U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

  [X]   QUARTELY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
                                     OF 1934

                  For the quartely period ended March 31, 1999

                           COMMISSION FILE NO. 1-13134

                      AMERICAN NORTEL COMMUNICATIONS, INC.
                 (NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)


                     WYOMING                         87-0507851
         (State or Other Jurisdiction of     (I.R.S. Employer I.D. No.)
        Incorporation  or  organization)

7201  EAST  CAMELBACK  ROAD,  SUITE  320
SCOTTSDALE,  AZ  85251
(Address  of  Principal  Executive  Office)


Issuer's  Telephone  Number:  (602)  945-1266

     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), and (2) has been subject to such filing
requirements  for  the  past  90  days.

(1)  Yes          / X /     No     /   /

(2)  Yes          / X /     No     /   /

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

     Check  whether the registration filed all documents and reports required to
be  filed  by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of  securities  under  a  plan  confirmed  by  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:

     APRIL  15,  1999

                        COMMON VOTING STOCK - 15,545,785

<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS.

<TABLE>
<CAPTION>
                                       AMERICAN NORTEL COMMUNICATIONS, INC.
                                             COMPARATIVE BALANCE SHEET
                                           AS OF MARCH 31, 1999 AND 1998
                                                     UNAUDITED


                                      ASSETS

                                                       1999             1998
<S>                                              <C>               <C>
CURRENT ASSETS:
  Cash and Cash Equivalents . . . . . . . . . .  $    287,832.55                        134,114.30 
  Prepaid Expenses. . . . . . . . . . . . . . .       726,935.25                        125,253.88 
  Intangible Debt Issue . . . . . . . . . . . .        16,200.00                         28,400.00 
  Cable and Wirless . . . . . . . . . . . . . .                -                         68,638.13 
  Accounts Receivable . . . . . . . . . . . . .     2,377,714.73                        427,681.82 
                                                 ----------------                   ---------------

    TOTAL CURRENT ASSETS. . . . . . . . . . . .                    $  3,408,682.53                        784,088.13 

PROPERTY AND EQUIPMENT:
  Telecommunications Property . . . . . . . . .         1,650.00                          1,650.00 
  Equipment . . . . . . . . . . . . . . . . . .        98,675.18                         58,448.50 
LESS: Accumulated Depreciation. . . . . . . . .       (19,119.13)                       (16,939.00)
                                                 ----------------                   ---------------
    TOTAL PROPERTY AND EQUIPMENT. . . . . . . .                          81,206.05                         43,159.50 

OTHER ASSETS:
  Investment Through Barter . . . . . . . . . .                -                         47,977.94 
  Other Assets. . . . . . . . . . . . . . . . .         6,666.94                         80,448.00 
  Due to Related Party. . . . . . . . . . . . .       437,114.76                        158,669.69 
                                                 ----------------                   ---------------
    TOTAL OTHER ASSETS. . . . . . . . . . . . .                        443,781.70                        287,095.63 
                                                                  ----------------                   ---------------

    TOTAL ASSETS. . . . . . . . . . . . . . . .                   $  3,933,670.28                      1,114,343.26 
                                                                  ================                   ===============


LIABILITIES

CURRENT LIABILITIES:
  Trade Accounts Payable. . . . . . . . . . . .     1,104,380.46                        439,488.83 
  Trade Accounts Payable - Other. . . . . . . .       410,327.00                        439,327.00 
  Payroll Taxes Payable . . . . . . . . . . . .        55,179.32                         19,878.52 
  Notes Payable . . . . . . . . . . . . . . . .       620,000.00                        708,191.90 
  Accrued Interest Payable. . . . . . . . . . .       291,801.50                        369,489.00 
                                                 ----------------                   ---------------

    TOTAL CURRENT LIABILITIES . . . . . . . . .                      2,481,688.28                      1,976,375.25 

LONG-TERM LIABILITIES:
  Converted Debentures. . . . . . . . . . . . .        18,750.00                         93,750.00 
  Unearned Phone Card Revenue . . . . . . . . .                -                          4,429.30 
                                                                                    ---------------
    TOTAL LONG-TERM LIABILITIES . . . . . . . .                         18,750.00                         98,179.30 
                                                                  ----------------                   ---------------

    TOTAL LIABILITIES . . . . . . . . . . . . .                      2,500,438.28                      2,074,554.55 

STOCKHOLDERS' EQUITY

  Common Stock. . . . . . . . . . . . . . . . .    21,920,002.00                     21,919,002.00 
  Treasury Stock. . . . . . . . . . . . . . . .      (117,000.00)                      (270,000.00)
  Retained Earnings(Loss) . . . . . . . . . . .   (20,369,770.00)                   (22,609,213.29)
                                                 ----------------                   ---------------

    TOTAL STOCKHOLDERS' EQUITY. . . . . . . . .                      1,433,232.00                       (960,211.29)
                                                                  ----------------                   ---------------

    TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY.                   $  3,933,670.28                      1,114,343.26 
                                                                  ================                   ===============
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                    AMERICAN NORTEL COMMUNICATIONS, INC.
                                           STATEMENT OF CASH FLOWS
                          FOR THE PERIOD ENDED MARCH 31, 1999 AND DECEMBER 31, 1998
                                                  UNAUDITED


                                                                              3RD QTR          2ND QTR
<S>                                                                        <C>            <C>
  CASH FLOWS FROM OPERATING ACTIVITIES
    Net Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 802,208.23   $   655,616.96 
    Adjustments to reconcile net income to net cash provided by operating
      activities.
      Depreciation and amortization . . . . . . . . . . . . . . . . . . .      3,000.00         2,001.00 

    (Increase) decrease in:
      Trade accounts receivable . . . . . . . . . . . . . . . . . . . . .   (503,897.91)   (1,086,196.60)
      Prepaid expenses. . . . . . . . . . . . . . . . . . . . . . . . . .     30,940.38      (432,851.22)

    Increase (decrease) in:
      Trade accounts payable. . . . . . . . . . . . . . . . . . . . . . .   (273,765.75)      865,479.02 
      Interest payable. . . . . . . . . . . . . . . . . . . . . . . . . .    (67,187.50)       13,500.00 
      Payroll taxes payable . . . . . . . . . . . . . . . . . . . . . . .     41,968.71         6,834.26 
                                                                           -------------  ---------------
          NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES. . . . . . . .     33,266.16        24,383.42 


  CASH FLOWS FROM INVESTING ACTIVITIES
    Purchases of property and equipment . . . . . . . . . . . . . . . . .    (22,078.40)       (9,973.17)
                                                                           -------------  ---------------
          NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES. . . . . . . .    (22,078.40)       (9,973.17)


  CASH FLOWS FROM FINANCING ACTIVITIES
    Gain on maturing note  NOTE 3 . . . . . . . . . . . . . . . . . . . .    (81,000.00)               -
    Disposition of debt obligations . . . . . . . . . . . . . . . . . . .   (112,006.50)               - 
    Payment on notes payable. . . . . . . . . . . . . . . . . . . . . . .    (25,000.00)      (45,000.00)
    Loans from control group. . . . . . . . . . . . . . . . . . . . . . .   (160,157.43)      (43,949.99)
                                                                           -------------  ---------------
          NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES. . . . . . . .   (378,163.93)      (88,949.99)
                                                                           -------------  ---------------

        NET INCREASE (DECREASE) IN CASH . . . . . . . . . . . . . . . . .   (366,976.17)      (74,539.74)

        CASH AT BEGINNING OF PERIOD . . . . . . . . . . . . . . . . . . .    654,808.72       729,348.46 
                                                                           -------------  ---------------
              CASH AT END OF PERIOD . . . . . . . . . . . . . . . . . . .  $ 287,832.55   $   654,808.72 
                                                                           =============  ===============
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                AMERICAN NORTEL COMMUNICATIONS, INC.
                            COMPARATIVE STATEMENT OF INCOME AND EXPENSE
                           FOR THE PERIOD ENDING MARCH 31, 1999 AND 1998
                                            UNAUDITED


                                                   1999                            1998
                                        3RD QUARTER    YEAR TO DATE    3RD QUARTER     YEAR TO DATE
<S>                                   <C>             <C>             <C>             <C>
INCOME
  Airtime Income . . . . . . . . . .  $4,622,597.17   11,880,424.06   $1,467,227.38   3,023,336.73 


COST OF SALES. . . . . . . . . . . .   3,361,703.14    8,542,558.21      985,196.57   1,982,799.52 


GROSS PROFIT . . . . . . . . . . . .   1,260,894.03    3,337,865.85      482,030.81   1,040,537.21 

  SELLING EXPENSES . . . . . . . . .     371,671.59      694,164.01       32,655.67      86,441.98 

  GENERAL & ADMINISTRATIVE . . . . .     262,892.19      671,311.54      223,345.75     478,517.07 
                                      --------------  --------------  --------------  -------------
    TOTAL EXPENSES . . . . . . . . .     634,563.78    1,365,475.55      256,001.42     564,959.05 

    EARNINGS (LOSS) FROM OPERATIONS.     626,330.25    1,972,390.30      226,029.39     475,578.16 

OTHER INCOME (EXPENSE)
  Other Income . . . . . . . . . . .      98,006.50      179,225.32         (830.00)     (1,260.11)
  Gain on Maturing Note  NOTE 3. . .      81,000.00
  Amortization Expense . . . . . . .              -               -      (19,668.80)    (35,245.90)
  Interest Expense . . . . . . . . .     (13,500.00)     (40,500.00)     (32,995.99)    (87,664.14)
  Interest Income. . . . . . . . . .      10,371.48       13,277.87               -              - 
                                      --------------  --------------  --------------  -------------
    TOTAL OTHER INCOME . . . . . . .     175,877.98      152,003.19      (53,494.79)   (124,170.15)

NET INCOME (LOSS). . . . . . . . . .  $  802,208.23    2,124,393.49   $  172,534.60     351,408.01 
                                      ==============  ==============  ==============  =============



  COMMON VOTING SHARES . . . . . . .                     15,153,785                     14,237,016 
</TABLE>

<PAGE>
NOTE  1:
--------

     The  accompanying  unaudited  financial  statements  have  been prepared in
accordance  with  generally accepted accounting principles for interim financial
information  and  the  instructions  to  form  10-QSB.  Accordingly, they do not
include  all  the  information  and  footnotes  required  by  generally accepted
accounting  principles  for  complete  financial  statements.  In the opinion of
management,  all  adjustments  (which include only normal recurring adjustments)
necessary  to  present fairly the financial position, results of operations, and
cash  flows for all periods presented have been made.  The results of operations
for  the three month period ending March 31, 1999 are not necessarily indicative
of  the  operating  results that may be expected for the entire year ending June
30,  1999.  These  financial  statements  should be read in conjunction with the
Company's  June  30,  1998  financial statements and accompanying notes thereto.

NOTE  2:
--------

     Earnings  per  common  share  and  common  equivalent share are computed by
dividing net income by the weighted average number of shares of common stock and
common  stock  equivalents  outstanding  during the period.  The 10% convertible
debentures  are  considered  to  be common stock equivalents.  Consequently, the
number  of  shares  issuable, assuming full conversion of these debentures as of
the  beginning  of  the  fiscal year is added to the number of common shares.  A
fully  diluted  earnings  per  share  is  computed  assuming  conversion  of all
debentures.

NOTE  3:
--------

     It  is probable that a gain contingency will result, and the amount of gain
can  be  reasonably estimated.  Management has elected to remove a maturing note
payable  to  EF  Waters  Trust  and  any  accrued  interest  payable.

NOTE  4:
--------

     Management  is  reevaluating  the  valuation  of  the  net  operating  loss
carryforwards  generated in prior periods.  Management is also in the process of
calculating  the  deferred  tax  assets  and  considering  the  recording of the
deferred  tax  assets  generated  from  the  net  operating  loss carryforwards.

<PAGE>
                           PART II - OTHER INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS.

          NONE;  NOT  APPLICABLE.

ITEM  2.     CHANGES  IN  SECURITIES.

          NONE;  NOT  APPLICABLE.

ITEM  3.     DEFAULTS  UPON  SENIOR  SECURITIES.

          NONE;  NOT  APPLICABLE.

ITEM  4.     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS.

          NONE;  NOT  APPLICABLE.

ITEM  5.     OTHER  INFORMATION.

          NONE;  NOT  APPLICABLE.

ITEM  6:     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
             RESULTS  OF  OPERATIONS

     Certain  statements  in  this  report  are  forward looking statements that
involve  risks  and  uncertainties.  Among  the  factors that could cause actual
results  to  differ  materially  from  those  described  in such forward looking
statements  are  the  following:  the  Company's ability to manage rapid growth;
litigation;  changes  in  regulations;  competition  in  the  long  distance
telecommunications  market;  the  Company's  ongoing  relationship with its long
distance  carriers;  dependence  upon  key  personnel; subscriber attrition; the
adoption  of  new,  or changes in, accounting policies, practices, and estimates
and  the  application  of  such  policies, practices, and estimates; federal and
state  governmental regulation of the long distance telecommunications industry;
the  Company's  ability  to develop its own long distance network; the Company's
ability  to  maintain,  operate,  and  upgrade  its information systems; and the
Company's  success  in offering additional communications products and services.

     In  the  quarter  ended  March 31, 1999, the Company provided long distance
service  as a reseller.  The Company's focus on long distance service has become
a  profitable  business,  and  continues  to  provide quality telecommunications
services  for  its customers. The Company anticipates continued profitability in
this  business  segment  and growth within its other telecommunication segments.
The Company has also been able to target markets that have high volume calls and
international  calls.  International  calling  represented  47% of the Company's
revenues. The Company has experienced an increase in competition domestically in
market  pricing,  and  is  currently  seeking  joint  venture  and  investment
acquisition  opportunities  to  curtail  the  effects of cost competition in the
domestic  resale  market.

     On  April  23,  199,  the  Company  has  invested  and  purchased  for  the
achievement  of  investment  and  acquisition  goals 1,000,000 shares of Dauphin
Technology,  Inc.  (DNTK).  The  acquisition  price  was  $635,000.  Dauphin
Technology  is  a  manufacturer  of  laptop  computers  and  components.

<PAGE>
Results  of  Operations

Quarter  Ended  March  31,  1999  Compared  to  Quarter  Ended  March  31, 1998.

     Revenues  for the quarter ended March 31, 1999 increased to $4,622,597 from
$1,467,227 during quarter ended March 31, 1998.  The increase in revenue is from
the  continued  growth  of  the basic 1 Plus and 800 long distance service.  The
Company has purchased new accounts and has increased the Company's customer base
through  the  use  of  outside  telemarketers,  which in turn, has significantly
increased  revenues.  The  Company  has also increased its market share in large
call volume areas and has concentrated on international calling which has higher
profit  margin  which  is  not being directly affected by the market competition
which  is  very  intense  in  the  domestic  calling  area.

     Selling expenses for the quarter ended March 31, 1999 increased to $371,672
from  $32,656  during  quarter  ended  March  31,  1998. The increase in selling
expenses was a result of the increase in marketing costs expended by the Company
through  telemarketing.  The Company has increased its telemarketing campaign to
build  a  strong  customer  base.  The  marketing  costs  that  were  previously
re-negotiated  have  assisted  in  stabilizing  the  cost  of  marketing.

     General  and  administrative  expenses  for  quarter  ended  March 31, 1999
increased  to  $262,892  from $223,345 during quarter ended March 31, 1998.  The
increase  was  a  result of payment of salary for the CEO versus the issuance of
stock  for  services.  The  Company  has  increased its customer service base to
provide  a  bi-lingual  assistance to non-English speaking customers.  The Local
Exchange  Carrier  (LEC)  has  been continually increasing the cost of wholesale
traffic  and  the  Company  anticipates  that  this  trend  will  continue.

     Interest  expense for the quarter ended March 31, 1999 decreased to $13,500
from  $32,996  during  quarter  ended  March 31, 1998.  The decrease in interest
expense  was  a  result  of  lower  debt  outstanding.

     Net  earnings for the quarter ended March 31, 1999 was $802,208 for .06 per
diluted shares compared to $172,535 for .02 per diluted shares for quarter ended
March  31,  1998.

Liquidity

     The Company has funded its working capital requirements primarily from cash
provided  by  operating  activities.  Cash  provided  by  operating  activities
increased for the quarter ended March 31, 1999 by $33,266.  The principle source
of revenue is generated from the sales of long distance service to the Company's
customers.

Capital  Resources

     Cash  flows  used by investing activities was $22,078 for the quarter ended
March 31, 1999.  The Company continues to purchase additional computer equipment
to upgrade and replace incompatible equipment to adhere to internal requirements
for  the  Year  2000.

     Cash  flows used for financing activities was $378,164 in the quarter ended
March 31, 1999.  This cash outflow was attributable to payment of $160,157 under
loans  to  the  control  group.  In  addition, the Company has begun to pay down
notes  payable  to  unrelated third party on terms negotiated with note holders.
During  the  quarter  the  Company  paid  $218,006  under note terms.  The total
amounts  of  notes  negotiated  are  approximately  $405,000.  The  notes  paid
represent  pre-bankruptcy obligations from 1993, and were re-negotiated with pay
off,  default,  and  maturity  provisions.

<PAGE>
Year  2000

          The Company and its service provider utilize software, which truncates
the year to a two-digit field.  Accordingly, when the date passes the year 2000,
errors  may  occur  in the calculation and processing of data significant to the
revenue  recognition  of  the  Company.  The Company's management and Integretel
(IGT)  service  providers  have  taken steps to modify and upgrade equipment and
software  programs  to  be  prepared  for  the  Year  2000  conversions.

          The  Year  2000  issue  also  affects  the  Company's internal systems
including  the  Company's  information  technology  (IT)  and  non  -IT systems.
Currently  the  Company  has  purchased information systems internally to comply
with the requirements for the Year 2000.  Management currently believes that all
material  systems  are  compliant  for the year 2000 and the cost to address the
issues  is  not  material.  The Company's service provider IGT is complaint with
Year  2000  readiness and has assured the Company that their information systems
are  Year  2000  complaint  in  all  material  effects.

     ITEM  7.     EXHIBITS

The  exhibits  filed  as  part  of  this  report  are  as  follows:

Exhibit  11
Computation  of  Earnings  Per  Share

Exhibit  27:
Financial  Data  Schedule

<PAGE>
                                   SIGNATURES


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

                      AMERICAN NORTEL COMMUNICATIONS, INC.

Date: April 30, 1999                      by: /S/ W.P. Williams, Jr.
                                              ----------------------------
                                              W.P. WILLIAMS, JR., Director
                                              Chief Executive Officer

<PAGE>