AMERICAN PUBLIC HOLDINGS, INC.

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20459

                                    FORM 10-Q


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

For the quarter ended September 30, 1999        Commission File Number 0-22479

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

                     Mississippi                         64-0874171
          (State or other jurisdiction of            (I.R.S. Employer
          incorporation of organization)            Identification No.)

             Registrant's telephone number: (601) 936-3201

                                    No Change
               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
by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934  during  the
preceding 12 months (or for shorter  period that the  registrant was required to
file such report),  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 registrant's classes of
common stock, as of the latest practicable date.

            Class                             Outstanding at September 30, 1999

Common stock (no par value)                         1,099,287 shares


<PAGE>









AMERICAN PUBLIC HOLDINGS, INC.

Unaudited Quarterly Financial Statements

                                                                Page

Consolidated Balance Sheets                                       1
  September 30, 1999 and December 31, 1998

Consolidated Statements of Operations                             2
  Three Months Ended September 30, 1999 and 1998
  Nine Months Ended September 30, 1999 and 1998

Changes in Stockholders' Equity                                   3
  Twelve Months Ended December 31, 1998
  Nine Months Ended September 30, 1999

Consolidated Statements of Cash Flows                             4
  Nine Months Ended September 30, 1999 and 1998

Notes To Consolidated Financial Statements                        5




<PAGE>


American Public Holdings, Inc.
Consolidated Balance Sheets
As of September 30, 1999 (Unaudited) and December 31, 1998


<TABLE>
<CAPTION>


                                                                                        1999            1998
ASSETS                                                                                  ----            ----

Investments:
       Available for sale securities - at fair value (amortized cost

<S>                                                                               <C>              <C>
          of $33,956,169 in 1999  and $34,638,162 in 1998)                        $   33,833,557   $  35,780,591
       Mortgage loans                                                                    640,530         683,649
       Investment real estate -  net                                                     633,477         673,858
       Policy loans                                                                    1,434,332       1,419,072
                                                                                    -------------    ------------

                   Total investments                                                  36,541,896      38,557,170

OTHER ASSETS:
       Cash and cash equivalents                                                        (527,424)        767,080
       Accrued investment income                                                         504,611         545,855
       Accounts and notes receivable net of allowance for
            uncollectible accounts of $25,000 (1999) and $29,000 (1998)                  757,634         464,461
       Deferred policy acquisition costs                                               8,934,838       9,285,999
       Property and equipment - net                                                    2,129,798       2,322,711
       Real estate acquired in satisfaction of debt                                      334,055         427,185
       Deferred income tax asset                                                         490,885         255,624
       Other                                                                              63,505          71,839

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

TOTAL ASSETS                                                                      $   49,229,798  $   52,697,924
                                                                                    =============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES:
       Future policy benefits                                                     $   32,399,637   $  32,743,852
       Unpaid claims                                                                   1,334,273       1,145,909
       Unearned premiums                                                                 756,617         735,161
       Policyholders' dividend accumulations                                             419,891         415,214
       Accounts payable and other liabilities                                          1,087,814       1,106,557

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

            Total liabilities                                                         35,998,232      36,146,693

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
       Preferred stock, $1 par value, authorized 25,000,000 shares
       Common stock, $1 stated value, authorized
            50,000,000 shares, issued and outstanding 1,099,287 shares in 1999
            and 1,099,287 shares in 1998                                                  52,347          52,347
       Additional paid-in capital                                                      2,066,752       2,066,752
       Other comprehensive income- Unrealized gain (loss) on available
              for sale securities, net of deferred taxes of $25,000 (1999)
             and $228,000 (1998)                                                         (98,090)        913,943
       Retained earnings                                                              11,210,557      13,518,189
                                                                                    -------------    ------------

            Total stockholders' equity                                                13,231,566      16,551,231
                                                                                    -------------    ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                        $   49,229,798   $  52,697,924
                                                                                    =============    ============

</TABLE>


See notes to consolidated financial statements.

<PAGE>

American Public Holdings, Inc.
Consolidated Statements of Operations - GAAP Basis - Unaudited
For Nine Months Ended September 30, 1999 and 1998

<TABLE>
<CAPTION>


                                                           Three Months Ended September 30          Nine Months Ended September 30
                                                           -------------------------------          ------------------------------
                                                               1999               1998                  1999               1998
REVENUE:                                                       ----               ----                  ----               ----

<S>                                                  <C>                <C>                   <C>                <C>
 Premiums                                            $       7,366,601  $       7,506,081     $      22,295,785  $      22,526,493
 Net investment income                                         609,024            650,016             1,869,716          1,935,579
 Realized investment gains (losses)                             (1,169)           (14,450)                6,744             66,141
 Other Income                                                    6,410              4,724                13,326             22,549
                                                       ----------------   ----------------      ----------------   ----------------

                                                             7,980,866          8,146,371            24,185,571         24,550,762

BENEFITS AND EXPENSES:
 Benefits and claims                                         6,635,763          5,240,504            18,633,583         15,832,182
 Commissions expense                                           382,894            422,300             1,843,935          1,657,705
 Salaries and benefits                                         677,181            558,691             2,033,447          1,741,234
 Amortization of deferred policy acquisition costs           1,122,741          1,099,875             2,004,158          2,595,382
 Insurance taxes, licenses and fees                            292,554            260,839               812,335            763,227
 Other operating expenses                                      501,181            297,147             1,144,068            828,709
                                                       ----------------   ----------------      ----------------   ----------------

                                                             9,612,314          7,879,356            26,471,526         23,418,439
                                                       ----------------   ----------------      ----------------   ----------------

INCOME (LOSS) BEFORE INCOME TAX
        PROVISION                                           (1,631,448)           267,015            (2,285,955)         1,132,323

INCOME TAX PROVISION                                            24,372            365,479                18,042            301,006
                                                       ----------------   ----------------      ----------------   ----------------

NET INCOME (LOSS)                                    $      (1,655,820) $         (98,464)     $      (2,303,997) $         831,317

OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX:
    Decrease in unrealized gain on investment securities       605,676            612,804            (1,012,033)           646,432
    Reclassification of (gains) losses included
          in net income                                       (275,013)           (44,506)               (5,395)           (52,913)
                                                       ----------------   ----------------      ----------------   ----------------

COMPREHENSIVE INCOME (LOSS)                          $      (1,325,157) $         469,834     $      (3,321,425) $       1,424,836
                                                       ================   ================      ================   ================

NET INCOME (LOSS) PER SHARE                          $           (1.51)             (0.09)    $           (2.10)              0.76
                                                       ================   ================      ================   ================


</TABLE>


See notes to consolidated financial statements.




<PAGE>

American Public Holdings, Inc.
Consolidated Statements of Changes in Stockholders' Equity - GAAP Basis
 - Unaudited
For Periods Indicated

<TABLE>
<CAPTION>

                                                                           Accumulated
                                          Common Stock       Additional     Other Comp-                    Total
                                    -----------------------   Paid-in        rehensive     Retained    Stockholders'
                                       Shares      Amount     Capital         Income       Earnings        Equity
                                    ------------ ----------- -----------  ------------   ------------  -------------

<S>                                  <C>           <C>        <C>             <C>         <C>            <C>
BALANCE, January 1, 1998             1,111,299     52,919     2,257,800       706,319     12,606,764     15,623,802

Change in net unrealized gain(loss)                                           207,624                       207,624

Stock retired                          (12,012)      (572)     (191,048)                                   (191,620)

Dividends  to stockholders                                                                   (10,347)       (10,347)

Net income                                                                                   921,772        921,772
                                                                                                                  0
                                    ------------ ----------  -----------  ------------   ------------  -------------

BALANCE, DECEMBER 31, 1998           1,099,287     52,347     2,066,752       913,943     13,518,189     16,551,231

Change in net unrealized gain(loss)                                        (1,012,033)                   (1,012,033)

Dividends to stockholders                                                                     (3,635)        (3,635)

Net income (loss)                                                                         (2,303,997)    (2,303,997)
                                                                                                                  0
                                    ------------ ----------  -----------  ------------   ------------  -------------

BALANCE, SEPTEMBER 30, 1999          1,099,287     52,347     2,066,752       (98,090)    11,210,557     13,231,566
                                    ============ ==========  ===========  ============   ============  =============

</TABLE>


See notes to consolidated financial statements.


<PAGE>


American Public Holdings, Inc.
Consolidated Statements of Cash Flows
For The Nine Months Ended September 30, 1999 and 1998 - Unaudited


<TABLE>
<CAPTION>

                                                                                 September           September
                                                                                   1999                1998
OPERATING ACTIVITIES:                                                              ----                ----

<S>                                                                             <C>                    <C>
    Net income (loss)                                                           (2,303,997)            831,317
    Adjustments to reconcile net income (loss) to
      net cash provided by operating activities:
       Realized loss (gain) on sale of assets                                       (6,744)            (66,141)
       Depreciation                                                                302,362             275,955
       Amortization of deferred policy acquisition costs                         2,004,158           2,595,382
       Deferred income tax expense (benefit)                                        17,747             152,943
       Decrease (increase) in receivables                                         (251,929)           (104,650)
       Decrease (increase) in other assets                                           8,334             111,735
       Policy acquisition costs deferred                                        (1,652,997)         (2,343,799)
       Increase (decrease) in liability for future policy benefits                (344,215)            150,291
       Increase (decrease) in other liabilities                                    195,754              65,364
                                                                               -------------       -------------


                     Net cash (used) provided by operating activities           (2,031,527)          1,668,397

INVESTING ACTIVITIES:
    Proceeds from sale of real estate                                               57,765              40,484
    Purchase of fixed maturity and short-term investments                      (36,957,029)        (44,477,812)
    Mortgage and policy loan repayments                                             27,859             149,970
    Proceeds from maturities and calls of fixed-maturity
      and short-term investments                                                37,681,130          43,175,393
    Property and equipment purchased                                               (69,067)           (478,356)
                                                                               -------------       -------------

                     Net cash (used) provided in investing activities              740,658          (1,590,321)

FINANCING ACTIVITIES:
    Dividends paid to shareholders                                                  (3,635)             (8,340)
    Payments to retire common stock                                                                   (191,620)
                                                                               -------------       -------------
                     Net cash used in financing activities                          (3,635)           (199,960)

NET DECREASE IN CASH AND CASH EQUIVALENTS                                       (1,294,504)           (121,884)

CASH AND CASH EQUIVALENTS
    AT BEGINNING OF PERIOD                                                         767,080             608,434
                                                                               -------------       -------------

CASH AND CASH EQUIVALENTS
    AT END OF PERIOD                                                              (527,424)    $       486,550
                                                                               =============       =============


SUPPLEMENTAL CASH FLOW INFORMATION-
Income taxes paid                                                                        0     $       100,000
                                                                               =============       =============

Income taxes refunded                                                                    0     $      (100,000)
                                                                               =============       =============

</TABLE>


See notes to consolidated financial statements.





<PAGE>


AMERICAN PUBLIC HOLDINGS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
QUARTER ENDED AND NINE MONTHS ENDED SEPTEMBER 30, 1999 AND 1998 (UNAUDITED)


1.   BASIS OF PRESENTATION
     The consolidated financial statements include those of American Public
     Holdings, Inc., and its wholly owned subsidiary, American Public life
     Insurance Company (APL), and APL's wholly owned subsidiary, DentaCare
     Marketing and Administration, Inc.  All significant inter-company balances
     and transactions have been eliminated.

     These interim financial statements have been prepared on the basis of
     accounting principles used in the annual financial statements ended
     December 31, 1998, and must be read in conjunction with the 1998
     statements.  In the opinion of management, the accompanying interim
     unaudited consolidated financial statements contain all adjustments
     necessary for a fair statement of consolidated financial position and
     results of operations of the Company for the interim periods.

2.   STOCKHOLDERS' EQUITY
     In January 1998 the Company acquired and retired 12,012 shares of common
     stock, which were purchased from a former director and past president of
     the Company.

     In February 1998 the Board of Directors approved a 20 for 1 stock split-up
     effected in the form of a stock dividend of the Company's common stock
     payable on March 31, 1998. The split did not change the value of paid-in
     capital and is reflected in the accompanying financial statements as though
     the split had occurred at the beginning of the earliest year presented.

3.   EARNINGS (LOSS) PER COMMON SHARE
     Earnings (loss) per common share are based on net income (loss) and the
     weighted average number of shares outstanding during each interim period.
     The number of shares used in computing the earnings per share was 1,099,287
     for the  quarter ended  September 30, 1999 and  1,099,687 for  the quarter
     ended September 30, 1998.

4.   COMMITMENTS AND CONTINGENCIES
     The Company is required to participate in certain guaranty funds and
     involuntary pools of insurance and is therefore exposed to undeterminable
     future assessments resulting from the insolvency of other insurers.

     The Company is involved in litigation incurred in the normal course of
     business.  Management of the Company, based upon the advice of legal
     counsel, is of the opinion that the Company's ultimate liability, if any,
     which may result from the litigation will not have a material adverse
     effect on the consolidated financial condition or results of operations of
     the Company.


<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS FOR THE QUARTERS ENDED SEPTEMBER 30, 1999
AND 1998

Financial Condition   September 30, 1999 Compared to December 31, 1998

     Total stockholders' equity decreased by $3,319,665 or 20.06% from
$16,551,231 at December 31, 1998, to $13,231,566 at September 30, 1999.  This
decrease was due to a net loss of  $2,303,997 for the first nine months, plus a
decrease of $1,012,033 on unrealized gain on available for sale securities. The
net loss was the result of poor claims experience.  The decrease in unrealized
gain on available for sale securities was the result of bond market adjustments
resulting from an increase in the Federal Reserve discount rate.

     Total assets decreased by $3,468,126 or 6.58% at September 30, 1999
compared to December 31, 1998.  Securities decreased by $1,947,034, or 5.44%, as
the result of adjustments in the market value of the portfolio.  Additionally,
portions of the proceeds from the repayment of principal on mortgage backed
securities were used to pay claims. Deferred policy acquisition costs decreased
by $351,161 or 3.78% due to decreased production of new sales of insurance
products through nine months. Accounts and notes receivable increased $293,173,
or 63.12% due to increases in due premium.  Deferred income tax asset increased
$235,261 or 92.03% due to increases in the timing differences between statutory
and GAAP policy reserves.

     Total liabilities decreased $148,461 at September 30, 1999 compared to
December 31, 1998.  Future policy benefits and unpaid claims decreased $156,851
or .46 % because of lapses in old in force policies and the discontinuance of
sales of actual treatment coverage policies. Accounts payable and other
liabilities decreased $18,743 as a result of decreases in amounts due for
premium taxes.

Results of Operations - Third Quarter 1999 Compared to Third Quarter 1998:

     The Company experienced a net loss in the third quarter of 1999 of
$1,736,250 compared to net gain of $215,481 in the third quarter of 1998,
primarily due to an increase of  $1,395,259 in benefits and claims. Revenue for
the current quarter decreased $139,480 as compared to the same period last year
due to policy lapses due to rate increases and lower volumes of new sales. The
Company continues to focus its sales efforts on sales of supplemental group
insurance products.  However, rate increases have adversely affected the sale of
these products and caused lapses in the existing in force cancer coverage.  Net
investment income decreased as a result of reductions of assets available for
investment during the period.  Benefits and expenses increased by $1,732,958 in
the third quarter of 1999 compared to the third quarter of 1998, a 21.99%
increase. This increase was due to a $1,395,259 increase in benefits and claims.
Benefits and claims increased because of bad claims experience on cancer
policies with unlimited treatment benefits.  The Company also had bad claims
experience on group disability coverage on several recently cancelled groups.
Commissions expense decreased because of the decrease in premium income.
Amortization of deferred policy acquisition costs (DPAC) decreased due to higher
lapses of in force policies in the prior year. The lapses are the result of
implementations of rate increases.  Other operating expenses have increased due
to additional staffing in the claims department and also higher advertising
expenditures during the period.


<PAGE>

Results of Operations - nine months ended September 30, 1999 compared to nine
months ended September 30, 1998:

     The Company experienced a net loss in the nine months ended September 30,
1999 of $2,303,997 compared to a net gain of $831,317 in the nine months ended
September 30, 1998.  The loss is attributed to an increase in benefits and
claims of $2,801,401 and a decrease in operating revenue.

     Revenue decreased $365,191 in 1999 as compared to 1998.  The decrease in
revenue is due to a drop in new sales and also lapses of coverage as the result
of rate increases to cancer, group dental and group disability policies.  Net
investment income decreased as the result of declines in assets available for
investment.

     Benefits and expenses increased $3,053,087 in 1999 as compared to 1998. The
increase in these expenses is due to a 17.69% increase in benefits and claims.
Benefits and claims increased primarily because of policyholder utilization of
benefits provided under our cancer products, most of which have unlimited
treatment benefits.  Commission expense has increased from 7.35% of premium in
1998 to 8.27% in 1999 due to an increase in sales of individual life insurance
policies, which have commission rates that are somewhat higher than those on
individual A&H and group A&H sales.

     Insurance taxes licenses and fees increased $49,108 due to increased
payroll tax expense.  Additionally, the Company is incurring fees related to its
triennial examination, which is underway.

     Other operating expenses have increased $315,359 as a result of increased
advertising by the Company and also administrative costs related to processing
higher volumes of claims.  Salaries and benefits are also higher due to staff
additions needed to process higher volumes of claims.

     The Board of Directors of the Company had signed an agreement to negotiate
the sale of the Company to Central Benefits Mutual Insurance Company, of
Columbus, Ohio. The discussions with Central Benefits Mutual Insurance Company
have been terminated without reaching an agreement on the sale of the Company.

Year 2000

     The year 2000 computer issue is caused by computer programs being written
using two (2) digits rather than four (4) to identify the applicable year. Since
most older application software only contains the two digits, many systems will
identify January 1, 2000 as January 1, 1900, which has the potential to cause
many computer systems and software programs to generate incorrect results, or
worse, not function at all.  The magnitude of the problem extends beyond the
computer environment as many business machines and other office equipment also
have date sensitive functions.  In 1996 the Company decided to replace its
existing software, which had been developed in 1985, because of the age of the
system and the need to implement system enhancements to deal with a growing and
changing business which still handled many functions manually.  This decision
had the collateral benefit of addressing Year 2000 problems.  An outside
consultant was hired who, beginning in January 1996, developed new software for
all material automated functions, through some important functions are still
handled manually.  New hardware was purchased to support the new software.  The
new systems are designed to accommodate a four-digit year.  Component testing
began January 1998.  System testing began June 1998.  The new system was
implemented on January 4, 1999 and is currently in use by the Company.  The cost
incurred in replacing the Company's system was capitalized and is being
amortized over the useful life of the system.  Costs incurred in 1998 were not
material to the Company's financial statements.


<PAGE>

     The Company has identified policy administration, policy records, billing
and collections, claims processing and telephone as mission critical functions.
No automated systems are used in policy records, and claims processing is a
partially manual function.  Year 2000 issues with respect to policy processing
have been addressed through the implementation of the new system.  The Company
has also acquired and installed a new telephone system that is Year 2000
compliant.



<PAGE>

                         AMERICAN PUBLIC HOLDINGS, INC.


                           PART II: OTHER INFORMATION


Item 6 - Exhibits and Reports on Form 8-K

  (a) Exhibits

      Exhibit 27: Financial data schedule

  (b) The Company filed a Current Report on Form 8-K on October 1, 1999
      reporting that its discussions with  Central Benefits Mutual Insurance
      Company of Columbus, Ohio, had ended without the parties reaching
      agreement on the acquisition of the Company by Central Benefits Mutual
      Insurance Company.


<PAGE>


                         AMERICAN PUBLIC HOLDINGS, INC.


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 PUBLIC HOLDINGS, INC.
                                        (Registrant)



DATE: November 15, 1999                    BY: /s/ Joseph C. Hartley, Jr.
                                           ----------------------------------
                                           Joseph C. Hartley, Jr., Secretary




DATE: November 15, 1999                    BY: /s/ William F. Weems
                                           ----------------------------------
                                           William F. Weems
                                           Chief Accounting Officer