Form 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D. C.
                                      20549

(Mark One)

     [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

          For the quarterly period ended February 28, 1998

                                       OR

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

          For the transition period from _____________ to ____________

          Commission File No. 0-5815

                            AMERICAN CONSUMERS, INC.
             (Exact name of registrant as specified in its charter)

             Georgia                                        58-1033765
 (State or other jurisdiction of                 (I.R.S. Employer Identification
 incorporation or organization)                               Number)

        P.O. Box 2328, 418A Battlefield Pkwy., Fort Oglethorpe, GA    30742
               (Address of principal executive offices)             (Zip Code)

          Registrant's Telephone Number, including Area Code: (706) 861-3347

                                       N/A
              (Former name, former address and former fiscal year,
                         if changed since last report)

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 ( )

                      APPLICABLE ONLY TO CORPORATE ISSUERS:


Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

            Class                                   Outstanding at April 6, 1998
COMMON STOCK  -  $.10 PAR VALUE                               892,587
NON VOTING COMMON STOCK  -  $.00 PAR VALUE                          0
NON VOTING PREFERRED STOCK - $.00 PAR VALUE                         0
                                                      Exhibit Index on Page ____


<PAGE>


                              FINANCIAL INFORMATION
                            AMERICAN CONSUMERS, INC.
              CONDENSED STATEMENTS OF INCOME AND RETAINED EARNINGS

<TABLE>
<CAPTION>
                                                           THIRTEEN WEEKS ENDED                      THIRTY-NINE WEEKS ENDED
                                                    ----------------------------------           ----------------------------------
                                                     February 28,           March 1,             February 28,           March 1,
                                                        1998                  1997                  1998                  1997
                                                     ------------          ------------          ------------          ------------
<S>                                                  <C>                   <C>                   <C>                   <C>         
NET SALES                                            $  6,717,154          $  7,048,867          $ 20,324,782          $ 21,008,687
COST OF GOODS SOLD                                      5,201,650             5,517,995            15,904,383            16,479,854
                                                     ------------          ------------          ------------          ------------
Gross Margin                                            1,515,504             1,530,872             4,420,399             4,528,833
OPERATING EXPENSES                                      1,453,584             1,477,627             4,366,217             4,382,302
                                                     ------------          ------------          ------------          ------------

Operating Income                                           61,920                53,245                54,182               146,531

OTHER INCOME (EXPENSE)
  Interest income                                           3,428                10,086                16,371                31,129
  Other income                                             13,376                14,076                39,917                41,704
  Loss on sale of assets                                     --                    --                    --                 (31,095)
  Interest expense                                        (14,765)              (18,235)              (45,002)              (55,262)
                                                     ------------          ------------          ------------          ------------

Income Before Income Taxes                                 63,959                59,172                65,469               133,007

PROVISION (BENEFIT) FOR
   INCOME TAXES                                            17,220                25,383                17,577                50,009
                                                     ------------          ------------          ------------          ------------

NET INCOME                                                 46,739                33,789                47,892                82,998

RETAINED EARNINGS:
  Beginning                                             1,720,657             1,659,893             1,719,552             1,666,324
  Cash dividends                                             --                    --                    --                 (55,479)
  Redemption of common stock                               (1,863)                 --                  (1,911)                 (161)
                                                     ------------          ------------          ------------          ------------
  Ending                                                1,765,533             1,693,682             1,765,533             1,693,682
                                                     ============          ============          ============          ============
PER SHARE:
  Net income                                         $      0.051          $      0.038          $      0.053          $      0.090
                                                     ============          ============          ============          ============
  Cash dividends                                     $      0.000          $      0.000          $      0.000          $      0.060
                                                     ============          ============          ============          ============
WEIGHTED AVERAGE NUMBER OF
   SHARES OUTSTANDING                                     916,450               922,222               911,633               923,352
                                                     ============          ============          ============          ============
</TABLE>


                        See Notes to Financial Statements

                                      (2)

<PAGE>


                              FINANCIAL INFORMATION
                            AMERICAN CONSUMERS, INC.
                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                 February 28,    May 31,
                                                                    1998          1997
                                                                 ----------   ----------
                                 --A S S E T S--
<S>                                                              <C>          <C>       
CURRENT ASSETS:
  Cash                                                           $  880,527   $  669,594
  Securities purchased under agreement
     to resell                                                         --        190,878
  Certificate of deposit                                            384,514      374,396
  Accounts receivable                                               173,508      146,751
  Refundable income taxes                                              --         80,953
  Inventories                                                     1,784,834    1,737,809
  Prepaid expenses                                                   23,014       21,286
                                                                 ----------   ----------
     Total current assets                                         3,246,397    3,221,667
                                                                 ----------   ----------

PROPERTY - At cost:
  Property                                                        2,942,762    2,873,014
  Less accumulated depreciation                                   1,998,664    1,803,230
                                                                 ----------   ----------
    Property - Net                                                  944,098    1,069,784
                                                                 ----------   ----------
OTHER ASSETS                                                          4,000       10,000
                                                                 ----------   ----------
TOTAL ASSETS                                                     $4,194,495   $4,301,451
                                                                 ==========   ==========

                    --LIABILITIES AND STOCKHOLDERS' EQUITY--

CURRENT LIABILITIES:
  Accounts payable                                               $  631,639   $  718,216
  Short-term borrowings                                             203,694      129,000
  Obligations under capital leases, current portion                 148,752      144,926
  Accrued sales tax                                                 109,597      113,308
  Accrued income taxes                                               19,993         --
  Other accrued liabilities                                         106,065      115,793
                                                                 ----------   ----------
     Total Current Liabilities                                    1,219,740    1,221,243
                                                                 ----------   ----------
DEFERRED INCOME TAX LIABILITY                                        46,270       48,270
                                                                 ----------   ----------
DEFERRED INCOME                                                     112,845      125,403
                                                                 ----------   ----------
OBLIGATIONS UNDER CAPITALIZED LEASE AGREEMENTS                      216,501      326,369
                                                                 ----------   ----------
COMMITMENTS AND CONTINGENCIES (Note 2)
STOCKHOLDERS' EQUITY:
  Non voting preferred stock; authorized 5,000,000
     shares of no par  value;  no shares  issued                       --           --
Non  voting common stock; authorized 5,000,000
     shares of $.10 par value;  no shares issued                       --           --
Common stock; authorized 5,000,000 shares
     of $.10 par value; issued 892,587 at 2/28/98
     and 921,507 at 5/31/97                                          89,259       92,150
  Additional paid-in capital                                        744,347      768,464
  Retained earnings                                               1,765,533    1,719,552
                                                                 ----------   ----------
     Total Stockholders' Equity                                   2,599,139    2,580,166
                                                                 ----------   ----------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                         $4,194,495   $4,301,451
                                                                 ==========   ==========
</TABLE>

                        See Notes to Financial Statements

                                      (3)

<PAGE>


                              FINANCIAL INFORMATION
                             AMERICAN CONSUMER, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                              THIRTY-NINE WEEKS ENDED
                                                              -----------------------
                                                             February 28,    March 1,
                                                                1998           1997
<S>                                                          <C>            <C>        
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                   $    47,892    $    82,998
Adjustments to reconcile net income to net cash
   provided by (used in) operating activities:
     Depreciation and amortization                               217,070        232,425
     Deferred income taxes                                        (2,000)        11,185
     (Gain) loss on sale of property                                --           31,095
     Deferred income                                             (12,558)       (15,896)
     Change in operating assets and liabilities:
       Certificate of deposit                                    (10,118)        (9,101)
       Accounts receivable                                       (26,757)        52,133
       Refundable income taxes                                    80,953        (27,568)
       Inventories                                               (47,025)       (32,429)
       Prepaid expenses                                           (1,728)        31,906
       Accounts payable                                          (86,577)        31,110
       Accrued sales tax                                          (3,711)       (96,551)
       Accrued income taxes                                       19,993        (24,067)
       Other accrued liabilities                                  (9,728)        (1,684)
                                                             -----------    -----------
Net Cash provided by operating activities                        165,705        265,556
                                                             -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of property                                           (91,383)       (37,550)
  Proceeds from disposal of property                                --            9,000
  Other                                                            6,000          1,385
                                                             -----------    -----------
     Net cash used in investing activities                       (85,383)       (27,165)
                                                             -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES
  Net increase (decrease) in short-term borrowings                74,694         (8,000)
  Principal payments on obligations under capital leases        (106,041)       (92,721)
                                                             -----------    -----------
  Cash dividends                                                    --          (55,479)
  Redemption of common stock                                     (28,920)        (2,431)
                                                             -----------    -----------
     Net cash used in financing activities                       (60,267)      (158,631)
                                                             -----------    -----------
Net increase in cash                                              20,055         79,760
Cash and cash equivalents at beginning of period                 860,472        977,549
                                                             -----------    -----------
Cash and cash equivalents at end of period                       880,527      1,057,309
                                                             ===========    ===========
SUPPLEMENTAL  DISCLOSURE  OF CASH FLOW  INFORMATION
  Cash paid during the period for:
     Income taxes                                            $         0    $    93,672
                                                             ===========    ===========
     Interest                                                $    45,002    $    55,262
                                                             ===========    ===========
NONCASH FINANCING ACTIVITIES
   Capital lease obligations incurred for use of equipment   $         0    $    99,716
                                                             ===========    ===========
</TABLE>

                        See Notes to Financial Statements

                                      (4)

<PAGE>


                            AMERICAN CONSUMERS, INC.
                          NOTES TO FINANCIAL STATEMENTS


(1)  Basis of Presentation.

     The financial  statements  have been prepared in conformity  with generally
     accepted accounting principles and general practices within the industry.

     The interim  financial  statements  should be read in conjunction  with the
     notes to the  financial  statements  presented  in the  Corporation's  1997
     Annual Report to Shareholders.  The quarterly financial  statements reflect
     all  adjustments  which are, in the opinion of management,  necessary for a
     fair presentation of the results for interim periods.  All such adjustments
     are of a normal recurring  nature.  The results for the interim periods are
     not  necessarily  indicative  of results to be  expected  for the  complete
     fiscal year.

(2)  Commitments and Contingencies.

     Capital expenditures are not expected to exceed $100,000 during the current
     fiscal year.

     The Company adopted a retirement  plan effective  January 1, 1995. The plan
     is  a  401(k)  plan   administered   by  BISYS   Qualified  Plan  Services.
     Participation in the plan is available to all full-time employees after one
     year of service and age 19. Any  contribution by the Company will be at the
     discretion  of the Board of  Directors,  which  will  make  such  decisions
     annually  at its  quarterly  meeting in  January.  At the Board  Meeting in
     January 1998,  the Board voted to contribute  $10,000 to the plan on behalf
     of plan participants.  The Board voted to contribute $15,000 to the plan in
     1997. The expense for these  contributions  is included in the accompanying
     financial statements.

     None of the Company's employees are represented by a union.

(3)  Securities Purchased Under Agreement to Resell.

     The Company  invests  excess funds in U.S.  Government  or U.S.  Government
     Agency securities which are purchased under an agreement to resell (reverse
     repurchase agreement).  The securities are purchased from a bank but do not
     constitute  deposits at the bank and are not insured by the Federal Deposit
     Insurance Corporation. The bank maintains possession of the securities, but
     title of  ownership  passes to the  Company  according  to the terms of the
     agreement. The bank repurchases the securities the business day immediately
     following the Company's  purchase date.  The carrying  amount of securities
     purchased under agreement to resell approximates fair value. Risk of market
     value   deterioration  is  mitigated  by  the  short-term   nature  of  the
     transaction  and the  type of  securities  purchased.  There  were no funds
     invested at February  28,  1998,  while  $457,434  was invested at March 1,
     1997, and $190,878 was invested at May 31, 1997.

                                      (5)

<PAGE>


                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

                              RESULTS OF OPERATIONS

<TABLE>
<CAPTION>
                                      THIRTEEN WEEKS ENDED             THIRTY-NINE WEEKS ENDED
                                  -----------------------------     -----------------------------
                                  February 28,        March 1,      February 28,         March 1,
                                      1998              1997            1998              1997
                                  ------------      -----------     ------------      ------------
<S>                                <C>              <C>             <C>               <C>        
Sales                              $6,717,154       $7,048,867      $20,324,782       $21,008,687
% Sales Increase (Decrease)             (4.71)           (7.04)           (3.26)            (4.87)
Gross Margin %                          22.56            21.72            21.75             21.56
Operating and Administrative
  Expense:
  Amount                           $1,453,584       $1,477,627        4,366,216         4,382,302
  % of Sales                            21.64            20.96            21.48             20.86
Net Income                             46,739           33,789           47,892            82,998
</TABLE>

     Overall,  sales  decreased 4.71% from sales for the same quarter last year.
This decrease  although smaller than the decrease a year ago, is threatening the
profitability of the Company.  The increase in profitability for the most recent
quarter  compared to the same  quarter last year is due to the increase in gross
margin,  which may be difficult to continue unless sales increase. A promotional
program is scheduled to start in May, in an effort to increase  sales without an
adverse  affect  on gross  margin.  The  Company's  competitors  are  constantly
conducting sales promotions which are expensive for an operation the size of the
Company to match over long periods of time. Management believes that competitive
pressures on the Company will  continue to increase over time as a result of its
competitors  opening more new stores in the  Company's  trade area. A continuous
effort is made to  improve  the  gross  margin  and  increase  profitability  by
obtaining the lowest cost for the Company's inventory.

     Operating and administrative expense increased as a percent of sales in the
quarter and the year to date  periods  presented.  The decline in sales also has
resulted in both an increase in the fixed  charge  components  of the  Company's
operating  expenses  relative to sales and an increase in the Company's  overall
proportion of fixed  expenses  relative to total  expenses,  as reflected in the
results for both the quarter and year to date periods presented.

     Interest  income  is down  because  of the  decrease  in cash  flow,  while
interest expense has decreased because of the reduction in the Company's capital
lease obligations through the ongoing amortization of such obligations.

     Refundable  income  taxes at May 31, 1997 are a result of  estimated  taxes
paid  exceeding the  liability  due. At February 28, 1998 a liability of $19,993
was recorded.

Income Taxes:

     The provision for income taxes for the quarter ended  February 28, 1998 was
$17,220  while the l iability  was $25,383 for the quarter  ended March 1, 1997.
The  provision for income taxes does not vary  significantly  from the statutory
rate of 34%.

                                      (6)

<PAGE>


Inflation:

     Although not a currently  significant factor, the Company continues to seek
ways to cope with the threat of renewed  inflation.  To the extent  permitted by
competition,  increased costs of goods and services to the Company are reflected
in increased selling prices for the goods sold by the Company.

                               FINANCIAL CONDITION

Liquidity and Capital Resources:

     The Company finances its working capital  requirements  principally through
its cash flow from operations and short-term borrowing.  Short-term borrowing to
finance inventory purchases is provided by the Company's $800,000 line of credit
with a regional bank. An additional  line of credit in the amount of $300,000 is
also  available  from its  principal  inventory  supplier.  Long-term  borrowing
generally finances capital expansion.

    Short-term borrowings consist of notes payable to the following:

                                                        2/28/98          5/31/97
                                                        -------          -------
       Estate of Beatrice Richardson                    $92,117         $129,000
       Richardson Testamentary Trust                      5,092                0
       Line of Credit-Wachovia Bank                     106,484                0
                                                       --------         --------
           Total                                       $203,694         $129,000
                                                       ========         ========

     Notes to the Estate and to the Richardson  Trust are unsecured,  payable on
demand and bear  interest  at .25% below the base rate  charged by the  regional
bank which provides the Company with its line of credit.

     The ratio of current assets to current liabilities was 2.66 to 1 at the end
of the latest  quarter,  February 28, 1998, as compared to 2.49 to 1 on March 1,
1997 and 2.64 to 1 at the end of the fiscal  year ended May 31,  1997.  Cash and
cash equivalents  constituted 38.97% of the total current assets at February 28,
1998 as compared to 20.86% at March 1, 1997 and 26.71% at May 31, 1997.

     During the quarter ended February 28, 1998 retained earnings increased as a
result of the Company's net income for the quarter.

                                      (7)

<PAGE>


                            AMERICAN CONSUMERS, INC.


PART II OTHER INFORMATION

Item 5 OTHER INFORMATION

During the quarter  ended  February  28,  1998,  director  Herbert S.  Willbanks
announced  his  decision  to  retire  from the  Company's  Board  of  Directors,
effective March 1, 1998.

Item 6 EXHIBITS AND REPORTS OF FORM 8-K

     (a)  The following exhibits are filed as a part of the report.

          (11) Statement re: computation of per share earnings.

          (27) Financial Data Schedule (EDGAR version only).

          (99) Agreement to Furnish Copies.

     (b)  During the most recent quarter,  the Company has not filed a report on
          Form 8-K.

                                      (8)

<PAGE>


                                   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 by the
undersigned thereunto duly authorized.


                                            AMERICAN CONSUMERS, INC.
                                            (Registrant)


                  Date:  4/13/98            /s/ Michael A. Richardson
                                            ------------------------------------
                                            Michael A. Richardson
                                            CHAIRMAN
                                            (Principal Executive Officer)


                  Date:  4/13/98            /s/ Paul R. Cook
                                            ------------------------------------
                                            Paul R. Cook
                                            EXECUTIVE VICE PRESIDENT - TREASURER
                                            (Principal Financial Officer & 
                                            Chief Accounting Officer)


                                      (9)