection
 percentage on  cases  that  were settled  by  patient's  attorneys  in  2004
 compared to 2003 was not materially different.

      Compensation and Benefits.   For the nine months  ended June 30,  2004,
 compensation and benefits decreased from $2,051,000 in 2003 to $1,987,000 in
 2004.  The number  of  employees  at the  clinics and  corporate office  was
 unchanged in 2004 compared to 2003.

      General and Administrative.  For the  nine months ended June 30,  2004,
 general and administrative decreased from $1,163,000 in 2003 to $892,000  in
 2004.   Management fees  attributable to  patient billings  from  affiliated
 clinics were $114,000  in the  2004 period compared  to $4,000  in the  2003
 period.  Legal and professional expense  increased from $59,000 in the  2003
 period to $79,000  in the  2004 period  due primarily  to investor  relation
 expense.  There were no material changes in other expense categories in  the
 2004 period compared to the 2003 period.

      Marketing and Advertising.   For the  nine months ended  June 30,  2004,
 marketing and advertising  increased from $651,000  in 2003  to $814,000  in
 2004.  The increase is attributable to the 19% increase in patient  billings
 in the 2004 period compared to  the 2003 period.  Marketing and  advertising
 expense as a percentage of patient billings was comparable for both periods.

      Rent.   For the  nine months  ended June  30, 2004,  rent was  $243,000
 compared  to  $263,000  in  the  2003 period.   The  decrease  is  primarily
 attributable to  the  Company  moving its  corporate  office  to  a  smaller
 location at the end of January 2003.  The monthly savings are  approximately
 $6,000 per month, which reduced rent expense for the 2004 period by $18,000.


 Liquidity and Capital Resources

 For the nine  months ended  June 30, 2004,  net cash  provided by  operating
 activities was $39,000 compared  to $24,000 for the  nine months ended  June
 30, 2003.  There were no significant differences in the 2004 period compared
 to the 2003 period.

 During the nine months ended June  30, 2004, cash generated from  operations
 was not sufficient  to meet current  obligations by approximately  $300,000.
 Since the Company  has no  outside source  of funds,  at June 30, 2004,  the
 president and chief  executive officer  was owed  approximately $150,000  in
 unpaid wages and the Internal Revenue Service was due approximately $400,000
 in delinquent payroll  taxes.  As  a result of  the shortfall  in cash  from
 operations, funds were not available to satisfy bankruptcy plan payments due
 in  September  2001, 2002  and 2003.  At June  30,  2004,  the  Company  was
 delinquent on payments due to unsecured  creditor claims and insider  claims
 in the amounts  of $528,000  and  $616,000, respectively.  In addition,  the
 loan in the amount of $837,000 issued in connection with the acquisition  of
 three clinics in September  2000 was due and  payable on September 1,  2002.
 The amount past due including unpaid interest is approximately $1,094,000 at
 June 30, 2004.

 In the  case of  the  bankruptcy payments,  less  than five  creditors  have
 pursued collection of claims due as of June 30, 2004.  The Company was  able
 to meet these payments of approximately $25,000 during the 2003 fiscal  year
 and avoid legal action on the part of these creditors.  At the present time,
 Management does not foresee any individual creditors initiating legal action
 in regards to past due payment of claims.  However, there are no  assurances
 that an individual  creditor or  group  of creditors will  not pursue  legal
 action which could result in adverse consequences to the Company.

 The Company must achieve net revenue of approximately $400,000 per month  to
 meet current obligations.  Taking into consideration the 180 day  collection
 cycle, Management believes monthly  collections should average $400,000  for
 the  six  month  period ended  December  31, 2004.  However,  there  are  no
 assurances that the  increased collections will  provide funds necessary  to
 pay the delinquent payroll taxes.

 On July 26, 2004,  the Company received notification  of termination of  the
 blanket lien held by the holders of the convertible debentures.  Because the
 Company's assets are no longer encumbered,  it intends to pursue new funding
 in the form  of long-term debt collateralized  by  accounts receivable.  Any
 new funding sought will  be in the range of $500,000  to $1,000,000 with the
 proceeds used to reduce the outstanding balance  of the acquisition note and
 past due payroll taxes to the Internal Revenue Service.  However,  there are
 no assurances that the Company will be successful  and obtain new funding in
 the near future.


 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 reported  in
 the Registrants 10-KSB filed December 29, 2003.


 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*

 No Form 8-K Reports were filed during the quarter ended June 30, 2004.


                               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: August 20, 2004         By:  /s/ Dr. J.W. Stucki
                               Dr. J.W. Stucki, Chief Executive
                               Officer and President

 Date: August 20, 2004         By:  /s/John C. Stuecheli
                               John C. Stuecheli, Chief Financial
                               Officer and Vice President - Finance
                               (Principal Financial and Accounting Officer)