UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549
 
                                  FORM 10-Q
 
 Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
 Act of 1934
 
 (Mark One)
 
 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
 EXCHANGE ACT OF 1934
 
 FOR THE QUARTERLY PERIOD ENDED September 30, 1996  
 
 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
 EXCHANGE ACT OF 1934
 
 For the transition period from                     to
                                -------------------    --------------------
 
 Commission File Number 0-1764
 
                         AMERICAN NUCLEAR CORPORATION
            (Exact Name of Registrant as Specified In Its Charter)
 
         Colorado                                          83-0178457
 ------------------------------                       --------------------
 (State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                        Identification No.)
 
                       P. O. Box 2713
                       Casper, Wyoming                       82602
           (Address of principal executive offices)       (Zip code)
 
 Registrant's telephone number, including area code:  (307) 265-7912
 
      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 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 the number of share outstanding of each of the issuer's
 classes of common stock, as of the close of the period covered by this
 report.
 
       4 cents par value common stock:  7,696,739 shares
 
 This report consists of ten pages including one page constituting the cover
  page.<PAGE>
PAGE
 <TABLE>
 <CAPTION>                                                     PAGE 2
                        AMERICAN NUCLEAR CORPORATION
                          STATEMENTS OF OPERATION
                  FOR THE THREE MONTHS AND NINE MONTHS ENDED
                 SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995
                                (UNAUDITED)

                                    Three Months Ended        Nine Months Ended
                                      September 30              September 30
                                    1996        1995          1996         1995
                                    ------      ------        ------       ------
<S>                                 <C>         <C>           <C>          <C>
NET  LOSS BEFORE DISCONTINUED
   OPERATIONS                       $      -0-  $       -0-   $      -0-   $      -0-

REVENUE FROM DISCONTINUED
   OPERATIONS 
   Reclamation Reimbursement           175,555          -0-      175,555          -0-
   Sale of Assets                       10,000          -0-       10,000       10,000
                                    ----------   ----------   ----------   ----------
   Total revenue from 
     discontinued operations           185,555          -0-      185,555       10,000

DISCONTINUED EXPENSES
    General and administrative          23,406       13,889       42,904       46,962
     Reclamation expense               100,694        1,726      137,434       48,216
     Interest income                      <787>         -0-       <2,345>      <2,549>
                                    ----------   ----------   ----------   ----------
     Total discontinued expenses       123,313       15,615      177,993       92,629

NET INCOME (LOSS)                   $   62,242    $ <15,615>       7,562      <82,629>


PER SHARE:

NET PROFIT (LOSS) BEFORE
  DISCONTINUED OPERATIONS PER
  SHARE                              $   <0.00>  $    <0.00>   $   <0.00>  $    <0.00>

DISCONTINUED OPERATIONS PER
  SHARE NET PROFIT (LOSS)            $    0.01    $   <0.01>   $    0.00   $    <0.01>

WEIGHTED AVERAGE NUMBER OF
  SHARES OUTSTANDING                 7,696,739    7,696,739    7,696,739    7,696,739

DIVIDENDS PER SHARE                 $     0.00    $    0.00    $    0.00   $     0.00
</TABLE>


















<PAGE>
                                                               PAGE 3
<TABLE>

<CAPTION>
                            AMERICAN NUCLEAR CORPORATION
                                   BALANCE SHEETS
                      September 30, 1996 and December 31, 1995

                                          September 30,      Dec. 31,
                                              1996             1995
                                           (Unaudited)      (Unaudited)
                                          --------------    ---------------
<S>                                       <C>               <C>
ASSETS
Current assets:
  Cash                                    $     6,683       $      3,974
                                          -----------       -----------
    Total current assets                        6,683              3,974

Other assets:
  Other                                       306,443            214,590

                                          -----------       -----------
    Total other assets                        306,443            214,590

Total assets                             $    313,126       $    218,564
                                         ============       ============


LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Trade accounts payable                       53,980             53,980
  Other current liabilities                   200,232            113,232
                                          -----------       ------------
    Total current liabilities                 254,212            167,212

Common Stockholders' equity:
  Common stock                                314,080            314,080
  Additional paid-in capital               13,304,849         13,304,849
  Retained earnings                       <12,930,889>       <12,938,451>
  Less cost of treasury stock                <629,126>          <629,126>
                                         ------------        -----------
    Common stockholders' equity                58,914             51,352

Total liabilities and stockholders'
  equity                                 $    313,126       $    218,564
                                         ============       ============
/TABLE
<PAGE>
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                                                           PAGE 4
<TABLE>
<CAPTION>
                               AMERICAN NUCLEAR CORPORATION
                                 STATEMENTS OF CASH FLOW
                   FOR THE NINE MONTHS ENDED September 30, 1996 AND 1995
                                       (UNAUDITED)

                                                     Nine Months Ended
                                                      September 30
                                                 1996              1995
                                                 ----------        ----------
<S>                                              <C>               <C>
Cash flows from discontinued operations:
  Net loss                                       $     7,562       $   <82,629>


Adjustments to reconcile net loss to net
  cash used by operating activities:
  (Increase) Decrease in other assets                <91,853>           40,164
(Decrease) Increase in accounts payable               87,000            30,000
                                                  ----------       -----------
  Total adjustments                                   <4,853>           70,164
                                                  ----------       -----------
  Net cash used in operating activities                2,709           <12,465>

Net increase (decrease) in cash during the
  period                                               2,709           <12,465>

Cash at the beginning of the period                    3,974            16,121

Cash at the end of the period                    $     6,683       $     3,656
                                                 ===========       ===========
/TABLE
<PAGE>
 PAGE
                                                      PAGE 5
                           AMERICAN NUCLEAR CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                   FOR THE THREE MONTHS AND NINE MONTHS ENDED
                           SEPTEMBER 30, 1996 AND 1995
                                  (UNAUDITED)
 
                   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Basis of Presentation
 
      Liquidation Basis
 
      The accompanying financial statements have been prepared on a
 liquidation basis, which recognized the realization of assets and the
 satisfaction of a portion of the liabilities.  The Company's current
 liabilities exceeded its current assets by $247,529 and $163,238 at
 September 30, 1996 and December 31, 1995 respectively.  Due to continued
 unfavorable uranium market conditions, and despite extensive marketing
 efforts that continued through May, 1994, the Company did not receive
 purchase offers for its mineral properties that exceeded the mortgage
 against the properties.  Therefore, these financial statements show the
 mineral properties being lost through foreclosure at June 30, 1994 to Cycle
 Resource Investment Corporation (CRIC) to satisfy CRIC's mortgage against
 the properties in the approximate balance of $3.0 million.  
 
      Inability to sell the mineral properties after exhausting efforts to
 market them meant that the Company was not able to produce the capital
 necessary to fund future operations.  The Company was not able to obtain
 additional waste disposal revenues or waste disposal contracts.  Because of
 its inability to generate sufficient cash to continue operations, the
 Company announced on May 9, 1994 that it was discontinuing operations
 immediately due to lack of funds.  The Company's reclamation bond fund in
 the approximate amount of $3.2 million was declared forfeited by the
 Wyoming Department of Environmental Quality (DEQ).  The Company expects
 that the DEQ will complete reclamation of the Company's Gas Hills mill
 site, using the forfeited bond fund.
 
      The Company remains liable for completion of its reclamation
 obligations even though its has limited assets with which to complete those
 obligations.  The U.S. Nuclear Regulatory Commission (NRC) has served the
 Company with notice that the Company's deliberate abandonment of its
 reclamation site would constitute an intentional violation of the Atomic
 Energy Act of 1954 and could subject the Company to NRC enforcement actions
 and criminal sanctions.  The Company intends to monitor its reclamation
 site for as long as possible in order to comply with requirements of its
 license.
 
      The Company has liquidated its assets, which consisted primarily of
 office furniture and equipment and other miscellaneous property, to pay
 outstanding expenses and liabilities, and the Company has prepared these
 financial statements on the basis that all such marketable assets have been
 liquidated.  Because liabilities exceed assets, there will be no
 distribution of assets to shareholders.
 
 
 
 
 
 
 
 
 
 PAGE
                                                      PAGE 6
 
 
      Interim Financial Statements
 
      The accompanying unaudited consolidated financial statements have been
 prepared in accordance with generally accepted accounting principles for
 interim financial information and with the instructions for Form 10-Q and
 Rule 10-01 of Regulation S-X.  Accordingly, they do not include all of the
 information and footnotes required by generally accepted accounting
 principles for complete financial statements.  The accompanying statements
 should be read in conjunction with the unaudited financial statements
 included in the Company's Report on Form 10-K for the year ended December
 31, 1995.  In the opinion of management, all adjustments (consisting only
 of normal recurring accruals) considered necessary for a fair presentation
 have been included.
 
 Per Share Amounts
 
      Earnings per share calculations are computed on the weighted average
 number of common shares outstanding during the respective periods.  Shares
 under option and warrants have been disregarded because their effect is
 anti-dilutive.
 
 Discontinuance of Operations
 
      Management began seeking a purchaser for its mining properties in the
 third quarter of 1993.  While potential purchasers continued to express
 interest, the Company did not receive any offer greater than the amount of
 the debt due to CRIC that is secured by the mortgage against the
 properties.  Inability to sell the mining properties and lack of capital or
 revenues deprived the Company of operating capital.  The Company determined
 to discontinue operations during May 1994 and to liquidate its
 miscellaneous property and to pay a portion of its current liabilities and
 other expenses associated with an orderly closing of business operations. 
 These financial statements were prepared on the basis that the mineral
 properties were foreclosed upon as of June 30, 1994, when the debt was due,
 because the Company was unable to pay the mortgage and continues to be
 unable to pay it.
 
 Note Payable to Stockholder
 
      The Company has two separate loans from Cycle Resource Investment
 Corporation (CRIC), a stockholder, evidenced by promissory notes.  The two
 notes total $2,031,200 plus interest and were due on June 30, 1994.  The
 notes are collateralized by a mortgage against the Peach uranium properties
 plus revenues from certain contracts for byproduct disposal, which
 contracts are no longer in effect.  These financial statements are prepared
 on the basis that the Company has lost its most valuable assets, the
 "Peach" mineral properties, through foreclosure by CRIC.  See the
 "Discontinuance of Operations" and "Liquidity and Capital Resources"
 sections of this report for further details about these circumstances and
 the Company's financial condition.  CRIC began formal foreclosure
 proceedings during the third quarter of 1995.  The Peach mineral properties
 were sold at a foreclosure sale on November 28, 1995 leaving the Company a
 right of redemption for one year.  See the "Liquidity and Capital
 Resources" section of this report regarding the company's sale of its
 redemption right to Power Resources, Inc.
 
 
 
 
 
 
 
 PAGE
                                                      PAGE 7
 
 
 
 Marketability of Common Stock on NASDAQ Small Cap Market
 
      Effective May 9, 1994 the Company's common stock was removed from
 listing on the NASDAQ Small Cap Market.  There are no trading markets for
 the Company's common stock.   
 
 
                    MANAGEMENTS DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
 Results of Operations
 
      The Company discontinued operations during May 1994.  See the
 "Discontinuance of Operations" and the "Liquidation and Capital Resources"
 sections regarding additional information about the Company's cessation of
 operations.
 
      During the third quarter of 1996, the Company received $175,555 from
 the U.S. Department of Energy under provisions of Title X funds.  This
 represents a reimbursement of a portion of past reclamation expense paid by
 the Company.  These funds are obligated to both the Wyoming Department of
 Environmental Quality (DEQ) and to the Tennessee Valley Authority under
 certain prior agreements.  The Company is still due approximately $275,000
 in future payments which are also obligated.  Also, during the third
 quarter of 1996, the Company received a $10,000 non-refundable deposit from
 Power Resources, Inc. (PRI) for an assignment of the Company's right to
 redeem the Peach Properties from the foreclosure by Cycle Resources
 Investment Corp. (CRIC).  The agreement provides for a second payment of
 approximately $136,000.  PRI will also assume the Company's obligations for
 reclamation of the Peach Properties.  By the right of redemption, PRI has
 the right to redeem the Peach Properties from foreclosure by paying the
 foreclosure sum.  The proceeds from sale of the redemption right will be
 used by the Company to continue meeting its reclamation obligations set
 forth by the NRC and the Wyoming DEQ.
 
      General and administrative expenses were $23,406 and $42,904 for the
 three months and the nine month periods ended September 30,1996 compared to
 $13,889 and $46,962 for the comparable periods of 1995.  This represents an
 increase of 69% and a decrease of 9% for the three month and the nine month
 periods ended September 30,1996 from the comparable 1995 periods.  The
 increase in General and Administrative expense are the direct result of
 negotiating agreements with the Wyoming Department of Environmental
 Quality, the Nuclear Regulatory Commission, Tennessee Valley Authority, and
 Power Resources, Inc.
 
      Reclamation expenses of $137,434 and $48,216 for the nine months ended
 September 30, 1996 and 1995 were recognized because of the continuing
 reclamation obligations of the Company.  The 1996 expense includes a
 $87,000 payment to the Wyoming DEQ for funds received from the Department
 of Energy for certain allowable expense reimbursements.  The additional
 costs represent the ongoing costs of monitoring the reclamation site.
 
 
 
 
 
 
 
 
 
 
 
 PAGE
                                                      PAGE 8
 
      Interest income for the nine months of 1996 declined by  $204 or 8%
 from the comparable period of 1995.  This decrease is due to the reduced
 interest rate paid on a certificate of deposit representing the Company's
 reclamation deposit now held by the Wyoming Department of Environmental
 Quality.   
 
      A net profit of $7,562 was recognized during the first nine months of
 1996 compared to a $82,629 loss for the same period in 1995.  Losses are
 expected in the future while liquidation continues.
 
 
 Liquidity and Capital Resources
 
      The Company's working capital deficit at September 30,1996 was
 $247,529, while at December 31, 1995 it was $163,238.  The decreased
 working capital deficit at September 30,1996 was due to a $87,000 increase
 in other current liabilities.  This increase is payable to the Wyoming DEQ
 upon finalization of agreement between the two parties.  The Company
 received approximately $136,000 from PRI during November 1996, as final
 cash payment for assignment to Power Resources, Inc. of the right to redeem
 the Company's Peach Properties from foreclosure.  These funds will be
 retained by the Company to continue its reclamation obligations.  Because
 of the continued reclamation obligations and the excess of liabilities over
 assets, there will be no shareholder distributions.
 
      During May 1994, the Company discontinued operations because of its
 lack of funds.  Before that decision was made, the Company used its best
 efforts to obtain additional loans, raise equity funds through a proposed
 private placement of its common stock, secure byproduct disposal contracts,
 or sell its mineral properties.  These financial statements are prepared on
 the basis that CRIC foreclosed upon the mineral properties when the Company
 did not pay the mortgage due June 30, 1994.  In addition, the Wyoming
 Department of Environmental Quality (DEQ) declared forfeiture of the $3.2
 million reclamation bond fund to the DEQ to be used by the DEQ for
 completing reclamation of the Company's Gas Hills mill site.  The total
 cost of the reclamation work will not be known for many years, and the
 funds held by the DEQ may not cover all the expenses for which the Company
 is obligated.  During the fourth quarter of 1996, certain conditions of the
 Company's NRC license are expected to be assumed by the state of Wyoming;
 however,  the Company will not be released from the obligations of
 reclamation that are imposed by the license until reclamation work is
 completed and accepted by the regulatory agencies.  The Company has
 applied, under the federal program administered by the U.S. Department of
 Energy (DOE), for reimbursement of some of the reclamation work it has
 previously performed to clean up its mining and milling site.  The DOE
 program has been funded by Congress and money has been allocated for the
 reimbursements.  The Company received approximately $229,000 from this
 program during the last quarter of 1995 and approximately $176,000 during
 the third quarter of 1996.  If Congress continues funding this Title X
 program, of which there is no assurance, the Company may receive
 approximately $275,000 during 1997.  Under the prevailing law and the terms
 of the order of the U.S. Nuclear Regulatory Commission that directs the
 Company to continue to reclaim and monitor its reclamation site, the funds

 <PAGE>
PAGE
                                                      PAGE 9
 
 and any future funds that could be received under this program, will be
 applied to ongoing monitoring and maintenance obligations over the next
 several years, including payments to the Company's independent contractors
 to perform such services.  None of the money will be applied to claims of
 creditors, and no funds will be available for distribution to shareholders
 because the reclamation obligations are projected to substantially exceed
 the funds that become available.  The Tennessee Valley Authority has
 asserted a right to the funds based on its 1984 contract with the Company
 and might sue the Company to enforce its claim or attach the funds.  Such a
 claim by TVA or other unsecured general creditors would be contrary to the
 NRC order to the Company that controls use of its funds and, the Company
 expects to resist such claims.  If litigation does occur, the Company might
 file for dissolution under bankruptcy law, after which the bankruptcy court
 would control use and distribution of any reclamation funds that might have
 been received.  Upon bankruptcy or any other dissolution, the Company would
 cease to be able to hold the NRC license and would thereupon become
 ineligible to obtain any additional reimbursements of Title X reclamation
 funds under the DOE program.
 
 
 
  <PAGE>
PAGE
                                                      PAGE 10
 
 
 
                               SIGNATURES
 
 
 Pursuant to the requirements of the Securities Exchange Act of 1934, the
 registrant has duly caused this report to be signed on their behalf by the
 undersigned thereunto being authorized.
 
                                    AMERICAN NUCLEAR CORPORATION
                                    Registrant
 
 
                                     (signature)
 November 13, 1996              By:  -----------------------------------
                                    William C. Salisbury
                                    President
 
 
                                     (signature)
 November 13, 1996              By:  -----------------------------------
                                    Dennis A. Eckerdt
                                    Secretary and Treasurer