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 December 31, 1998

                           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:

     DECEMBER  31,  1998

                        COMMON VOTING STOCK - 15,545,785

<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS.


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  ended  December  31,  1998  are  not necessarily
indicative of the operating results that may be expect for the entire year ended
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  year  is added to the number of common shares.  A fully
diluted  earnings  per  share is computed assuming conversion of all debentures.


                           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.

<PAGE>
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 December 31, 1998, the Company provided long distance
service  as a reseller.  The Company's focus on long distance service has become
a  profitable  segment,  and  continues  to  provide  quality telecommunications
services  for  its customers.  The Company has been able to negotiate a one-rate
for  Local  Access Transport Areas LATAs, which has been successful and made the
Company  competitive  in  larger target-marketed areas.  The Company anticipates
continued  profitability  in  this  business segment and growth within its other
telecommunication  segments.


Results  of  Operations

Quarter  Ended  December  31,  1998 Compared to Quarter Ended December 31, 1997.

     Revenues  for  the  quarter ended December 31, 1998 increased to $4,152,602
from $1,173,705 during quarter ended December 31, 1997.  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.

     Selling  expenses  for  the  quarter  ended  December 31, 1998 increased to
$86,059  from  $40,173  during  quarter ended December 31, 1997. The increase in
selling expenses was a result of the increase in marketing costs expended by the
Company.  The Company was able to negotiate a lower cost per customer throughout
their  telemarketing  out-source.  The  Company  has  increased is telemarketing
campaign  to  build  a  strong  customer  base.

     General  and  administrative  expenses  for quarter ended December 31, 1998
increased to $234,018 from $197,019 during quarter ended December 31, 1997.  The
increase  was  a result of the higher cost of billing services through the Local
Exchange  Carrier (LEC).  The amount of the LEC billing charges is principally a
result  of  the  volume  of  customer  calls  made  through  the  LEC.

     Interest  expense  for  the  quarter  ended  December 31, 1998 decreased to
$13,500 from $31,554.00 during quarter ended December 31, 1997.  The decrease in
interest  expense was a result of the decease in the amount of debt outstanding.

     Net  earnings  for  the  quarter  ended  December 31, 1998  was $895,618.00
Compared to  $166,550  for  quarter  ended  December  31,  1997.

<PAGE>
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 December 31, 1998 by $24,383.  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 $9,973 for the quarter ended
December  31,  1998.  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 $88,950 in the quarter ended
December  31,  1998.  This  cash  outflow was attributable to payment of $43,950
under notes payable 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 $45,000 under note terms.  The
total  amounts  of  notes  negotiated  are  approximately  $380,000.

Settlement  of  Notes  and  Interest

     The  Company  is  has  been delinquent on paying the principal and interest
amounts due from 1993 pre-bankruptcy notes payables.  The Company has negotiated
the  balance  due  with  note holders and has begun to make payments to the note
holders  by  $45,000.

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 are taking steps to modify their equipment and software
programs.

          The  Year  2000  issue  also  affects  the  Company's internal systems
including  the  Company's  information  technology (IT) and non -IT systems. The
Company  is  assessing the readiness for its systems for handling the Year 2000.
Currently  the  Company  has  purchased information systems internally to comply
with the requirements for the Year 2000.  Management currently believes that all
material systems will be compliant for the year 2000 and the cost to address the
issues  is  not  material.  The  Company's  service provider IGT 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: January 26, 1999                 By: /S/ W.P. Williams, Jr.
                                           ----------------------------
                                           W.P. WILLIAMS, JR., Director
                                           Chief Executive Officer

<PAGE>
<TABLE>
<CAPTION>
                              AMERICAN NORTEL COMMUNICATIONS, INC.
                                    COMPARATIVE BALANCE SHEET
                                     AS OF DECEMBER 31, 1998
                                           (UNAUDITED)

                               ASSETS

                                                          1998               1997
                                                   ----------------  ----------------
<S>                                                <C>               <C>
CURRENT ASSETS:
  Cash in Bank                                     $    654,808.72   $     84,042.66 
  Prepaid Expenses                                      757,875.63        255,598.54 
  Intangible Debt Issue                                  16,200.00         28,400.00 
  Accounts Receivable                                 1,873,816.82        370,930.67 
                                                   ----------------  ----------------

    TOTAL CURRENT ASSETS                           $  3,302,701.17        738,971.87 


PROPERTY AND EQUIPMENT:
  Telecommunications Property                             1,650.00          1,650.00 
  Equipment                                              33,665.77         38,057.20 
  Computer Equipment                                     38,271.01                 - 
  Furniture and Fixtures                                  4,660.00                 - 
LESS: Accumulated Depreciation                          (16,119.13)       (16,939.00)
                                                   ----------------  ----------------
    TOTAL PROPERTY AND EQUIPMENT                         62,127.65         22,768.20 

OTHER ASSETS:
  Investment Through Barter                                      -         47,977.94 
  Other Assets                                            6,666.94         50,372.90 
  Due from related party                                276,869.68         80,169.69 
                                                   ----------------  ----------------
    TOTAL OTHER ASSETS                                  283,536.62        178,520.53 
                                                   ----------------  ----------------

    TOTAL ASSETS                                   $  3,648,365.44        940,260.60 
                                                   ================  ================


                                LIABILITIES

CURRENT LIABILITIES:
  Trade Accounts Payable                              1,349,146.21        400,640.84 
  Trade Accounts Payable - Other                        439,327.00        439,327.00 
  Federal Payroll Taxes Payable                          13,210.61         16,627.12 
  Notes Payable                                         650,000.00        763,743.33 
  Accrued Interest Payable                              409,989.00        355,989.00 
                                                   ----------------  ----------------

    TOTAL CURRENT LIABILITIES                         2,861,672.82      1,976,327.29 

LONG-TERM LIABILITIES:
  Converted Debentures                                   18,750.00         93,750.00 
  Unearned Phone Card Revenue                                    -         31,929.30
                                                   ----------------  ----------------

    TOTAL LONG-TERM LIABILITIES                          18,750.00        125,679.30 
                                                   ----------------  ----------------

    TOTAL LIABILITIES                                 2,880,422.82      2,102,006.59 

STOCKHOLDERS' EQUITY

  Common Stock                                       22,073,002.00     21,890,002.00 
  Treasury Stock                                       (270,000.00)      (270,000.00)
  Retained Earnings(Loss)                           (21,035,059.38)   (22,781,747.99)
                                                   ----------------  ----------------

    TOTAL STOCKHOLDERS' EQUITY                          767,942.62     (1,161,745.99)
                                                   ----------------  ----------------

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $  3,648,365.44        940,260.60 
                                                   ================  ================
</TABLE>

            See the accompanying notes to these financial statements
<PAGE>
<TABLE>
<CAPTION>
                                   AMERICAN NORTEL COMMUNICATIONS, INC.
                                         STATEMENT OF CASH FLOWS
                  FOR THE PERIOD ENDED DECEMBER 31, 1998 AND YEAR END SEPTEMBER 30, 1998
                                               (UNAUDITED)


                                                                                2ND QTR        1ST QTR
<S>                                                                        <C>              <C>
  CASH FLOWS FROM OPERATING ACTIVITIES
    Net Income                                                             $   655,616.96   $ 561,444.01 
    Adjustments to reconcile net income to net cash provided by operating
      activities.
      Depreciation and amortization                                              2,001.00       2,001.13 
      Expenses paid with common stock                                                   -      90,000.00 


    (Increase) decrease in:
      Trade accounts receivable                                             (1,086,196.60)   (564,522.24)
      Prepaid expenses                                                        (432,851.22)   (227,028.03)

    Increase (decrease) in:
      Trade accounts payable                                                   865,479.02     798,645.97 
      Accrued Interest                                                          13,500.00      13,500.00 
      Accrued Payroll Taxes                                                      6,834.26      (3,486.65)
                                                                           ---------------  -------------
          NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES                      24,383.42     670,554.19 


  CASH FLOWS FROM INVESTING ACTIVITIES
    Purchases of property and equipment                                         (9,973.17)    (18,828.61)
                                                                           ---------------  -------------
          NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES                      (9,973.17)    (18,828.61)


  CASH FLOWS FROM FINANCING ACTIVITIES
    Payment on notes payable                                                   (45,000.00)             - 
    Loans from control group                                                   (43,949.99)    (69,901.12)
                                                                           ---------------  -------------
          NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES                     (88,949.99)    (69,901.12)

        NET INCREASE (DECREASE) IN CASH                                        (74,539.74)    581,824.46 

        CASH AT BEGINNING OF PERIOD                                            729,348.46     147,524.00 
                                                                           ---------------  -------------
              CASH AT END OF PERIOD                                        $   654,808.72   $ 729,348.46 
                                                                           ===============  =============
</TABLE>

            See the accompanying notes to these financial statements
<PAGE>
<TABLE>
<CAPTION>
                                  AMERICAN NORTEL COMMUNICATIONS, INC.
                                   COMPARATIVE STATEMENT OF OPERATIONS
                            FOR THE PERIOD ENDING DECEMBER 31, 1998 AND 1997
                                               (UNAUDITED)


                                                  FISCAL YEAR 1999                FISCAL YEAR 1998
                                            2ND QUARTER     YEAR TO DATE    2ND QUARTER     YEAR TO DATE
<S>                                        <C>             <C>             <C>             <C>
INCOME
  Airtime Income                           $4,152,601.58    7,257,826.89   $1,173,705.43   1,556,109.35 


COST OF SALES                               2,925,684.00    5,180,814.12      723,651.34     997,602.95 

                                           --------------  --------------  --------------  -------------
GROSS PROFIT                                1,226,727.58    2,077,012.77      450,054.09     558,506.40 

  SELLING EXPENSES                             86,059.12      170,112.87       40,173.32      53,786.31 

  GENERAL & ADMINISTRATIVE                    234,018.43      425,963.43      197,019.00     255,171.42 
                                           --------------  --------------  --------------  -------------
    TOTAL EXPENSES                            320,077.55      596,076.30      237,192.32     308,957.73 

    EARNINGS (LOSS) FROM OPERATIONS           906,650.03    1,480,936.47      212,861.77     249,548.67 

OTHER INCOME (EXPENSE)
  Other Income                                    218.82          218.82         (430.11)       (430.11)
  Interest Income                               2,248.82        2,906.39      (14,327.60)    (15,577.10)
  Interest Expense                            (13,500.00)     (27,000.00)     (31,553.80)    (54,668.15)
                                           --------------  --------------  --------------  -------------
    TOTAL OTHER INCOME                        (11,032.36)     (23,874.79)     (46,311.51)    (70,675.36)
                                                       - 
      NET INCOME (LOSS)                    $  895,617.67    1,457,061.68   $  166,550.26     178,873.31 
                                           ==============  ==============  ==============  =============

EARNINGS PER SHARE:
Basic Earnings Per Share                   $        0.06                   $        0.02 
                                           --------------                  --------------

WEIGHTED AVERAGE NUMBER OF COMMON             14,381,606                      10,757,316 
                                           --------------                  --------------
   SHARES OUTSTANDING

Diluted Earnings Per Share                 $        0.06                   $        0.02 
                                           --------------                  --------------

WEIGHTED AVERAGE NUMBER OF COMMON             14,387,450                      11,071,929 
                                           --------------                  --------------
AND COMMON SHARE EQUIVALENTS OUTSTANDING
</TABLE>

            See the accompanying notes to these financial statements

<PAGE>