SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC 20549
                               Form 1O-QSB

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

            For the Quarterly Period Ended March 31, 2000

     [  ]   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 333-18967

                  AMERICAN CHAMPION ENTERTAINMENT, INC.
          (Exact Name of Registrant as Specified in its Charter)

               Delaware                                  94-3261987
     (State or Other Jurisdiction or                    (IRS Employer
      Incorporation or Organization)                 Identification Number)

            1694 The Alameda, Suite 100, San Jose, California 95126
                             (408) 288-8199
   (Registrant's Address of Principal Executive Offices and Telephone Number)


             (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 ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15 (d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court.

       Yes .....                               No .....


APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.




         Class                          Outstanding at March 31, 2000

   -------------------------             --------------------------
 Common Stock, $.0001 par value                 6,368,647 shares

Transitional Small Business Disclosure Format (check one)  Yes....   No ..X..

                          Exhibit Index on Page

                     AMERICAN CHAMPION ENTERTAINMENT, INC.
                                Form 10-QSB
                               March 31, 2000

                             TABLE OF CONTENTS


PART I -        Financial Information

        Item 1. Financial Statements

                Consolidated Balance Sheet as of March 31, 2000

                Consolidated Statements of Operations for
                the three month periods ended March 31, 2000 and 1999

                Consolidated Statements of Cash Flows for
                the three month periods ended March 31, 2000 and 1999

                Notes to Consolidated Financial Statements

       Item 2.  Management's Discussion and analysis of
                Financial Condition and Results of Operations


PART II -       Other Information

        Item 1. Legal Proceedings

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

        Item 6. Exhibits and Reports on Form 8-K


Signatures


Exhibit Index


Exhibits




PART I -              FINANCIAL INFORMATION

ITEM 1- Financial Statements - (unaudited)


                      AMERICAN CHAMPION ENTERTAINMENT, INC.
                     Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                             March 31,      March 31,
                                               2000           1999
                                             ------------   ------------
<S>                                          <C>           <C>
           Assets                            (unaudited)

       Cash......................                472,970       ($9,748)
       Account receivable.......                 490,182       225,937
       Loans receivable, related parties..       114,937       114,937
       Prepaid expenses..........                 28,397        48,019
       Investments...............                203,110          -
       Property and equipment,...                293,861       379,981
       Film costs, net...........              7,556,803     6,119,222
       Note receivable...........                354,814        80,424
       Other assets..............                132,785        11,360
                                             ------------  ------------
       Total assets..............              9,647,859     6,970,131
                                             ============  ============


       Liabilities

       Accounts payable and accrued
         expenses................                591,008       954,775
       Note payable, related parties....            -          129,069
       Other.....................                  3,389          -
       Deferred revenues.........                 16,920        36,336
       Long-term debt............                597,396       356,543
                                             ------------  ------------
       Total liabilities.........              1,208,713     1,476,723


       Stockholders' Equity:

       Preferred stock.............                 -             -
       Common stock, paid in capital....      21,875,447     9,227,888
       Common stock warrants............               0       352,026
       Accumulated deficit..............     (13,436,301)   (4,086,506)
                                             ------------  ------------
       Total stockholders' equity ......       8,439,146     5,493,408


       Total liabilities and
            stockholders' equity........       9,647,859     6,970,131
                                             ============  ============

</TABLE>
                      See accompanying notes.


                      AMERICAN CHAMPION ENTERTAINMENT, INC.
                   Condensed Consolidated Statements of Operations
                                  (unaudited)
<TABLE>
<CAPTION>
                                                  Three Months Ended
                                                       March 31,
                                         -----------------------------------
                                              2000                1999
                                         ---------------     ---------------
<S>                                       <C>                 <C>
REVENUE:
  Tuition and related fees.........            $42,186              $61,351
  Accessories and video sales......                105                 -
  Film income......................              1,978              225,637
  Interest income..................              6,578                 -
                                         ---------------     ---------------
  Total revenue....................             50,847              286,990

COSTS AND EXPENSES:
  Cost of sales....................                775                 -
  Amortization of film costs.......               -                 138,252
  Salaries and payroll taxes.......            300,474               10,019
  Rent.............................             28,907               42,328
  Selling, general and
    administrative.................          2,945,840              315,831
  Debenture conversion expense.....             18,134                 -
  Interest.........................             21,614               42,716
  Beneficial conversion feature
    of debentures..................            264,964              316,198
                                          --------------     ---------------
  Total costs and expenses.........          3,580,708              865,344
                                          --------------     ---------------
Net Loss From Operations...........        ($3,529,861)           ($578,354)

Gain On Sale of Studio.............               -                    -

Net Loss Before Income Tax.........         (3,529,861)            (578,354)

Income Tax.........................               -                      40

Net Loss...........................         (3,529,861)            (578,394)

Accumulated Deficit................        (13,436,301)          (4,086,506)

Weighted average number of shares
  outstanding (Footnote 1).........          5,933,431            1,524,318
                                          ===============     ===============

Net loss per share (Footnote 1)....             ($0.59)              ($0.38)

(Footnote 1)     Adjusted for 1:4 reverse split of common stock on January 4, 2000.

</TABLE>
                      See accompanying notes.


WCS51
                 Condensed Consolidated Statements of Cash Flows
                                  (unaudited)
<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                                March 31,
                                                      -------------------------
                                                      2000         1999
                                                      ------------ ------------
<S>                                                   <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss........................................      ($3,529,861)   ($578,394)
Adjustments to reconcile net loss to
  net cash used for operating activities:
    Non-cash charge related to beneficial
      conversion feature of debentures..........          264,964      316,198
    Depreciation and amortization...............           30,057      168,132
    Conversion of debenture interest to common stock..     11,185         -
    Amortization of original issue discount
      on long-term debt.........................           18,134        5,432
    Securities issued for services..............        2,365,747      150,000
    Amortization of deferred consulting expenses           93,299         -
Decrease (Increase) in:
  Accounts receivable...........................           (8,733)    (188,262)
  Prepaid expenses and other....................          (20,937)       8,561
Increase (Decrease) in:
  Accounts payable and accrued expenses.........         (452,328)    (172,071)
  Deferred revenues.............................             -         (41,684)
                                                      ------------ ------------
     Net cash used for operating activities.....       (1,228,473)     332,090
                                                      ------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment..............           (3,606)      (7,133)
Payments for film costs.........................          (11,033)    (883,542)
                                                      ------------ ------------
     Net cash used for investing activities.....          (14,639)    (890,675)
                                                      ------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of common stock options..          335,690         -
Proceeds from issuance of warrants..............             -         540,000
Proceeds (Payments) on loans from related parties..       (85,611)      (7,968)
Proceeds from exercise of warrants..............          459,750         -
Proceeds on notes payable.......................        1,250,000      914,096
Payments on notes payable.......................         (275,405)    (235,874)
Principal payments on capital leases............             (856)        -
                                                      ------------ ------------
     Net cash provided by financing activities..        1,683,568    1,210,254
                                                      ------------ ------------
NET INCREASE IN CASH............................          440,456      (12,511)
CASH, beginning of period.......................           32,514        2,763
                                                      ------------ ------------
CASH, end of period.............................         $472,970      ($9,748)
                                                      ============ ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash paid during the year for:
    Interest....................................             -         $42,718

    State income taxes..........................             -             $40

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING
  AND FINANCING ACTIVITIES:
   Long-term debt converted to equity...........         $725,000   $1,103,818
   Beneficial conversion feature of debentures..         $264,964     $316,198
   Common stock and warrants issued related to
     services...................................       $2,007,482         -
   Common stock warrants issued with debt.......         $283,476      $61,125
   Stock Warrants issued to consultants.........         $358,265     $150,000

</TABLE>
                      See accompanying notes.
<PAGE>


NOTES TO FINANCIAL STATEMENTS
March 31, 2000

Note 1 - Nature of Operations and Summary of Significant Accounting
Policies

Nature of Operations and Consolidation - The consolidated
financial statements include the accounts of American Champion
Entertainment, Inc. (the "Company") and its wholly owned
subsidiary, America's Best Karate ("ABK") which owns 100% of
American Champion Media, Inc. ("AC Media"). The Company and AC
Media were formed during 1997. Pursuant to an Agreement and Plan
of Merger, dated as of July 14, 1997, the Company entered into a
reorganization transaction pursuant to which the Company acquired
all of the issued and outstanding shares of ABK (the
"Reorganization"). The financial statements included herein give
effect to the Reorganization in which the Company became the
successor to ABK. All significant intercompany accounts and
transactions have been eliminated in consolidation.

AC Media focuses on operating and managing all media-related
programs for the Company. These programs consist of fitness
information video tapes, books and audio tapes and production of
educational television programs for children which emphasize
martial arts values and fun. ABK focuses solely on operating and
managing the Company's karate studios which are located in the San
Francisco Bay Area.

Revenue Recognition - AC Media - Revenue from films is recognized
on the accrual method. Film costs are amortized using the
individual-film-forecast-computation method which amortizes costs
in the ratio that current gross revenues bear to anticipated total
gross revenues from all sources. The management of AC Media
periodically reviews its estimates of future revenues for each
master and if necessary a revision is made to amortization rates
and a write down to net realizable value may occur.

Concentration of Credit Risk - Financial instruments which
potentially subject the Company to concentrations of credit risk
are cash and accounts receivable arising from its normal business
activities. The Company places its cash with high credit quality
financial institutions. The amount on deposit in any one
institution that exceeds federally insured limits is subject to
credit risk. To reduce credit risk, the Company requires advanced
payments from students and thus, no student fees receivable is
recorded.

Film Costs - Film costs consist of the capitalized costs related
to the production of original film masters for videos and
television programs. The net film costs are presented on the
balance sheet at the net realizable value for each master.

Fair Values of Financial Instruments - The carrying value of cash,
receivables, accounts payable and short-term borrowings
approximates fair value due to the short maturity of these
instruments. The carrying value of long-term obligations
approximates fair value since the interest rates either fluctuate
with the lending banks' prime rates or approximate market rate.
None of the financial instruments are held for trading purposes.


NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1999


Note 1 - Nature of Operations and Summary of Significant Accounting
Policies (continued)

Basic Loss Per Share -  Net loss per share is based on the weighted  average
outstanding shares issued. Because the Company has a net  loss, the common
stock equivalents would have an anti-dilutive  effect on earnings per share.
Accordingly, basic earnings per  share and diluted earnings per share are the
same.

Income Taxes - Deferred tax assets and liabilities are recognized
for the expected tax consequences of temporary differences between
the tax bases of assets and liabilities and their reported
amounts. The Company and its Subsidiaries file a consolidated tax
return.

Presentation - Because of the Company's reduced activity in its
karate instruction segment, management believes utilizing a
classified balance sheet presentation is no longer appropriate, as
the operating cycle of the media-related segment of the Company is
expected exceed 12 months.  Accordingly, an unclassified
presentation is utilized for the accompanying balance sheet, which
is an acceptable method under SFAS No. 53, "Financial Reporting by
Producers and Distributors of Motion Picture Films".

Reclassifications - Certain reclassifications have been made to
the 1999 amounts to conform to the current presentation.

Note 2 - Basis of Reporting

The accompanying unaudited financial statements have been prepared
in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form
10-QSB.  Accordingly, they do not include all of the information
and disclosures required by generally accepted accounting
principles for completed financial statements.  In the opinion of
management, such statements include all adjustments (consisting
only of normal recurring items) which are considered necessary for
a fair presentation of the financial position of the Company at
March 31, 2000 and the results of its operations and its cash flows
for the three months periods ended March 31, 2000 and 1999.  The
accompanying unaudited financial statements should be read in
conjunction with the financial statements and notes for the year
ended December 31, 1999 included in the Company's Form 10-KSB as
filed with the SEC on March 30, 2000.

Note 3 - Uses of Estimates, Risks and Uncertainties

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 those estimates.
Significant estimates used in these financial statements include
the recovery of film costs which has a direct relationship to the
net realizable value of the related asset. It is at least
reasonably possible that management's estimate of revenue from
films could change in the near term which could have a material
adverse effect on the Company's financial condition and results of
operations.

Note 4 - Film Costs

Film costs consist of the capitalized costs related to the production of
videos and programs for television as follows:

                                               March 31, 2000      1999
                                               --------------   -----------
Television program
  The Adventures with Kanga Roddy.............   $8,077,669     $8,077,669

Videos
  Montana Exercise Video......................      148,253        148,253
  Strong Mind Fit Body........................       18,042         18,042
                                                 -----------   -----------
                                                  8,243,964      8,243,964
  Less accumulated amortization...............      690,831        690,831
                                                 -----------   -----------
                                                  7,553,133      7,553,133
                                                 ===========   ===========


Production of the first seven episodes of The Adventures with Kanga Roddy was
completed during 1997. The Company completed 9 and 13 additional episodes
during the years ended December 31, 1999 and 1998, respectively. Both
exercise videos were completed in 1996, but only the Strong Mind Fit Body
video has  been released.


Note 8 -Beneficial Conversion Feature of Debentures

The Company accounts for the beneficial conversion feature of its 7%
convertible debentures issued during the quarter in accordance with EITF D-60,
"Accounting for Convertible Securities with Beneficial Conversion Features or
Contingently Adjustable Conversion."  The application of EITF D-60 resulted in
the recognition of a non-cash charge to interest expense of $264,964 for the
quarter ended March 31, 2000 corresponding increase to additional paid in
capital.  These amounts are included in interest expense.


PART I -        FINANCIAL INFORMATION

ITEM 2 -        Management's Discussion And Analysis Of
Financial Condition And Results Of Operations


Forward Looking Information

The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" from liability for forward-looking statements. Certain
information included in this Form 10-QSB and other materials filed or
to  be filed by the Company with the Securities and Exchange
Commission (as  well as information included in oral statements or
other written  statements made or to be made by or on behalf of the
Company) are  forward-looking, such as statements relating to
operational and  financing plans, capital uses and resources,
competition, and demands  for the Company's products and services.
Such forward-looking statements  involve important risks and
uncertainties, many of which will be beyond  the control of the
Company. These risks and uncertainties could  significantly affect
anticipated results in the future, both short-term  and long-term,
and accordingly, such results may differ from those  expressed in
forward-looking statements made by or on behalf of the  Company.
These risks and uncertainties include, but are not limited to,  the
acceptance by television viewers and public television stations of
the television series - ADVENTURES WITH KANGA RODDY, production
delays  and/or cost overruns with respect to such series, changes in
external  competitive market factors or in the Company's internal
budgeting  process which might impact trends in the Company's results
of  operations, unanticipated working capital or other cash
requirements,  changes in the Company's business strategy or an
inability to execute  its strategy due to unanticipated change in the
industries in which it  operates; and various competitive factors
that may prevent the Company  from competing successfully in the
marketplace.

The following section discusses the significant operating changes,
business trends, financial condition, earnings and liquidity that
have  occurred in the three-month period ended June 30, 1999. This
discussion  should be read in conjunction with the Company's
consolidated financial  statements and notes appearing elsewhere in
this report.


Results of Operations

        Revenues.  For the three months ended March 31, 2000, the Company's
total revenue decreased to $50,847, a decrease of $236,143 or 82.3% as
compared to $286,990 for the comparable period in 1999. This decrease is due to
the reduction in the Company's karate studio operation.

        Costs and Expenses.  There was no amortization of film costs for the
three months ended March 31, 2000, due to no revenue generated from the
television show within this period. Such amortization, if any, is calculated
based upon the proportion to the revenue generated by the television show in
this period compared to total expected revenues from the television show.

        The Company's expenses for salaries and payroll taxes increased to
$300,474, an increase of $290,455 for the three months ended March 31, 2000
from $10,019 for the comparable period in 1999.  The increase was the combined
result of all salaries and payroll taxes charged to expense instead of
capitalizing to production and an increase in marketing personnel.

        Rent expense decreased to $28,907 for the three months ended March 31,
2000, a decrease of $13,421 or 31.7% from $42,328 for the comparable period in
1999.  The decrease in rents is due to the closure of karate studios.

        Total selling, general and administrative expenses increased to
$2,945,840, an increase of $2,630,009 for the three months ended March 31, 2000
from $315,831 for the comparable period in 1999.  This increase is primarily
due to common stock and warrants issued for services and warrants issued with
debt.

        Interest expense decreased to $21,614, a decrease of $21,102 or 49.4%
for the three months ended March 31, 2000 from $42,716 for the comparable
period in 1999.  The beneficial conversion feature of debenture expense for the
quarter ended March 31, 2000 is a non-cash charge of $264,964 compared with
$316,198 for the comparable period in 1999 related to the convertible
debentures issued within the quarter.  The debentures are convertible to common
stock of the Company with the shares to be issued upon conversion based on 75%
of the fair value of the stock at the time of conversion.  Since the debt can
be converted at any time, the value of the discount as of the issuance date has
been charged to interest expense with a corresponding increase to additional
paid in capital.  The balance of the  increase is attributable to the interest
accrued on convertible debentures and certain private loans of  the Company.

        As a result of the foregoing factors, the Company's net loss  increased
to $3,529,861 during the three months ended March 31, 2000 from  $578,354 for
the comparable period in 1999.  Net loss per share increased to $0.59 for the
three months ended March 31, 2000 from $0.38 for the comparable period in 1999.
Weighted average number of shares outstanding increased to 5,933,431 for the
three months ended March 31, 2000 from 1,524,318 for the comparable period in
1999 primarily due to the conversion of debentures into the Company's common
stock. The outstanding number of shares and net loss per share figures are
adjusted for the 1:4 reverse split of the company's common stock on January 4,
2000.

Liquidity And Capital Resources

        Cash increased for the three months ended March 31, 2000 by $440,456 of
which $1,228,473 was net operating cash loss and $14,639 was used in the
production of the Adventures With Kanga Roddy show, while financing activities
resulted in an inflow of $1,683,568.

        Deferred consulting fees of $93,299 relate to common stock and warrants
issued to consultants and are being amortized over the term of the consulting
agreements which range from 12 to 24 months.

        As of March 31, 2000, total long-term debt was $597,396 and there is no
loan payable to related parties.  In addition, deferred revenues  were $16,920
at March 31, 2000.  Deferred revenues are pre-paid tuition  for the karate
studios and booked revenue from sponsorship activities  which cannot be
immediately recognized.

Recent Developments

        On April 22, 2000, the Company produced a professional boxing event in
the People's Republic of China.  The event was broadcast throughout China, and
the television network of Showtime distributed the program in the United States
and Poland via satellite.

        On May 9, 2000, the Company's wholly own subsidiary American Champion
Marketing Group, Inc. signed a licensing agreement with Irwin Toy Limited for
the licensing of the characters from the television series "ReBoot".  This
program is owned by Mainframe Entertainment, Inc. who has signed a Licensing
Agent Agreement with the Company for the marketing of several of its programs
including "ReBoot".


PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

        There is no on-going legal proceedings during the three
months  ended March 31, 2000.

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

         There is no submission of matters to a vote of security
holders during the three months ended March 31, 2000.

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

        (a)     Exhibits.  See the Exhibit Index beginning on page 16.

        (b)     Reports on Form 8-K.  No reports on Form 8-K were
filed  during the quarter for which this report is filed.

SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act
of  1934, the Company has duly caused this report to be signed on its
behalf  by the undersigned, thereunto duly authorized.

                                AMERICAN CHAMPION ENTERTAINMENT, INC.
                                (Registrant)

Dated:  March 15, 2000          By:      /s/ Anthony K. Chan
                                  ------------------------------
                                  Anthony K. Chan, Chief Executive Officer

                                By:     /s/ Mae Lyn Woo
                                  ------------------------------
                                  Mae Lyn Woo, Vice President,
                                  Chief Financial Officer &
                                  Chief Operations Officer




                       INDEX TO EXHIBITS

Exhibit No.                 Exhibit

 1.1(1)   Form of Underwriting Agreement
 3.1(1)   Amended and Restated Certificate of Incorporation dated April 24, 1997
 3.11(5)  Amended and Restated Certificate of Incorporation dated June 4, 1998
 3.2(1)   Bylaws
 4.1(1)   Specimen stock certificate
 4.2(1)   Warrant Agreement with form of Warrant
 4.3(1)   Form of Underwriters' Warrant
 4.41(4)  Securities Purchase Agreement dated July 2, 1998
 4.42(4)  Form of Debenture dated July 2, 1998
 4.43(4)  Joint Escrow Instructions
 4.44(4)  Registration Rights Agreement dated July 2, 1998
 4.45(4)  Form of Warrant dated July 2, 1998
 4.461(7) Securities Purchase Agreement dated January 19, 1999
 4.462(7) Form of Debenture dated January 19, 1999
 4.463(7) Joint Escrow Instructions dated January 19, 1999
 4.464(7) Registration Rights Agreement dated January 19, 1999
 4.465(7) Form of Warrant dated January 19, 1999
 4.471(9) Securities Purchase Agreement dated June 17, 1999
 4.472(9) Form of Debenture dated June 17, 1999
 4.473(9) Joint Escrow Instructions dated June 17, 1999
 4.474(9) Registration Rights Agreement dated June 17, 1999
 4.475(9) Form of Warrants dated June 17, 1999
 4.481(10) Securities Purchase Agreement dated September 24, 1999
 4.482(10) Form of Debenture dated September 24, 1999
 4.483(10) Joint Escrow Instructions dated September 24, 1999
 4.484(10) Registration Rights Agreement dated September 24, 1999
 4.485(10) Form of Warrants dated September 24, 1999
 5(1)     Opinion of Sheppard, Mullin, Richter & Hampton LLP
 10.1(1)  1997 Stock Plan
 10.2(1)  Form of Stock Option Agreement for 1997 Stock Plan
 10.3(1)  1997 Non-Employee Directors Stock Option Plan
 10.4(1)  Form of Non-Employee Directors Stock Option Agreement
 10.8(1)  Promissory Note dated December 15, 1994 made payable by Messrs.
          Chung and Chan and their wives in favor of Michael Triantos M.D.
          Inc. Money Purchase and Profit Sharing Pension Plans Trust
 10.9(1)  Employment Agreement between the Company and George Chung dated
          March 4, 1997, effective upon the closing date of the Offering
 10.10(1) Employment Agreement between the Company and Anthony Chan dated
          March 4, 1997, effective upon the closing date of the Offering
 10.11(1) Employment Agreement between the Company and Don Berryessa dated
          March 4, 1997, effective upon the closing date of the Offering
 10.12(1) Employment Agreement between the Company, AC Media and Jan
          Hutchins dated March 4, 1997, effective upon the closing date of
          the Offering
 10.13(1) Convertible Loan Agreement dated as of May 5, 1995, between ABK
          and David Y. Lei
 10.15(1) Amended Deal Memo between ABK and Rick Fichter dated February
          23, 1997, with respect to payments related to the Kanga Roddy
          Series
 10.17(1) Form of Indemnification Agreement
 10.19(1) Letter dated October 29, 1996 from the Company to Tim Pettitt
          regarding certain payments to the Montanas
 10.20(1) Distribution Agreement dated June 18, 1996 by and between
          America's Best Karate and InteliQuest
 10.21(1) Distribution Agreement, dated May 6, 1997, by and between KTEH,
          San Jose Public Television and American Champion Media, Inc.
 10.22(1) Letter Agreement, dated June 1997, between AC Media, Inc. and
          Sega of America, Inc.
 10.23(1) Business Loan Agreement between America's Best Karate and Karen
          Shen
 10.24(1) Business Loan Agreement between America's Best Karate and Thomas
          J. Woo
 10.25(2) Licensing Agent Agreement, dated July 25, 1997, between American
          Champion Media, Inc. and Sega of America, Inc.
 10.26(3) Continuous Distribution Agreement dated April 20, 1998 between
          KTEH, San Jose and American Champion Media, Inc.
 10.27(3) Sponsorship Agreement dated April 29, 1998 between Sara Lee
          Corporation and American Champion Media, Inc.
 10.28(3) Engagement Agreement dated April 24, 1998 between JW Charles
          and American Champion Entertainment, Inc.
 10.29(5) Amendment to Employment Agreement with George Chung, dated July 1,
          1998
 10.30(5) Amendment to Employment Agreement with Anthony Chan, dated July 1,
          1998
 10.31(5) Amendment to Employment Agreement with Don Berryessa, dated July 1,
          1998
 10.32(5) Amendment to Employment Agreement with Jan Hutchins, dated July 1,
          1998
 10.33(5) Amendment to Employment Agreement with Mae Lyn Woo, dated July 1,
          1998
 10.34(5) Amendment to Employment Agreement with Kristen Simpson, dated July 1,
          1998
 10.35(6) International Distribution Agreement with Portfolio Entertainment
          dated August 19, 1998
 10.36(6) Video Distribution Agreement for the Kanga Roddy Series with Kreative
          Video Products dated August 19, 1998
 10.37(6) Video Distribution Agreement for the Montana Exercise Video with
          Kreative Video Products dated August 21, 1998
 10.38(8) Consultant Agreement between Olympia Partners, LLC, Dalton Kent
          Securities Group, Inc. and American Champion Entertainment, Inc.
 10.39(8) Merchant Licensing Agreement between Timeless Toys and American
          Champion Media, Inc.
 10.40(8) Loan Agreement between Olympia Partners and American Champion
          Entertainment, Inc.
 10.41(8) SEGA Agreement termination letter.
 10.42(8) Consultant Agreement between American Champion Entertainment, Inc.
          and Trademark Management
 10.43(11) Termination of Kreative Video Products, Inc.
 10.44(11) Video Products distribution agreement between Fast Forward
           Marketing, Inc. and American Champion Entertainment. Inc.
 10.45(11) Consultant Agreement between Chris Scoggin, LTD. And American
           Champion Entertainment, Inc.
 10.46(12) Consulting Services Agreement between Consor, Inc., and American
           Champion Marketing Group, Inc.
 10.47(12) Licensing Agreement between Brighter Child Interactive, LLC and
           American Champion Media, Inc.
 10.48(13) Licensing Agreement between Prestige Toys and American Champion
           Marketing Group, Inc.
 10.49(13) Stock Exchange Agreement between Great Wall International Sports
           Media Company and American Champion Entertainment, Inc.
 10.50     Licensing Agent Agreement between Funschool.com Corporation and
           American Champion Marketing Group, Inc. (portions deleted pursuant
           to request for confidential treatment)
 10.51     Licensing Agent Agreement between Mainframe Entertainment, Inc. and
           American Champion Marketing Group, Inc. (portions deleted pursuant
           to request for confidential treatment)
 10.52     Stock Exchange Agreement between Beijing Wisdom Network Technology
           Company, Ltd. and American Champion Entertainment, Inc.
 21.1(1)  Subsidiaries of the Registrant
 27.1     Financial Data Schedule (shown on EDGAR format only)

(1)     Filed as an exhibit with the registrant's Form SB-2 filed with the
        SEC on March 21, 1997 or Form SB-2/A filed March 3 and June 20, 1997
        And incorporated by  reference herein.

(2)     Filed as an exhibit with the registrant's Form 10-KSB filed with the
        SEC on March 30, 1998 and incorporated by reference herein.

(3)     Filed as an exhibit with the registrant's Form 10-QSB filed with the
        SEC on May 15, 1998 and incorporated by reference herein.

(4)     Filed as an exhibit with the registrant's Form S-3 filed with the SEC
        On August 3, 1998 and incorporated by reference herein.

(5)     Filed as an exhibit with the registrant's Form 10-QSB filed with the
        SEC on August 7, 1998 and incorporated by reference herein.

(6)     Filed as an exhibit with the registrant's Form 10-QSB filed with the
        SEC on November 16, 1998 and incorporated by reference herein.

(7)     Filed as an exhibit with the registrant's Form S-3 filed with the SEC
        On Feburary 12, 1999 and incorporated by reference herein.

(8)     Filed as an exhibit with the registrant's Form 10-KSB filed with the
        SEC on March 31, 1999 and incorporated by reference herein.

(9)     Filed as an exhibit with the registrant's Form S-3 filed with
        the SEC on July 16, 1999 and incorporated by reference herein.

(10)    Filed as an exhibit with the registrant's Form S-3 filed with
        the SEC on November 5, 1999 and incorporated by reference herein.

(11)    Filed as an exhibit with the registrant's Form 10-QSB filed with the
        SEC on August 16, 1999 and incorporated by reference herein.

(12)    Filed as an exhibit with the registrant's Form 10-QSB filed with the
        SEC on November 17, 1999 and incorporated by reference herein.

(13)    Filed as an exhibit with the registrant's Form 10-KSB filed with the
        SEC on March 30, 2000 and incorporated by reference herein