UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549

                                   FORM 10-QSB

            Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


            For the quarterly period ended           December 31, 1999

            Commission file Number                   000-24987


                             AEI ENVIRONMENTAL, INC.

             (Exact Name of Registrant as Specified in its Charter)


                                     COLORADO
                (State or Other Jurisdiction of Incorporation)



               000-24987                                05-0499525
        (Commission File Number)         (I.R.S. Employer Identification Number)

      215 Bluegrass Road, Suite C                         42135
(Address of Principal Executive Offices)                (Zip code)


                                  (877) 586-8688
             (Registrant's Telephone Number, Including Area Code)


                               CHUHAK & TECSON, P.C.
                      225 WEST WASHINGTON STREET, SUITE 1300
                              CHICAGO, IL 60606-3418
             ---------------------------------------------------
                     (Name and Address of agent for service)
<PAGE>

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 shares outstanding of each of the
issuer's classes of common stock, as of the latest practical
date:

Common Stock, $.001 Par Value - 10,271,780 as of
December 31, 1999.


             ---------------------------------------------------

                           FORWARD LOOKING STATEMENTS

             ---------------------------------------------------

THIS FORM 10-QSB AND OTHER STATEMENTS ISSUED OR MADE FROM TIME TO TIME BY
AEI ENVIRONMENTAL, INC. (HEREINAFTER REFERRED TO AS "AEI" AND/OR
"COMPANY" AND/OR "REGISTRANT") OR ITS REPRESENTATIVES CONTAIN STATEMENTS
WHICH MAY CONSTITUTE "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF
THE SECURITIES ACT OF 1933 AND THE SECURITIES EXCHANGE ACT OF 1934, AS
AMENDED BY THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.

FIFTEEN U.S.C.A. SECTIONS 77Z-2 AND 78U-5 (SUPP. 1996). THOSE STATEMENTS
INCLUDE STATEMENTS REGARDING THE INTENT, BELIEF OR CURRENT EXPECTATIONS
OF AEI AND MEMBERS OF ITS MANAGEMENT TEAM AS WELL AS THE ASSUMPTIONS
ON WHICH SUCH STATEMENTS ARE BASED.

PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING
STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE RISKS
AND UNCERTAINTIES, AND THAT ACTUAL RESULTS MAY DIFFER MATERIALLY FROM
THOSE CONTEMPLATED BY SUCH FORWARD-LOOKING STATEMENTS.  IMPORTANT
FACTORS CURRENTLY KNOWN TO MANAGEMENT THAT COULD CAUSE ACTUAL RESULTS
TO DIFFER MATERIALLY FROM THOSE IN FORWARD-LOOKING STATEMENTS ARE SET
FORTH IN THE SAFE HARBOR COMPLIANCE STATEMENT FOR FORWARD-LOOKING
STATEMENTS INCLUDED AS EXHIBIT 99.1 TO THIS FORM 10-QSB, AND ARE HEREBY
INCORPORATED HEREIN BY REFERENCE. THE COMPANY UNDERTAKES NO OBLIGATION
TO UPDATE OR REVISE FORWARD-LOOKING STATEMENTS TO REFLECT CHANGED
ASSUMPTIONS, THE OCCURRENCE OF UNANTICIPATED EVENTS OR CHANGES TO FUTURE
OPERATING RESULTS OVER TIME.

--------------------------------------------------------------------------------

--------------------------------------------------------------------------------


PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS


                         AEI ENVIRONMENTAL, INC.

                          FINANCIAL STATEMENTS

                        FOR THE SIX MONTHS ENDED

                            DECEMBER 31, 1999

<PAGE>


                                                                    EXHIBIT A

                         AEI Environmental, Inc.
                      (A Development Stage Company)
                              BALANCE SHEET
                            December 31, 1999

                                ASSETS


CURRENT ASSETS
  Cash and Cash Equivalents                   $        1,291
  Due from Affiliate                                  10,000
  Interest Receivable                                  5,297
  Costs and Estimated Earnings
    In Excess of Billings                             50,000
  Prepaid Expenses                                    66,054

         Total Current Assets                              $  132,642

PROPERTY AND EQUIPMENT
  Furniture and Fixtures                              52,069
  Computer Equipment and Software                     20,458
  Leasehold Improvements                              25,819
                                                     _______
                                                      98,346
  Less:  Accumulated Depreciation                    (36,107)
                                                     _______

         Net Property and Equipment                        $   62,239

OTHER ASSETS
     Patents                                          77,719
     Non-Compete Agreement (Net of
       Accumulated Amortization of $33,379)           66,621
    Goodwill (Net of Accumulated Amortization
       of $45,083)                                   630,238
    Other Intangible Asset (Net of Accumulated
       Amortization of $6,920)                        28,080
    Loans Receivable                                 150,000
    Deposits                                           3,633
                                                     _______

          Total Other Assets                         956,291

          TOTAL ASSETS                            $1,151,172


<PAGE>

                                                                    EXHIBIT A

                           AEI Environmental, Inc.
                        (A Development Stage Company)
                               BALANCE SHEET
                             December 31, 1999

                     LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Bank Overdraft                               $    46,916
  Current Portion - Capital Lease Obligations        4,246
  Loans Payable-Related Party                       79,407
  Accounts Payable                                 303,271
  Accrued Expenses                                 235,713

       Total Current Liabilities                           $   669,553

LONG-TERM LIABILITIES
  Long-Term Portion - Capital Lease Obligations                  5,597

STOCKHOLDERS' EQUITY
  Common Stock, No Par Value
    40,000,000 Shares Authorized;
    8,957,035 Shares Issued and Outstanding      3,751,540
  Preferred Stock, $100 Par Value,
    10,000,000 Shares Authorized; 0 Shares
    Issued and Outstanding                               -
  Stock Subscriptions Receivable                    (1,000)
  Retained Deficit                              (3,274,518)
                                                __________

        Total Stockholders' Equity                             476,022
                                                               _______

        TOTAL LIABILITIES AND
          STOCKHOLDERS' EQUITY                             $ 1,151,172


<PAGE>

                                                                    EXHIBIT B

                         AEI Environmental, Inc.
                      (A Development Stage Company)
                        STATEMENTS OF OPERATIONS
               For the Six Months ended December 31, 1999



                                        Six Months
                                        ended
                                        December 31, 1999
                                        ___________________
Expenses
  Research and Development Expenses     $    566,907
  Loss on Contract                                 -
  Operating Expenses                         919,071

       Total Expenses                      1,485,978

Loss From Development Stage Activities    (1,485,978)
                                        ___________________

Other Income/(Expense)
  Miscellaneous Income                         5,147
  Interest Expense                              (817)
                                        ___________________

       Total Other Income/(Expense)            4,330
                                        ___________________

       NET LOSS                         $ (1,481,648)

<PAGE>

<TABLE>
<CAPTION>

                                                                     EXHIBIT C

                           AEI Environmental, Inc.
              Statements of Changes in Stockholders' Equity and
          Retained Deficit Accumulated During the Development Stage
                 For the Nine Months Ended December 31, 1999


               Agtech Environmental, Inc.                                          AEI Environ.  Deficit
                          Class A               Class B             Class C        (F/K/A Oak    Accum.
                     $.01 Par Add'l       $.01 Par  Add'l      $.01 Par Add'l      Brook Cap. I, During the   Stock
              Date ofValue    Paid-in     Value     Paid-in    Value    Paid-in    Inc., No Par  Development  Subscrip. Stockhold.
              Trans. Common   Capital     Common    Capital    Common   Capital    Value Common  Stage        Receiv.   Equity

<S>           <C>    <C>      <C>         <C>       <C>        <C>      <C>        <C>           <C>          <C>       <C>

Balance July
1, 1999                32,024  1,749,674    23,871    791,129    48,241   157,301        4,200    (1,792,870)         0   1,013,570

Sale of stock           5,400    534,600                                                                                    540,000

Subscriptions
of Stock      Sept.,
              1999      4,100     36,900                                                                        (41,000)          0

Exercise of
stock
options       Sept.,
              1999      1,000      2,000                                                                                      3,000

Common Stock
Retired at
Time of Merger09/13   (42,524)(2,321,174)  (25,871)  (791,129)  (48,241) (157,301)                                       (3,386,240)

Common Stock
(no par value)
Issued at Time
of Merger     09/13                                                                  3,386,240                            3,386,240

Sale of Stock                                                                          361,100                   40,000     401,100

Net loss for
the Six
Months Ended
December 31,
1999          12/31                                                                               (1,481,648)            (1,481,648)

Balance
December 31,
1999                 $      0 $        0  $      0   $      0  $      0  $      0   $3,751,540   $(3,274,518) $  (1,000) $  476,022
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                                                                     EXHIBIT D
                          AEI Environmental, Inc.
                       (A Development Stage Company)
                         STATEMENTS OF CASH FLOWS
                For the Six Months ended December 31, 1999


<S>                                             <C>

                                                Six Months
                                                End
                                                December 31, 1999

Cash Flows from Operating Activities
     Net Loss                                     $   (1,481,648)
     Adjustments to Reconcile Net Loss to
     Net Cash (Used) by Operating Activities:
          Depreciation and Amortization                   58,161
          Change in Accounts Receivable                   10,444
          Change in Interest Receivable                     (155)
          Change in Costs and Estimated
            Earnings in Excess of Billings               (33,108)
          Change in Prepaid Expenses                     (46,951)
          Change in Bank Overdraft                        46,916
          Change in Accounts Payable                     140,241
          Change in Accrued Expenses                     183,674

          Total Adjustments                              359,222

          Net Cash (Used) by Operating Activities     (1,122,426)

     Cash Flows From Investing Activities:
          Purchase of Property and Equipment             (16,418)
          Deposits                                         2,400

     Net Cash Provided (Used) by Investing Activities    (14,018)

</TABLE>
<PAGE>

<TABLE>
<CAPTION>

                                                                    EXHIBIT D
                           AEI Environmental , Inc.
                           STATEMENT OF CASH FLOWS
                 For the Six Months ending December 31, 1999


<S>                                              <C>


                                                 Six Months
                                                 Ended
                                                 December 31, 1999

CASH FLOW FROM FINANCING ACTIVITIES:
     Repayments on Loans Receivable                 $      15,000
     Advance to Affiliate                                 (10,000)
     Proceeds from Related Party Loans                     79,407
     Capital Contributions (Net of Negotiation Fees
       of $305,000                                        944,100
     Repayments of Capital Lease Obligations               (5,724)
     Change in Restricted Cash                             50,000

Net Cash Provided by Financing Activities               1,072,783

Net Increase (Decrease) in Cash and Cash
    Equivalents                                           (63,661)

Cash and Cash Equivalents, Beginning                       64,952

Cash and Cash Equivalents, Ending                   $       1,291

Supplemental Disclosures:

     Interest Paid                                  $         817

     Income Taxes Paid                              $           0

</TABLE>

<PAGE>

<PAGE>

                           AEI Environmental, Inc.
                        NOTES TO FINANCIAL STATEMENTS
                              DECEMBER 31, 1999


1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       (a)  Description of Development Stage Activities

            The Company has been in the development stage since its formation
            on April 30, 1998.  It expects to design, manufacture, and
            install waste treatment and cooling systems for dairy and
            livestock operations and to supply necessary chemical products to
            system users.

            The Company expects to negotiate contacts with commercial
            livestock operations for the installation of these systems and
            may finance these contracts through a series of progress payments
            from the customer or by granting credit to the customer until the
            system begins operating.

            The Company is relying on its own estimates of the size of the
            potential market for its products based on trends showing
            increases in size of livestock and dairy operations, the growing
            environmental sensitivity and resulting economic stimuli to deal
            with waste products in a safe and controlled manner, and its
            assumption that productivity increases brought about by its
            products will create economic advantages which will justify their
            costs.

            The Company expects to evolve from the development stage to the
            operating stage with the continuing refinement of its product
            lines and to commence delivering systems under contracts in the
            second quarter of this fiscal year.

     (b)    Method of Accounting

            Assets, liabilities, revenues and expenses are recognized on the
            accrual method of accounting, with revenues and costs of
            installation to be recognized under the percentage-of-completion
            method of accounting for contracts.  Under the percentage of
            completion method, income is recognized in the ratio that the
            cost incurred bears to the estimated total cost.  This method is
            used because management considers total cost to be the best
            available measure of progress on contracts.  Because of inherent
            uncertainties in estimating costs, it is at least reasonably
            possible that the estimates used will change within the near
            term.  Adjustments to cost estimates are made periodically, and
            expected losses incurred on contracts in progress are charged to
            operations in the period such losses are determined.  The
            aggregate of costs incurred and income recognized on uncompleted
            contracts in excess of related billings is shown as a current
            asset, and billings in excess of cost and income recognized are
            shown as a current liability.

<PAGE>

                              AEI Environmental, Inc.
                           NOTES TO FINANCIAL STATEMENTS
                                 DECEMBER 31, 1999


1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     (c)   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 and disclosure of contingent 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 these estimates.

     (d)   Basis for Assigning Amounts to Equity Securities Issued for Other
           Than Cash

           Shares of common stock issued for other than cash have been assigned
           amounts equivalent to the fair value of the service or assets
           received in the exchange.

     (e)   Cash and Cash Equivalents

           The Company considers all short-term investments in interest-bearing
           accounts, securities, and other instruments with an original
           maturity of three months or less, to be equivalent to cash.

     (f)   Allowance for Doubtful Accounts

           Accounts receivable are reviewed periodically by management to
           determine the adequacy of the allowance for doubtful accounts.
           Amounts due from related parties are considered in relation to
           their individual agreements.  Based upon management's evaluation
           as of December 31, 1999, an allowance for doubtful trade accounts
           was not considered necessary.

     (g)   Fixed Assets

           Fixed assets, including capitalized equipment acquired by leases,
           are stated at cost.  Depreciation is computed using the straight-
           line and accelerated methods, over the following estimated useful
           lives:

                                                                Years
                      Furniture and Fixtures                      5
                      Computer Equipment and Software             5
                      Leasehold Improvements                      5

<PAGE>


2.   GOING CONCERN

     These financial statements have been prepared under the assumption the
     Company will continue its development stage activities and eventually
     emerge as a going concern.  This assumption is conditioned on the
     Company's ability to generate revenue before exhausting its original
     capital stake, and/or attracting additional capital.  Although no
     revenue producing contracts have been signed, management is in the final
     stages of negotiations on four separate contracts for the cooling system.
     In addition, marketing and sales efforts related to the odor control
     product are expected to commence shortly after January 1, 2000.  As
     described in Note 5, management has also taken steps to attract
     additional capital.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

                             AEI ENVIRONMENTAL, INC.

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


December 31, 1999

=====================================
SIX MONTHS ENDING DECEMBER 31, 1999
=====================================
The following information should be read in conjunction with the historical
financial information included in Item 1 of this Quarterly Report.

NEW ACCOUNTING PRONOUNCEMENTS

     Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of"
("SFAS 121") issued by the FASB, is effective for financial statements for
fiscal years beginning after December 15, 1995. The standard establishes new
guidelines regarding when impairment losses on long-lived assets, which
include plant and equipment, certain identifiable intangible assets, and
goodwill, should be recognized and how impairment losses should be measured.

The Company does not expect adoption to have a material effect on its
financial position or results of operations.

     Statement of Financial Accounting Standards No. 123, "Accounting for
Stock-Based Compensation" ("SFAS 123") issued by the FASB, is effective for
specific transactions entered into after December 15, 1995. The disclosure
requirements of SFAS 123 are effective for financial statements for fiscal
years beginning no later than December 15, 1995. The new standard established
a fair value method of accounting for stock-based compensation plans and for
transactions in which an entity acquires goods or services from non-employees
in exchange for equity instruments. The Company does not expect adoption to
have a material effect on its financial position or results of operations.

<PAGE>

Liquidity and Capital Resources

     The Company remains in the development stage and, since inception,
has experienced no significant change in liquidity or capital resources
or stockholder's equity.  The Company's balance sheet as of December 30,
1999, reflects a total asset value of $1,151,172.  The Company currently
has no line of credit.

Results of Operations

     During the period from January 1, 1998 through December 31, 1999,
the Company has engaged in no significant operations other than
organizational activities, acquisition of capital and preparation for
registration of its securities under the Securities Exchange Act of 1934,
as amended.  No revenues were received by the Company during this period.

     For the current fiscal year, the Company anticipates incurring
a loss as a result of organizational expenses, expenses associated with
registration under the Securities Exchange Act of 1934.

Need for Additional Financing

     The Company believes that its existing capital will be sufficient
to meet the Company's cash needs, including the costs of compliance with
the continuing reporting requirements of the Securities Exchange Act of
1934, as amended, for a period of approximately one year.   There is no
assurance, however, that the available funds will ultimately prove to be
adequate to allow it to fully execute its business plan, and, the Company's
needs for additional financing are likely to increase substantially.

<PAGE>

PART II  OTHER INFORMATION


ITEM 1.  Legal Proceedings

          Neither the Registrant nor any of its affiliates are a
          party, nor is any of their property subject, to material
          pending legal proceedings or material proceedings known
          to be contemplated by governmental authorities.


ITEM 2.  Changes in Securities

          None


ITEM 3.  Defaults Upon Senior Securities

          None


ITEM 4.  Submission of Matters to a Vote of Security Holders

          On September 13, 1999, the Company completed a merger with Oak Brook
          Capital I, Inc., ("OBC") a fully reporting 1934 Act public SEC
          shell company, which immediately thereafter changed its name to
          AEI Environmental, Inc.  The merger was done specifically to
          enhance the Company's ability to have several options for future
          capital formation and to aid in attracting additional key employees.
          The NASD 15c211 disclosure form has been filed with the National
          Association of Securities Dealers (NASD) and the Company is
          expecting to begin OTC trading before the end of the calendar year.


ITEM 5.  Other Information

          None

ITEM 6.  Exhibits and Reports on Form 8 K

         a.  Exhibits

             Exhibit 27. Financial Data Schedule

         b.  Reports on Form 8 K

             -Filed on September 30, 1999, Item 1 and 2, Change of Control,
              Plan of Merger.

             -Filed on December 7, 1999, Item 7, Financial Statements.

INDEX TO EXHIBITS

<TABLE>
<CAPTION>

EXHIBIT      NO      DESCRIPTION

<S>          <C>     <C>


#            3.1     Articles of Incorporation of the Registrant, as amended;

#            3.2     Bylaws of the Registrant;

#            4.1     Instruments Defining Rights of Security Holders/Minutes
                     of Annual/Special Meetings of the Registrant;

#           10.1     Issuance of Restricted Shares from Authorized Shares

#           23.1     Consent of Mark T. Thatcher, P.C.;

x           27       Financial Data Schedule
x           99.1     Safe Harbor Compliance Statement

_______________________
x     Filed herewith.

#     Incorporated by reference from the Registrant's Amendment No. 3 to the
      Registration Statement filed on Form 10-SB on or about July 29, 1999.


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 hereunto duly authorized.


                              AEI ENVIRONMENTAL, INC.

                              /s/ Mark Margason

DATE: February 22, 2000       By:    MARK MARGASON
                              Name:  MARK MARGASON
                              Title: Vice Chairman


</TABLE>