AMERICAN  EAGLE  RESOURCES,  INC.
                        10-Q  FOR  QUARTER  ENDED  09-30-97
                          Commission  File  No.  0-12570
    
    
                             QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
                                OF THE SECURITIES EXCHANGE ACT OF 1934
    
         FOR  THE  QUARTER  ENDED                           COMMISSION FILE
         September  30,  1997                               Number: 0-12570
    
                            AMERICAN EAGLE RESOURCES, INC.
                (Exact name of registrant as specified in its charter)
    
    
         Delaware                                                95-3494141
         --------                                                ---------
    (State  of  other  jurisdiction  of                      (I.R.S. Employer
    incorporation  or  organization)                       Identification No.)
    
              Six  Mile  Canyon  Road,  Virginia  City,  Nevada       89502
              -------------------------------------------------       -----
              (Address  of  principal  executive  office)          (Zip code)
    
    Registrant's  telephone  number  including  area  code:    (702)  246-0761
    
    Indicate  by  check  mark  whether  the  registrant  (1) has filed all 
reports required  to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934  during  the  preceding  12  months  (or for such shorter period 
than 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  the  number of shares outstanding of each of the issuer's classes
of common  stock  as  of  the  latest  practicable  date:
    
    5,400,000  shares  of  common  stock  outstanding  at  September  30,  1997
    
    
                                       FORM 10-Q
    
                                         INDEX
    
                                                      Page  Number
                                                      ------------
    
    Part  I  -  Financial  Information
    ----------------------------------
    
    Item  1.          Financial  Statements:
    
              Consolidated  Balance  Sheets  as  at  September  30,  1997
              (unaudited)  and  June  30,  1997             3
    
              Consolidated  Statements  of  Operations  for
              the  three  months  ended  September  30,  1997,
              1996,  and  1995  (unaudited)                 4
    
              Consolidated  Statements  of  Cash  Flows  for  the
              three  months  ended  September  30,  1997,  1996,
              and  1995  (unaudited)                        5
    
              Notes  to  Consolidated  Financial  Statements
              (unaudited)                                   6
    
    Item  2.          Management's  Discussion  and  Analysis  of  Financial
              Condition  and  Results of Operations         10
    
    Part  II  -  Other  Information
    -------------------------------
    
    Item  6.       Exhibits and Reports of Form 8-K         11
    
              Signatures                                    12
    
    
                                  AMERICAN  EAGLE  RESOURCES,  INC.
                                  10-Q  FOR  QUARTER  ENDED    09-30-97
                                             Commission File No. 0-12570
    
    <TABLE>
    <CAPTION>
    
                                     AMERICAN EAGLE RESOURCES, INC.
                                       CONSOLIDATED BALANCE SHEET
                                              (UNAUDITED)
    
                                       SEPTEMBER 30, 1997    JUNE  30, 1997
                                      --------------------  ----------------
    ASSETS
    ------                                
    <S>                                      <C>                   <C>
      Current Assets
        Cash                        $            32,686   $        36,311 
        Interest Receivable                      13,837                 - 
        Prepaid Expenses                          4,245             7,255 
                                     --------------------  ----------------
      Total Current Assets          $            50,768   $        43,566 
    
      Property and Equipment - Net                   -                 - 
    
      Other Assets
      Marketable Securities at cost           1,058,125         1,058,125 
      Restricted Cash                           364,056           364,056 
      Due from Related Party                     53,831            55,121 
      Other                                       9,340             9,340 
                                    -------------------  ----------------
      Total Other Assets            $         1,485,352   $     1,486,642 
                                    --------------------  ----------------
    
    Total Assets                    $         1,536,120   $     1,530,208 
                                    ====================  ================
    
    LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)
    ------------------------------------------------                         
    
      Current Liabilities
        Accounts Payable            $            10,620   $         6,426 
        Accrued and Other Liabilities               667             2,617 
        Reclamation                             346,906           407,760 
                                    --------------------  ----------------
      Total Current Liabilities     $           358,193   $       416,803 
    
      Long Term Liabilities
        Due to Related Parties                2,638,836         2,570,915 
                                   --------------------  ----------------
      Total Long Term Liabilities   $         2,638,836   $     2,570,915 
    
      Shareholders'Equity(Deficiency)
        Common Shares, par value 
        $0.01 per share 
        30,000,000 shares authorized
        5,400,000 shares issued and 
        outstanding                              54,000            54,000 
        Additional Paid-in Capital           15,088,360        15,088,360 
        Deficit                             (16,603,269)      (16,599,870)
                                   --------------------  ----------------
      Total Shareholders' Equity 
      (Deficiency)                           (1,460,909)     (  1,457,510)
                                   --------------------  ----------------
    Total Liabilities & Shareholders' 
    Equity                          $         1,536,120   $     1,530,208 
                                    ===================   ===============
               
    <FN>
    
    (see  accompanying  notes  to  the  consolidated  financial  statements)
    </TABLE>
    
    <TABLE>
    <CAPTION>
  
                             AMERICAN EAGLE RESOURCES, INC.
                          CONSOLIDATED STATEMENT OF OPERATIONS
                                       (UNAUDITED)
    
                           Three  months  ended  September  30
    
    
                                               1997        1996        1995
                                           ----------  ----------  ----------
    <S>                                        <C>         <C>         <C>
    
    Revenue
    -------                                    
    Mineral Sales and Royalties                   -      94,318     298,876 
    Interest Income and Other                14,756      13,196      14,499 
                                         ----------  ----------  ----------
                                             14,756     107,514     313,375 
    
    Expenses
    Mine Operating Costs                          -      85,529     242,311 
    Mineral Exploration                           -           -           - 
    Reclamation                              (5,466)          -           - 
    Depreciation and Depletion                    -           -      48,412 
    General and Administration               23,621      31,308      22,249 
                                         ----------  ----------  ----------
                                             18,155     116,837     312,972 
    
    Net Income/(Loss) for the Period         (3,399)     (9,323)        403 
                                           ---------  ----------  ---------
        Net Loss per share                    (0.00)      (0.00)      (0.00)
    
    Weighted average shares
    Outstanding                           5,400,000   5,400,000   5,400,000 
    
    </TABLE>
        
    <TABLE>
    <CAPTION>
                                        AMERICAN EAGLE RESOURCES, INC.
                                 CONSOLIDATED STATEMENT OF CASH FLOWS
                                              (UNAUDITED)
                                    Three months ended September 30
        
                                               1997       1996    1995
                                              -------   -------  -------
                                                ($)       ($)      ($)
    <S>                                         <C>       <C>      <C>
    Net Profit (Loss)                          (3,399)  (9,323)  (9,681)
    Adjustments to reconcile net loss
    to net cash provided by (used in)
    Operating Activities
    Depreciation and Depletion                  -          -     91,325 
    Reclamation expense                       (60,854)  (2,872)  10,332 
    (Increase) decrease in accounts receivable  -       28,372  (20,995)
    (Increase) decrease in prepaid expenses     3,010    4,589   (3,941)
    (Increase) in due to  related party        69,211   10,402   82,685 
    (Increase) decrease in other assets         -          -         - 
    Increase (decrease) in accounts payable     4,194   (7,158) (35,831)
    Increase (decrease) in accrued and
    other liabilities                          (1,950)   1,955   (4,617)
                                              -------- -------  --------
Total adjustments                                (226)  35,288   118,958 
                                              -------- -------  --------
    Net Cash used in Operations                (3,625)  25,965   109,277 
    
    Purchase of Equipment                        -          -    (56,545)
    
    Financing Activities                         -          -        - 
                                              --------- ------  --------        
    
    Increase (Decrease) in Cash                (3,625)  165,415  52,732 
    
    Cash - Beginning of  Period                36,311    48,545  48,000 
                                             ----------  ------ --------
    
    Cash - End of Period                       32,686    74,510 100,732 
                                             ==========  ====== ========   
    </TABLE>
    
       
    AMERICAN  EAGLE  RESOURCES,  INC.
    NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
    (UNAUDITED)
    
1.            NATURE  OF  BUSINESS  AND  SIGNIFICANT  ACCOUNTING  POLICIES
    
NATURE  OF  BUSINESS-  American Eagle Resources, Inc. ( The "Company") is
primarily  engaged in the exploration, development, and production of 
precious metals.    As of June 30, 1997 and 1996, the Company's only 
operating activity  was  a  40%  interest  in  the Golden Eagle Mine Joint 
Venture (formerly, the Flowery  Mine)  (the  "Mine"),  located  in  Storey 
County, Nevada.  Revenues generated  from  production  at the Mine were 
primarily received from a single refiner.    During fiscal 1997, the 
Company ceased all leaching and production and  was  in  the  reclamation  
phase  at  the  Mine. 

BASIS  OF PRESENTATION - The financial statements include the accounts of
American  Eagle  Resources,  Inc. (the "Company") and a proportionate share of
the  accounts of  the Golden Eagle Mine Joint Venture in which the Company has
an  interest.   All material inter-company balances and transactions have been
eliminated.
    
The accompanying  financial  statements  have been prepared assuming that the
Company  will  continue as a going concern.  As discussed above, the Company's
only  operating  activity  has  moved into the reclamation phase and no future
cash  flows  from operating activities are expected.  The Company is currently
dependent upon its joint venture partner to continue to fund the cash needs of
the  Mine,  which  raises substantial doubt about its ability to continue as a
going  concern.    Management's  plans  in  regard  to  these matters are also
described below.  The financial statements do not include any adjustments that
might  result  from  the  outcome  of  this  uncertainty.
  
FUTURE  OPERATIONS - During fiscal 1997, the Company's management entered
into  negotiations  with  various  entities,  including related parties, which
could  ultimately result in a change in the Company's operating entities and a
reorganization  of the corporate structure of the Company.  The reorganization
contemplated includes: 1) a transaction in which the Company's 40% interest in
the Golden Eagle Mine Joint Venture is sold or transferred; 2) the acquisition
of  shares  of  the  Company's  common  stock  from  related  entities; 3) the
liquidation  of  a  portion of the Company's investment in Miramar; and 4) the
elimination  of  a  portion  or  all  of  the  amounts due to related parties.
Subsequently,  management  plans  to  acquire  or lease new properties  and to
continue  in  the  business  of  exploration,  development,  and production of
precious  metals.    The terms of such reorganization have not been finalized,
nor  can  its  impact  on  the  financial  statements  be determined  at  this 
time.  Accordingly, no amounts have been recorded in the financial  
statements  which  could  result  from these proposed transactions.
There  can  be  no  assurances  that  such  transactions  will  occur.
    
RESTRICTED  CASH  -  Restricted  cash consists of certificates of deposit
held  as  collateral  for  the  performance  of  the  Companies  reclamation
activities.
    
PROPERTY  AND EQUIPMENT - Property acquisition costs and mine development
costs  incurred  to expand capacity of operating mines, develop new ore bodies
or  develop  new  areas  substantially  in  advance  of current production are
capitalized.  When commercial production commences, depletion of such costs is
computed  using  the unit-of-production method, based on estimated recoverable
ore  reserves.    When  a  mining  property is determined to be noncommercial,
nonproductive,  or  its  value  impaired,  the remaining capitalized costs are
expensed  to  the  extent  that  they  exceed  estimated net realizable value.
    
Building  and  equipment  are  depreciated using the straight-line method over
estimated  useful  lives  of  ten  years  and  five  years,  respectively.
    
The  Company  ceased  mining operations during fiscal 1996 and management does
not  intend  to  further  explore, expand, or develop the properties owned and
leased  by  the  Golden  Eagle Mine Joint Venture.  Accordingly, an impairment
allowance  of  $  442,181  was  established  as  of  June 30, 1996 which fully
reserved  the  remaining  net  book  value  of  property  and  equipment.
    
REVENUE  RECOGNITION  - Any revenue is recognized when gold shipments are
made.
    
NET  LOSS  PER  SHARE - The computation of net loss per share is based on
the  Company's  reported net loss and the weighted average number of shares of
common  stock  outstanding.
    
USE  OF ESTIMATES - The preparation of financial statements in conformity
with  generally  accepted  accounting  principles  requires management to make
estimates  and  assumptions  that  affect  the  reported amounts of assets and
liabilities  at  the  date  of  the  financial  statements  and  the
reported amounts of revenues and expenses during the reporting period.  Actual
results  could  differ  from  those  estimates.
    
RECLAMATION  - Estimated reclamation costs are accrued over the estimated
life  of  the  mine on a unit-of-production basis.  For the three months ended
September  30,  1997,  $  60,854 has been expensed, decreasing the reclamation
liability  to  $346,906.
    
IMPAIRMENT  OF  LONG-LIVED  ASSETS  -  Statement  of Financial Accounting
Standards ("SFAS") No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED
ASSETS AND  FOR  LONG-LIVED  ASSETS  TO  BE  DISPOSED OF, was issued by the 
Financial Accounting  Standards Board ("FASB") in March 1995, and established 
accounting for the impairment of long-lived assets, certain identifiable 
intangibles, and goodwill related to those assets to be held and used for long-
lived assets and certain  identifiable intangibles  to be disposed of.  
The Company adopted the provisions  of  SFAS No. 121 during the year ended June
30, 1996.  The Company reviews  the  carrying  values  of  its long-lived and 
identifiable intangible assets  for  possible  impairment  whenever events or 
changes in circumstances indicate  that  the  carrying  amount  of  assets  may
not  be  recoverable.
    
RECLASSIFICATIONS  -  Certain  amounts  have been reclassified to conform
with  the  current  year's  presentation.
    
2.     PROPERTY  AND  EQUIPMENT
    
Property  and  Equipment has been fully reserved (see note 1, "Impairment
of  Long-lived  Assets").

Costs  of mineral properties relate principally to the Golden Eagle Mine.
    
3.     INVESTMENT  IN  MIRAMAR  MINING  CORPORATION
    
The  Company's  Investment  in  Miramar  Mining  Corporation  ("Miramar")
represents  and  approximate 2% interest in that Company.  Miramar is a mining
Company  listed  on  the  NASDAQ  Stock  Exchange  and is a related party.  At
September  30,  1997 and 1996, this investment was recorded at cost, which was
less  than  market  value.  Due to the related party nature of the investment,
the  investment  is not recorded above original cost basis.  Due to the nature
of  marketable  securities, and their susceptibility to fluctuations in market
conditions,  their  fair  value  could  change significantly in the next year.
    
4.          INCOME  TAXES
    
No  provision  for  income  taxes  has  been  recorded  in  the financial
statements  due  to  the  net  losses  of  the Company.  At June 30, 1997, the
Company  had  net  operating  loss ("NOL") carryforwards of $15,401,338, which
expire  up to the year ending June 30, 2012.  The Company has not recognized a
deferred  tax  asset  relating  to  these  carryforwards.
    
The  NOL  carryforwards  generated  through  the  date  of  the Company's
reorganization  in  1990 are subject to an annual limitation of $272,858.  The
NOL  carryforwards  generated  subsequent  to  such reorganization are allowed
without  limitation.  Therefore, total NOL carryforwards actually available to
offset  future  taxable  income  will  be  limited to approximately $6,500,000
before  fully  expiring  during  the  year  ending  June 30, 2017.  Subsequent
ownership  changes  could  further  reduce  available  NOL carryforwards.  The
annual  limitation,  and  therefore  the  NOL  carryforwards  available,  are
increased by any recognized built-in gains during a taxable year as provide by
Internal  Revenue  Code  Section  382.
    
The  Company   has adopted Financial Accounting Standards Board Statement
No.  109,  Accounting  for Income Taxes (FAS109).  The Company had no recorded
deferred  taxes  before  or  after implementation of FAS 109 and, accordingly,
there was no cumulative or current period effect from the adoption of FAS 109.
  
Deferred income taxes reflect the impact of temporary differences between
the  amount  of  assets  and  liabilities  recognized  for financial reporting
purposed  and  such  amount  recognized for tax purposes and the impact of net
operating  loss  carryforwards.   The components of the Company's deferred tax
assets  as  of  June  30,  1997  were  as  follows:
    
Benefit  from  net  operating  loss  carryovers                $5,236,455
Benefit  from  investment  tax  credit  carryovers             $  121,240
         Other                                                 $  231,770
                                                               -----------
         Total                                                 $5,589,465
         Valuation  Allowance                                  (5,589,465)
                                                               ----------
         Net                                                   $     -
    
    
5.          RELATED  PARTY  TRANSACTIONS
    
In  September  1989,  the  Company entered into a joint venture agreement
with  Miramar  Gold Corporation ("Miramar Gold"), a Nevada corporation for the
operation  of  mining  properties  and  equipment (the Golden Eagle Mine Joint
Venture).   Miramar Gold is a wholly owned subsidiary of Miramar (see Note 3),
which has a 16% interest in the Company.  Mr. W.H. Berukoff is President and a
member  of  the Board of Directors of the Company.  He is also President and a
member of the Board of Directors of Miramar Gold and Miramar.  Under the terms
of the agreement, the Company received 20% of the revenues and paid 40% of the
expenses  from  mining  operations  until  Miramar  had  received  the  sum of
$1,000,000.    Beginning  in  September, 1994, the Company received 40% of the
revenues  and  paid  40%  of  the  expenses.
  
At  September  30,  1997,  the  Company  had a payable to Miramar Gold of
$2,638,836  for  costs  paid  by  Miramar  Gold on behalf of the Company.  The
Company classifies this payable as non-current as Miramar Gold has represented
it  will  not  demand  payment  in  fiscal  1997.
    
At  September 30, 1997, the Company has a receivable of $51,971 from a Company
controlled  by  the President of the Company as well as a receivable of $1,860
from  other  companies  that  are  controlled by the President of the Company.
The  Company  classifies  this amount as non-current as significant repayments
are  not  expected  within  a  year.
   
TEM  2  -  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF FINANCIAL
CONDITION AND RESULTS  OF  OPERATIONS
   
Results  of  Operation
    
All  operations  have  ceased, and only reclamation work is being carried out.
  
<TABLE>
<CAPTION>
   
Liquidity  and  Capital  Resources
  
                          Sept 30     June 30,    Increase
                            1997        1997     (Decrease)
                         ----------  ----------  -----------
    <S>                  <C>         <C>         <C>
    
    Current Assets       $  50,768   $  43,566   $     7,202
    Current Liabilities    358,193     416,803        58,610
    Working Capital      $(307,425)  $(373,237)  $    65,812
    </TABLE>
 
  
Working  capital  increased  as  the  reclamation  work  and  the  reclamation
liability  decreases.
    
During  fiscal 1997, the Company ceased all leaching and production and was in
the  reclamation  phase  at  the  Mine.
    
The  Company  is  in  the  process  of  evaluating  various  future  business
directions.
    
                              PART II - OTHER INFORMATION
    
ITEM  6.          EXHIBITS  AND  REPORTS  OF  FORM  8-K
    
         A)          NONE
    
         B)          NONE
    
                                      SIGNATURES
                                      ----------
    
Pursuant  to  the  requirements  of  the  Securities Exchange Act of 1934, the
Registrant  has  duly  caused  this  report  to  be  signed on its behalf  the
undersigned  thereunto  duly  authorized.
    
                                  AMERICAN  EAGLE  RESOURCES,  INC.
    
Date:     October 22, 1997        By:     Margaret E. Stewart
                                          Authorized  Representative
    
Date:     October  22,  1997      By:     James McKay
                                          Director