SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                              FORM 10-QSB
(Mark One)

[X]   Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
      of 1934 for the quarterly period ended JUNE 30, 2007.

[ ]   Transition  report under Section 13 or 15(d) of the Securities  Exchange
      Act of 1934 for the transition period from __________ to __________.


Commission file number: 000-20033

                        AMERIRESOURCE TECHNOLOGIES, INC.
		----------------------------------------------
                (Name of small business issuer in its charter)

          DELAWARE                                          84-1084784
-------------------------------			       -------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                         Identification No.)

           3440 E. RUSSELL ROAD, SUITE 217, LAS VEGAS, NEVADA 89120
	   --------------------------------------------------------
              (Address of principal executive offices) (Zip Code)

                                (702) 214-4249
			  ---------------------------
                          (Issuer's telephone number)


      Check whether the issuer: (1) filed all reports required to be filed  by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
                             Yes   [X]   No [ ]

      Indicate  by  check  mark whether  the  registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).
                              Yes   [ ] No [X]

      On  September  17, 2007,  there  were  1,118,150,662  outstanding  shares
of the issuer's common stock, par value $0.0001.


*EXPLANATORY NOTE - The Company amended its Quarterly Report on Form 10-QSB for
the quarter ended June 30,  2006 ("the Original Filing")  in order to amend and
restate  the   financial   statements   and  related  disclosures  for  matters
related  to  the  following  previously reported item: reversal of the original
recording  of  the  gain  on  extinguishments  of  debt  associated  with   the
settlement agreement between American Factors Group, LLC ("AFG"), AmeriResource
Technologies,  Inc.  ("The Company"),  and   Delmar   Janovec   (CEO/President)
as  a  result  of  all  cash considerations for the discharge of debt not being
satisfied  to  derecognize  the  liability  in  accordance  with  Statement  of
Financial  Accounting Standards Board No. 140, Accounting  for   Transfers  and
Servicing   of  Financial  Assets  and Extinguishments  of  Liabilities  ("SFAS
140)  as of and  for the six month period ended June 30, 2006.


                        TABLE OF CONTENTS


PART I   -   FINANCIAL INFORMATION                                        3

      ITEM 1.     Financial Statements                                    3

       A.  Unaudited Condensed Consolidated Balance Sheet at 		  4
	   June 30, 2006

       B.  Unaudited Condensed Consolidated Statements of Operations 	  5
	   for the three and six months ended June 30, 2007
	   and June 30, 2006 (restated)

       C.  Unaudited Condensed Consolidated Statements of Cash Flows 	  6
	   for the three and six months ended June 30, 2007
	   and June 30, 3006 (restated)

       D.  Notes to Unaudited Condensed Consolidated Financial 		  7
	   Statements

      ITEM 2.     Management's Discussion & Analysis of
		  Financial Condition & Results of Operations		 12

      ITEM 3.     Controls and Procedures                                19

PART II   -   OTHER INFORMATION 					 21

      ITEM 6.     Exhibits and Reports on Form 8-K                       21

SIGNATURES                                                               21
INDEX TO EXHIBITS                                                        22
CERTIFICATIONS


<PAGE>
PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

      As  used herein, the term "Company" refers to AmeriResource Technologies,
Inc., a Delaware  corporation,  and  its  subsidiaries and predecessors, unless
otherwise  indicated.   Consolidated, unaudited,  condensed  interim  financial
statements including a balance  sheet  for  the Company as of the quarter ended
June 30, 2007, statement of operations and statement  of  cash  flows  for  the
interim  period up to the date of such balance sheet and the comparable periods
of the preceding  year  are  attached  hereto  beginning  on  Page  F-1 and are
incorporated herein by this reference.

      The consolidated financial statements for the Company included herein are
unaudited  but  reflect,  in  management's opinion, all adjustments, consisting
only of normal recurring adjustments that are necessary for a fair presentation
of the Company's financial position  and  the results of its operations for the
interim periods presented.  Because of the  nature  of  the Company's business,
the results of operations for the three months and six months  ended  June  30,
2007 are not necessarily indicative of the results that may be expected for the
full  fiscal  year.  The financial statements included herein should be read in
conjunction with the financial  statements  and  notes  thereto included in the
Form 10-KSB/A for the year-ended December 31, 2006 as filed with the SEC on
September 18, 2007.



<TABLE>
<CAPTION>

<S>			<C>		<C>


   		AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
		      CONDENSED CONSOLIDATED  BALANCE SHEETS
		    		    (UNAUDITED)


						 June 30,		June 30,
						   2007			  2006
						---------		---------
								      (As restated,
							  	       see Note 4)

				ASSETS

Current Assets:
   Cash and cash equivalents 			$ 301,136		$ 97,195
   Inventory					   57,028		  51,244
   Accounts receivable				        -		   1,129
   Prepaid expenses				    7,000		       -
   Notes receivable 				    6,065		   6,065
						---------		--------
   Total Current Assets				  371,229		 155,633
						 ========   		========

Fixed Assets:
   Fixed assets at cost				  269,496		 199,850
   Accumulated depreciation			  (90,030)		 (39,901)
						---------		--------
   Net Fixed Assets				  179,466		 159,949

Other Assets:
   Intangible assets - net of
   accumulated amortization		  	  661,444		 666,544
   Deposits					   25,090		   8,880
						---------		--------
   Total Other Assets				  686,534		 675,424

   Total Assets				        1,237,229		 991,006
						=========		=========

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

</TABLE>

						3
<PAGE>

<TABLE>
<CAPTION>

<S>			<C>		<C>


	  	AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
		      CONDENSED CONSOLIDATED BALANCE SHEETS
		    		   (UNAUDITED)

						 		  June 30,	        June 30,
						   		    2007	          2006
								 ---------	       ---------
								      		      (As restated,
							  	       		       see Note 4)

		LIABILITIES and STOCKHOLDERS' DEFICIT

Current Liabilities:
    Accrued Expenses						  $ 400,026	       $ 101,239
    Accounts Payable						    340,318		 180,572
    Note payable - related party				    330,424		 179,013
    Notes payable - current portion 				    768,848		 798,267
								-----------	       ---------
			Total Current Liabilities		  1,839,616	       1,259,091

Non-Current Liabilities:
    Commitments and contingencies				    250,571		 200,571
    Notes payable						    396,000		 175,000
								-----------	       ---------
    Total Other Liabilities					    646,571		 375,571
								-----------	       ---------
    Total Liabilities						  2,486,187	       1,634,662
								-----------	       ---------
Stockholders' Deficit
    Preferred stock, $.001 par value; authorized,
    10,000,000 shares; Class A, issued and
    outstanding, 131,275 shares 					131		     131

    Preferred stock, $.001 par value; authorized,
    10,000,000 shares; Class B, issued and
    outstanding, 177,012 shares 					177		     177

    Preferred stock, $.001 par value; authorized,
    1,000,000 shares; Class C, issued and
    outstanding, 1,000,000 shares 				      1,000		   1,000

    Preferred stock, $.001 par value; authorized,
    750,000 shares; Class D, none issued and
    outstanding								250		     250

    Common Stock, $.0001 par value; authorized,
    3,000,000,000 shares; 639,986,000 shares and
    229,383,0535 issued and outstanding at June
    30, 2007 and June 30, 2006,respectively			     63,986		  22,938

    Comprehensive loss on marketable securities			     (3,108)		  (3,108)
    Additional paid in capital					 20,934,015	      19,170,297
    Retained earnings						(22,333,743)	     (20,514,476)
    Minority interest						     88,334		 679,135
								-----------	      ----------
    Total stockholder' deficit					 (1,248,958)	        (643,656)
								-----------	      ----------
Total Liabilities and Stockholder's deficit			  1,237,229		 991,006
								===========	      ==========

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

</TABLE>
						4

<PAGE>


<TABLE>
<CAPTION>

<S>				<C>		<C>

			       			AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDARIES
  						CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                                		  (UNAUDITED)

						    Three Months Ended		     Six Months Ended
							  June 30			  June 30
						------------------------	------------------------
						   2007		   2006		     2007	  2006
						---------     ------------	------------ --------------
											      (As restated,
						       		  			       see Note 4)
Revenues:

  Net Service 					$ 451,147     $    204,968	$    922,500 $      313,186
  Consulting 					    2,694	     1,912	       2,694 	      1,912
						---------     ------------	------------ --------------
  Gross Revenues				  453,841     $    206,880 	$    925,194 	    315,098
  Cost of Goods Sold				  463,626	   149,048	     789,194	    219,218
						---------     ------------	------------ --------------
Net Revenues	 				   (9,785) 	    57,832 	     136,000 	     95,880

Operating expenses:
  General and administrative expenses		  168,306	   135,651	     357,874 	    281,767
  Salaries					  107,949 	    25,000 	     302,265 	     50,000
  Legal & Professional				   33,291 	   108,720 	      95,602 	    231,275
  Consulting					  523,560 	   555,841 	     985,433      1,102,936
  Depreciation and amortization			   18,722	    14,807	      37,304	     28,266
						---------     ------------	------------ --------------
						  		   840,019	   		  1,694,244
					 	---------     ------------	------------ --------------
Operating loss					 (861,613)	  (782,187)	  (1,642,478)    (1,598,364)

Other Income (Expense):
  Interest expense - net			 (102,842)	   (11,707)	    (119,369)	    (16,420)
  Loan extension expense				- 		 - 		   -		  -
  Gain on extinguishment of debt			- 		 - 		   -		  -
  Loss on marketable securities/Investments	 	- 		 - 		   -		  -
						---------     ------------	------------ --------------

  Minority interest				  396,796	   227,149	     707,386	    380,523

Net Income (loss) before income tax		 (567,659)	  (566,745)	  (1,054,461)    (1,234,261)
  Income Tax Provision 					- 		 - 		 - 		  -
						---------     ------------	------------ --------------
	Net loss 		 		 (567,659)	  (566,745)	  (1,054,461)    (1,234,261)
						=========     ============	============ ==============

Basic and diluted loss per share  		   (0.001)	    (0.003)	      (0.002)	      (0.01)
						=========     ============	============ ==============
Weighted average common shares
Outstanding

Basic and diluted	  			533,086,367 	191,429,081 	 487,756,854    160,006,361


The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.


</TABLE>

						5

<PAGE>

<TABLE>
<CAPTION>

<S>					<C>			<C>


	       AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDARIES
 		CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
				   (UNAUDITED)

							  	Six Months Ended
								   June 30,
							   ------------------------
							     2007	     2006
							------------	------------
									(As restated,
						       		  	 see Note 4)
Reconciliation of net loss provided by (used in)
  operating activities:
   Net loss 	 					$ (1,054,461)	$ (1,234,261)
   Non-cash items:
   Depreciation						      37,304	      28,266
   Non-cash services through issuance of stock		     936,846	   1,006,782
   Write-down of investment
   Relief of debt income					   -
   Minority interest					    (707,386)	    (380,523)
Changes in assets affecting
  operations (increase) / decrease
   Accounts Receivable						   -	      (1,129)
   Inventory						      45,315	     (48,122)
   Prepaid expenses					      (2,000)	           -
   Deposits								           -
   Notes Receivables						   -		 221
Changes in liabilities affecting
  operations increase / (decrease)
   Accounts Payable					     132,076	     112,242
   Accrued Payroll and related expenses				   -	      25,000
   Accrued expenses					     192,918	      50,343
   Note payable  - related party			     (19,733)	     125,696
							------------	------------
Net cash used in operating activities			    (439,121)	    (315,485)
							------------	------------
Cash flows from investing activities:
   Purchase of Fixed Assets				     (13,402)	     (58,975)
   Purchase Intangible Assets					   -	    (149,248)
   Purchase subsidiary						   -	    (168,254)
							------------	------------
Net cash used in investing activities			     (13,402)	    (376,477)
							------------	------------
Cash flows from financing activities:
   Cash payments on notes payable			    (264,978)	     329,800
   Cash from notes payable				     150,000	     350,000
							------------	------------
   Proceeds from issuance of stock			     775,000	     	   -
							------------	------------
Net cash provided by financing activities	 	     660,022	     679,800

Cash and Cash equivalents:				------------	------------
Increase (decrease) in cash				     207,499	     (12,162)
Cash-beginning period					      93,637	     109,357
							------------	------------
Cash-end of period					     301,136	      97,195
							============	============


The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.


</TABLE>

						6

<PAGE>

               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDARIES
             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                 JUNE 30, 2007
                                 (UNAUDITED)

NOTE 1 - DESCRIPTION OF DEVELOPMENT STAGE ACTIVITIES

AmeriResource Technologies, Inc., formerly known as KLH Engineering  Group, Inc
(the  Management  Company),  a Colorado corporation, was incorporated March  3,
1989  for  the  purpose of providing  diversified  civil  engineering  services
throughout the United  States, to be accomplished through acquisitions of small
to mid-size engineering  firms.  On July 16, 1996, the Company changed its name
to AmeriResource Technologies, Inc.

NOTE 2 - BASIS OF PRESENTATION

The accompanying unaudited  and  condensed  consolidated  financial  statements
included  herein  have  been  prepared in accordance with accounting principles
generally accepted in the United  States  of  America  (US  GAAP),  for interim
financial  statements,  and  pursuant to the instructions for Form 10-QSB,  and
Item 310 (b) of Regulation S-B  of  the  Securities  and  Exchange  Commission.
Accordingly,  the  statements  do  not include certain information and footnote
disclosures  normally  included  in annual  financial  statements  prepared  in
accordance with generally accepted  accounting  principles in the United States
of America have been condensed or omitted.  In the  opinion  of management, all
adjustments (consisting of normal recurring accruals) considered  necessary for
a fair presentation have been included.  Operating results for the three months
and  six  months  ended  June  30, 2007, and June 30, 2006, are not necessarily
indicative of the results that may  be  expected  for  the  fiscal  year  ended
December  31,  2007.  For further information, the statements should be read in
conjunction with the financial  statements  and  notes  thereto included in the
Company's Annual Report on Form 10-KSB/A for the fiscal year ended December 31,
2006 filed with the SEC on September 18, 2007.

RECLASSIFICATIONS

Certain reclassifications have been made to prior year amounts  to  conform  to
the current year presentation.  These reclassification had  no  effect  on  the
previously reported net loss.

USE OF ESTIMATES

The preparation  of  financial statements in conformity with generally accepted
accounting principles  requires  management  to  make estimates and assumptions
that  affect  the  reported  amounts of assets and liabilities,  disclosure  of
contingent assets and liabilities  at  the date of the financial statements and
revenues  and  expenses  during  the  reporting   period.  In  these  financial
statements   assets   and  liabilities  involve  the  extensive   reliance   on
management's estimates. Actual results could differ from those estimates.

PRINCIPLES OF CONSOLIDATION

The  consolidated  financial  statements  include  the  combined  accounts   of
AmeriResource  Technologies,  Inc.,  West Texas Real Estate & Resources', Inc.,
RoboServer  Systems,  Inc., Self-Serve Technologies,  Inc.  Net2Auction,  Inc.,
Net2Auction  Corporation,   and   Auction   Wagon   Inc.,  VoIPCOM  USA,  Inc.,
BizAuctions,   Inc.,  and  BizAuctions  Corp.   All  significant   intercompany
transactions and accounts have been eliminated in consolidation.

LOSS PER COMMON SHARE

Loss per common  share is based on the weighted average number of common shares
outstanding   during   the  period.  Options,  warrants  and  convertible  debt
outstanding are not included in the computation because  the  effect  would  be
antidilutive.


					7

<PAGE>

NOTE 3 - GOING CONCERN

The accompanying financial  statements  have  been  prepared in conformity with
principles of accounting applicable to a going concern,  which contemplates the
realization of assets and the liquidation of liabilities in  the  normal course
of  business.  The  Company  has  incurred  continuing  losses and has not  yet
generated sufficient working capital to support its operations.  The  Company's
ability to continue as a going concern is dependent, among other things, on its
ability  to reduce certain costs, obtain new contracts and additional financing
and eventually, attaining a profitable level of operations.

It is management's  opinion  that  the  going  concern  basis  of reporting its
financial condition and results of operations is appropriate at  this time. The
Company  plans  to  increase  cash  flows  and  take  steps  towards  achieving
profitable  operations  through the sale or closure of unprofitable operations,
and through the merger with or acquisition of profitable operations.

NOTE 4 - CORRECTION OF ERRORS

The Company has restated  its  previously  issued  June  30, 2006  consolidated
financial  statements for matters related to the following previously  reported
item:  reversal  of  the  original  recording of the gain on extinguishments of
debt associated with the settlement agreement  between  American Factors Group,
LLC  ("AFG"),  AmeriResource  Technologies,  Inc. ("The Company"),  and  Delmar
Janovec  (CEO/President)  as  a  result  of  all cash  considerations  for  the
discharge  of  debt  not  being  satisfied  to  derecognize  the  liability  in
accordance  with Statement of Financial Accounting  Standards  Board  No.  140,
Accounting for  Transfers and Servicing of Financial Assets and Extinguishments
of Liabilities ("SFAS  140). The accompanying consolidated financial statements
as of and for the six  month  period  ended  June  30, 2006 have been  restated
to reflect the corrections in accordance with SFAS No.  154, "Accounting Change
and Error Correction". The following is a summary of the  restatements for June
30, 2006:

Increase (decrease) of previously reported notes payable:

 - increase of notes payable related to AFG outstanding debt         232,067
								   ---------
    Total increase in previously reported liabilities                232,067
								   ---------
Increase of previously reported stockholder's (deficit):
  - total increase in net loss due to correction of errors          (232,067)
								   ---------
    Total increase in previously reported stockholders' deficit     (232,067)
 								   ---------
Effects of above referenced adjustments on net loss:

Decrease of previously reported other income (expense):             (232,067)
								   ---------
    Total increase in net loss                                     $ 232,067
								   ---------


The effect on the Company's previously issued June 30, 2006 financial
statements are summarized as follows:

Condensed Consolidated Balance Sheet as of June 30, 2006.

<TABLE>
<CAPTION>
<S>		<C>			<C>

                          	As previously     Net         As
                          	   reported     change     Restated
				 ------------ ---------	 ------------
Assets
Current assets
 Cash and cash equivalents       $     97,195 $       -  $     97,195
 Inventory                             51,244         -        51,244
 Accounts receivable                    1,129         -         1,129
 Prepaid expenses                           -         -             -
 Notes receivable                       6,065         -         6,065
				 ------------ ---------	 ------------
 Total current assets                 155,633         -       155,633
				 ------------ ---------	 ------------
 Fixed assets, net                    159,949         -       159,949
				 ------------ ---------	 ------------
Other assets
 Intangible assets, net               666,544         -       666,544
 Deposits                               8,880         -         8,880
				 ------------ ---------	 ------------
 Total other assets                   675,424         -       675,424
				 ------------ ---------	 ------------
 Total Assets                    $    991,006 $       -  $    991,006
				 ============ =========	 ============
Current liabilities

 Accrued expenses                     101,239         -       101,239
 Accounts Payable                     180,572         -       180,572
 Notes payable - related party        179,013         -       179,013
 Notes payable                        566,200   232,067       798,267
				 ------------ ---------	 ------------
 Total current liabilities          1,027,024   232,067     1,259,091
 				 ------------ ---------	 ------------
Non-Current liabilities
   Commitments and Contingencies      200,571         -       200,571
 Notes payable, less current	      175,000	      -	      175,000
 				 ------------ ---------	 ------------
 Total liabilities                  1,402,595   232,067     1,634,662

Stockholders' deficit
 Preferred stock - Class A                131         -           131
 Preferred stock - Class B                177         -           177
 Preferred stock - Class C              1,000         -         1,000
 Preferred stock - Class D                250         -           250
   Common stock                        22,938         -        22,938
   Comprehensive loss on
 marketable securities                 (3,108)        -        (3,108)
 Additional paid-in capital        19,170,297         -    19,170,297
 Retained earnings                (20,282,409) (232,067)  (20,514,476)
   Minority Interest                  679,135         -       679,135
				 ------------ ---------	 ------------
 Total stockholders' equity          (411,589) (232,067)     (643,656)
 				 ------------ ---------	 ------------
  Total Liabilities &
   Stockholders' Deficit  	 $    991,006 $       -  $    991,006
				 ============ =========  ============
</TABLE>

					10
<PAGE>
Condensed Consolidated Statement of Operations
for the Six Months Ended June 30, 2006

<TABLE>
<CAPTION>
<S>					<C>	<C>
                                  	As previously      Net		 As
                                   	  reported       change       restated
					 ----------    ----------    ----------
Gross revenues		                 $  315,098    $ 	-    $  315,098
Cost of Goods Sold                          219,218             -       219,218
					 ----------    ----------    ----------
Net revenues                                 95,880             -        95,880

Operating Expenses
General and administrative expenses         281,767             -       281,767
Salaries                                     50,000             -        50,000
Legal & professional                        231,275             -       231,275
Consulting		                  1,102,936             -     1,102,936
Depreciation and amortization                28,266             -        28,266
					 ----------    ----------    ----------
Net operating Loss                       (1,598,364)            -    (1,598,364)

Other Income (Expense):
Interest expense, net                       (16,420)            -       (16,420)
Loan extension expense                       	  -             -             -
Gain on extinguishments of debt             232,067      (232,067)            -
Loss on marketable securities/
investments                       	          -             -             -
					 ----------    ----------    ----------
  Total other income (expense)              215,647      (232,067)      (16,420)
					 ----------    ----------    ----------

Minority interest			    380,523		-	380,523

Net Loss	                        $(1,102,194)   $ (232,067)   $(1,234,261)

					 ===========    ==========    ===========
Loss per Common Share:

Basic and Diluted         		 $    (0.01)        	-    $    (0.01)
					============ 	=========    ============

Weighted Average Common Shares Outstanding:

Basic and Diluted                        160,006,361     	      160,006,361
					============ 	=========    ============

</TABLE>

NOTE 5 - STOCKHOLDERS' DEFICIT

COMMON STOCK

During the second quarter  ending  June 30, 2007, the Company issued a total of
One Hundred Eighty-one Million Six Hundred  Forty  Seven Thousand Seven Hundred
Seventy-four (181,647,774) shares of common stock as follows:

176,384,617  shares of common stock were issued for consulting services  valued
at $362,242.

5,263,157  shares  of  common  stock  were  issued  for  legal and professional
services valued at $10,000.

PREFERRED STOCK

The  Company  has currently designated 10,000,000 shares  of  their  authorized
preferred stock  to  Series  A  Convertible  Preferred  Stock and an additional
10,000,000 shares to Series B Convertible Preferred Stock.

Both Series A and B preferred stock bear a cumulative $.125 per share per annum
dividend, payable quarterly.  The shareholders have a liquidation preference of
$1.25 per share, and in addition, all unpaid accumulated  dividends  are  to be
paid  before any distributions are made to common share- holders.  These shares
are subject  to  redemption  by  the  Company,  at  any  time  after the second
anniversary of the issue dates (ranging from August 1990 through December 1995)
of  such shares and at a price of $1.25 plus all unpaid accumulated  dividends.
Each preferred share is convertible, at any time prior to a notified redemption
date,  to one common share.  The preferred shares have equal voting rights with
common  shares  and  no  shares  were converted during the three and six months
ending June 30, 2007.  Dividends are not payable until declared by the Company.

					8

<PAGE>

On February 22, 2002, the Company filed a "Certificate of Designation" with the
Secretary of State  with the State of Delaware to designate 1,000,000 shares of
its Preferred Stock as  "Series  C Preferred Stock". Each share of the Series C
Stock shall be convertible into common stock of the Company based on the stated
value of the $2.00 divided by 50%  of  the  average closing price of the Common
Stock on five business days preceding the date of conversion. Each share of the
outstanding Series C Preferred shall be redeemable  by  the  Corporation at any
time at the redemption price. The redemption price shall equal  $2.00 per share
with  interest  of  8%  per  annum. The holders of the Series C is entitled  to
receive $2.00 per share before  the  holders  of  common  stock  or  any junior
securities receive any amount as a result of liquidation.

On February 22, 2002, the Company filed a "Certificate of Designation" with the
Secretary of State of the State of Delaware to designate 750,000 shares  of its
Preferred Stock as "Series D Preferred Stock". Each share of the Series D Stock
shall  be convertible into one share of common stock of the Company. Each share
of the outstanding  Series  D Preferred is redeemable by the Corporation at any
time at the redemption price.  The redemption price shall equal $.001 per share
with interest of 8% per annum. The  holders  of  the  Series  D  is entitled to
receive  $.001  per  share  before  the  holders of common stock or any  junior
securities receive any amount as a result of liquidation.

On December 19, 2005, the Company filed a "Certificate of Designation" with the
Secretary of State of the State of Delaware  to  designate  1,000,000 shares of
the  Preferred  Stock  as  "Series  E  Preferred  Stock".  Each  share  of  the
outstanding  Series E Preferred shall be convertible into common stock  of  the
Company based  on  the  stated value of the $0.50 divided by 50% of the average
closing price of the Common  Stock  on five business days preceding the date of
conversion.  Each  share  of  the  outstanding  Series  C  Preferred  shall  be
redeemable  by  the  Corporation at any  time  at  the  redemption  price.  The
redemption price shall equal $0.50 per share with interest of 8% per annum. The
holders of the Series  E  is  entitled  to  receive  $0.50 per share before the
holders of common stock or any junior securities receive any amount as a result
of liquidation.

Delmar Janovec, President and CEO, exchanged the interest  owed  to  him on the
dividends in the approximate amount of $1,600,000 for the new class of Series C
Preferred  Stock  that  was  approved by the Board of Directors on January  31,
2002.

NOTE 6 - NOTE PAYABLE

      The Company had the following notes payable as of June 30, 2007:


Note dated April 12, 2005, interest is prime plue 3%
originally due on November 12, 2005, extended through
Nevember 4, 2007, convertible into 20,000,000 million
shares of VoIPCOM USA, Inc. common stock.			$    80,000

Note dated April 31, 1998, in the amount of $430,000.
Payable to American Factors Group and secured 300,000
shares of the Company's common stock.  The note bears
interest at 15%.  Note was amended in the fourth quarter
of 2004, first quarter, of 2005, first quarter of 2006,
and in July of 2007.  						$   403,648

Line of Credit, dated march 25, 2007, interest is Prime
plus 3%, due and payable March 25, 2008.			$   100,200

Note dated June 29, 2007, interest is 3% per month, due
and payable on or berfore August 29, 2007.			$   150,000


Note dated May 29, 2007, interest is $1,500, due and
payable on or before September 30, 2007.			$    35,000

Note dated May 12, 2006 interest is 10% due and payable
on May 12, 2008 convertible into Net2Auction common
stock at $0.01, per share.					$   171,000

Note dated May 8, 2006, interest is 12%, due and payable
on May 8, 2008, convertible into RoboServer common stock
at $0.01, per share.						$   100,000

Note dated June 28, 2006, interest is 10% due and payable
on June 28, 2008, convertible into BizAuctions common
stock at $0.01, per share.					$   125,000

Total Notes Payable						$ 1,164,848

Less current portion						$  (768,848)

Long-term portion						$   396,000


Maturities of notes payable at June 30, 1007, are as follows:

2007		$  768,848
2008		$  396,000
2009		$      -0-

					9

<PAGE>


NOTE 7 - COMMITMENTS AND CONTINGENCIES

The  Company, from time to time, may be subject to legal proceedings and claims
that arise  in  the  ordinary  course of its business. The Company is currently
covered adequately for workmen's  compensation,  business  property  & casualty
insurance,  and  general  liability  meeting  the  standard  limits  which  are
customary in the industry.

American  Factors Group, LLC. Vs  AmeriResource Technologies, Inc., et al. This
case was filed  in the United States District Court, filed in the United States
District Court, District  of  New  Jersey,  Case  Number  3:97cv01094(GEB).  In
February  2000,  the parties stipulated to the dismissal of certain  claims  in
this suit with prejudice.  This stipulation dismissed all of the claims in this
suit except for the claims against  defendants  Rod Clawson, Michael Cederstrom
and Tim Masters.  These remaining claims were resolved pursuant to a Settlement
Agreement,  which  has  been subsequently amended.   The  Settlement  Agreement
provided  for  the payment  by  the  Company  and  Delmar  Janovec  of  certain
obligations and judgments entered against the defendants.

 The Company and Delmar Janovec, and AFG entered into a Settlement Agreement on
March 27, 2006, which has been subsequently amended on March 14, 2007, for full
settlement of the existing debt pursuant to the following terms:

             Whereas,  as of March 26, 2006, the total debt owed to AFG by AMRE
      and Janovec equaled about $646,312.63 ("Debt"); and

             Whereas, the  Parties entered into a Settlement Agreement on March
      27, 2006 and reduced the amount due to $350,000; and

             Whereas, Janovec  and  AMRE  made payments of $50,000 and $100,000
      pursuant to the agreement, and AMRE restricted  common stock were issued;
      and

             Whereas, the remaining payments totaling $200,000 as specified  in
      the Agreement were not made timely; and

             Whereas,  Janovec  and  AMRE  desire  to  proceed forward with the
      settlement of the Debt, pursuant  to  the  terms and conditions described
      herein, and for the consideration set forth herein; and

          1.1AFG, AMRE, and Janovec agree that the Debt at March 13, 2007, will
      be  modified  to  $220,000,  and paid in accordance  with  the  following
      terms;

            (a.) AFG will  receive  a  cash  payment  of  $48,000 from AMRE and
               Janovec  to  be wired on or before March 20, 2007.   Funds  were
               wired on March 20, 2007.
            (b.) AFG will receive  the  final payment of $172,000 from AMRE and
               Janovec, by wire, on or before June 15, 2007.

					10

<PAGE>

NOTE 8 - LEGAL

On  March  14, 2007, a complaint was filed  by  Four  Seasons  Fine  Foods  vs.
Signorelli,   Barry   Denslow,   and   AmeriResource  Technologies,  Inc.,  all
individually and aba Prime Enterprises 2001, LLC, aka Golden Steer Steak House,
P & M Holdings, LLC, filed in District Court  of Clark County, Nevada, Case No.
A537664. Plaintiff is seeking payment of goods  furnished  to  the Golden Steer
Steak  House  in  the  calendar year 2005 and in the amount of $31,413.90,  and
attorney fees in the amount of $10,460.00, plus all interest that is applicable
under Nevada statues.

The Company sold its interests  in Prime Enterprises, 2001, LLC in July of 2002
to Michael Signorelli, the majority  owner  of the Prime Enterprises, 2001 LLC,
therefore, denies all allegations in the complaint.  The  Company  through  its
legal representation has requested to be released from the complaint as it sold
its ownership interests in 2002 therefore, is not legally liable for debts that
have been incurred.

The  Company  has not been served with the complaint and was notified through a
third party that  a  complaint  had  been filed against the Company on or about
June 7, 2007.

The Company received notice by regular mail on  September  19,  2007  from  its
counsel representing this complaint, a Mr. Brian Clark, whereby Mr. Denslow and
the Company has been released from the case without prejudice.

NOTE 9 - MINORITY INTERESTS

During the three months ended June 30, 2007, the Company was considered to have
sufficient  ownership  and control of RoboServer  Systems  Corp.,  Net2Auction,
Inc., and BizAuctions, Inc.,  therefore  the  companies  are  being reported as
subsidiaries on a consolidated basis. Minority interests losses  attributed  to
RoboServer,  Net2Auction,  and BizAuctions are approximately $75,726, $255,616,
and $65,454, respectively. BizAuctions  is owned by Net2Auction, therefore, the
minority interest stated includes BizAuctions at the Net2Auction level, and the
Net2Auctions minority interest is shown at the AmeriResource level.

Note 10 - INCOME TAXES

As  of  June  30,  2007, the Company's federal net operating loss carryforwards
were approximately $22,000,000.   The  Company  had  a  provision  for (benefit
from) income tax of $0 and $0 for the three months and six  months  ended  June
30, 2007, respectively.

FIN No. 48
       The   Financial   Accounting   Standards   Board   has  published   FASB
Interpretation  No.  48  (FIN  No. 48), "Accounting for Uncertainty  in  Income
Taxes,"  to  address  the  non-comparability   in   reporting  tax  assets  and
liabilities resulting from a lack of specific guidance  in  FASB  Statement  of
Financial  Accounting  Standards  No.  109  (SFAS  109), "Accounting for Income
Taxes,"   on  the  uncertainty in income taxes recognized  in  an  enterprise's
financial statements.   Specifically,  FIN  No.  48 prescribes (a) a consistent
recognition  threshold  and  (b)  a  measurement attribute  for  the  financial
statement recognition and measurement of a tax position taken or expected to be
taken  in  a  tax  return,  and  provides related  guidance  on  derecognition,
classification, interest and penalties,  accounting interim periods, disclosure
and transition.  To the extent interest and  penalties  would  be  assessed  by
taxing  authorities  on any underpayment of income taxes, such amounts would be
accrued and classified  as  a component of income tax expenses on the statement
of operations.  FIN No. 48 will  apply to fiscal years beginning after December
15,  2006, with earlier adoption permitted.   The  Company  has  completed  its
evaluation  of the effects of FIN No. 48 and has concluded that the adoption of
FIN No. 48 did  not impact the financial statements for the quarter ended March
31,  2007.   The  Company's   federal  tax  returns  are  potentially  open  to
examinations for fiscal years 2003 through 2006.

NOTE 11 - RELATED PARTY TRANSACTION

The Company has notes payable for salary  expenses  in  the  amount of $330,424
which is owed to Delmar Janovec, president of the Company, by  the  parent  and
its  subsidiaries  for services performed during 2006, and the first six months
of 2007, ending June 30, 2007.

NOTE 12 - SUBSEQUENT EVENTS

During the  third  quarter  of  2007, the Board of  Directors  of  the  Company
authorized  and  caused  to  be filed  a  new  S-8  Registration  Statement  on
Form S-8 whereby, establishing  a  new  2007 Stock Incentive  Plan  registering
1,000,000,000 (one billion) shares of  common  stock  of the Company. The  Plan
was filed on July 23, 2007.

The  Company  has  issued  approximately  478,312,217  shares  of  common   and
restricted common  stock  of the Company for consultant, professional and legal
fees since the 2nd quarter ending June 30, 2007.


					11

<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING INFORMATION

      This  quarterly report contains  forward-looking  statements.   For  this
      purpose, any
statements contained  herein  that are not statements of historical fact may be
deemed to be forward looking statements.  These  statements  relate  to  future
events or to the Company's future financial performance. In some cases, you can
identify  forward-looking  statements  by  terminology such as "may," "should,"
"expects,"   "plans,"  "anticipates,"  "believes,"   "estimates,"   "predicts,"
"potential," or  "continue"  or  the negative of such terms or other comparable
terminology. These statements are  only  predictions.  Actual events or results
may  differ  materially.  There are a number of factors that  could  cause  the
Company's actual results to  differ  materially  from  those  indicated by such
forward-looking statements.

      Although the Company believes the expectations reflected  in the forward-
looking  statements are reasonable, it cannot guarantee future results,  levels
of activity,  performance,  or  achievements. Although all such forward-looking
statements are accurate and consequently  do  not assume responsibility for the
ultimate  accuracy  and  completeness of such forward-looking  statements.  The
Company is under no duty to  update any of the forward-looking statements after
the date of this report to confirm such statements to actual results.

RESTATEMENT

      The unaudited condensed consolidated statement of operations for the  six
month period ending June 30, 2006 have been restated.  The  restatement related
to the reversal  of the original  recording  of  the  gain on extinguishment of
debt, as more fully discussed in Note 4 to the unaudited condensed consolidated
financial statements.  The financial information set  forth  in  the  following
Management's Discussion and Analysis gives effect to the restatement.

GENERAL

AmeriResource Technologies, Inc.  (the  "Company")  conducts  operations  as an
holding  company  and  operates  primarily through its subsidiaries, West Texas
Real Estate and Resources, Inc., RoboServer  Systems Corp. ("RBSY"), Self-Serve
Technologies,   Inc.   ("SSTI"),   Net2Auction,  Inc.   ("NAUC"),   Net2Auction
Corporation  ("N2AC"),  AuctionWagon Inc.  ("AWI"),  Auction  Boulevard  ("AB")
BizAuctions, Inc. ("BZCN"),  and  BizAuctions  Corp. ("BZAC"), and VoIPCOM USA,
Inc. ("VCMU"). As of June 30, 2007, the Company  owned  100% of West Texas Real
Estate and Resources, Inc. common stock. As of June 30, 2007, the Company owned
approximately  37%  of  Net2Auction  common  stock and upon conversion  of  the
SuperVoting Preferred collectively gives AmeriResource  57% control, which owns
100% of Net2Auction Corporation and AuctionWagon Inc. Net2Auction  is  publicly
traded  on the Pink Sheets under the stock symbol "NAUC." As of June 30,  2007,
the Company  owned  approximately  40%  of  RoboServer's  common stock and upon
conversion of the SuperVoting Preferred by management would  give  the  Company
and  management  approximately  59%  control,  which  owns  100%  of Self-Serve
Technologies, Inc. RoboServer is publicly traded on the Pink Sheets  under  the
symbol  "RBSY." As of June 30, 2007, the Company's subsidiary, Net2Auction owns
approximately  72%  of  BizAuctions  common  stock and upon conversation of the
Preferred  would  give  the  Company  approximately   86%   majority   control.
BizAuctions Inc.'s corporate name formerly was Kootenai Corp. which was changed
in August of 2006. BizAuctions is publicly traded on the Pink Sheets under  the
symbol  "BZCN."  BizAuctions Corp. is a wholly-owned subsidiary of BizAuctions,
Inc. As of June 30,  2007,  the Company owned approximately 97% of VoIPCOM USA,
Inc.' s common stock and upon  conversion  of  the  Preferred  would  give  the
Company approximately 99% majority control.

The  Company  continues  to search for viable business operations to acquire or
merge with in order to increase  the  Company's  asset  base,  revenues, and to
achieve profitability on a consistent level.


					12

<PAGE>

NET2AUCTION, INC.

      Net2Auction currently operates as a holding company with its wholly-owned
and majority owned subsidiaries, AuctionWagon, Inc. and BizAuctions, Inc. As of
June  30,  2007,  Net2Auction  no  longer  operates drop-off locations  through
partnerships  with  pack  and  ship centers and  co-manages  twenty-three  (23)
affiliate locations that were acquired in the acquisition of AuctionWagon Inc.,
on September 30, 2005. During the  2nd  quarter  of 2007, Net2Auction developed
numerous business commercial accounts with several retailers-wholesalers within
the USA. Net2 liquidates the excess inventory and/or  returned  merchandise  of
such  accounts on eBay.  The Company has obtained such commercial accounts in a
wide variety  of  business  industries  or  segments,  including golf products,
electronics-computer items, shoes for both men and woman, and clothing for men,
women,  and  children.  Net2Auction is listed as an "eBay  Trading  Assistant,"
with a Power Seller  rating  and  has  accumulated  in excess of 6,000 positive
feedbacks  and  continues  to receive a customer satisfactory  rating  on  eBay
exceeding 99%. This allows the  Company  to  reach millions of potential buyers
for our customers' unwanted goods or products.  To learn more, please visit our
website at www.net2auction.com.

AUCTIONWAGON INC.

      AuctionWagon was incorporated in September  of  2003 and became the first
eBay  consignment store in the Los Angeles market. AuctionWagon  is  the  first
company  to  qualify  as  both  an eBay certified developer and an eBay Trading
Post. AuctionWagon is a frontrunner in both the retail and software segments of
the industry, being featured in Entrepreneur,  the New York Times, and the Wall
Street  Journal.  AuctionWagon currently markets its  consignment  software  to
drop-off  stores, and  maintains  a  national  affiliate  network  of  drop-off
locations.

      AuctionWagon's  software, Store Manager Pro G2, performs virtually all of
the functions needed by  an  eBay  consignment  store, from printing contracts,
barcodes,  and inventory labels to managing its inventory,  payment,  shipping,
check writing,  and  integrating  photo  editing.  The Store Manager Pro offers
multiple  levels  of  software supporting different business  requirements  and
charges both a monthly  fee and an initial fee. The fees range from $99 to $330
per  month,  per customer.  Since  January  1,  2006,  AuctionWagon  has  added
approximately  126 new customer accounts and during the second quarter of 2007,
has added an additional  15  new customer accounts. AWI's software continues to
be a widely used by commercial business users doing business on eBay.  To learn
more, please visit our website at www.auctionwagon.com.

AUCTION BOULEVARD

      On  September 14,  2005,  Net2Auction   acquired   the   trade   name  of
AuctionBoulevard,  Inc.  and  certain  assets  from Netelectronics.com and Jake
Ptasznik. AuctionBoulevard is an operator of online auction drop-off locations.
Among the assets acquired by Net2Auction were all  rights  to the trade name of
AuctionBoulevard,  all intellectual property, and all eBay accounts  opened  by
AuctionBoulevard. Additionally,  the  lease  for  AuctionBoulevard's  principle
place  of business, located at 17412 Ventura Boulevard, Encino, California  was
assigned to Net2Auction.

      AuctionBoulevard  is  a  Trading  Assistant, as determined by e-Bay, with
operations and drop-off store located at  17412  Ventura  Boulevard, Encino, CA
(northern  Los Angeles area). Auction Boulevard has accumulated  in  excess  of
2,000 positive  feedbacks  on  eBay  and  has a 99% positive feedback. To learn
more, please visit our website at www.auctionboulevard.com.

					13

<PAGE>

BIZAUCTIONS, INC., FORMERLY KOOTENAI CORP.

      On June 27, 2006, Net2Auction acquired  control of Kootenai Corp. through
the purchase of Fifty Million (50,000,000) shares  of  common  stock  from  the
majority  shareholder  of  Kootenai  Corp.  for,  One  Hundred Seventy Thousand
($170,000)  US dollars. Kootenai Corp. later acquired BizAuctions  Corp.,  from
Net2Auction,  Inc.,  for  the  issuance of Fifty Million (50,000,000) shares of
common  stock  and  Twelve Million  (12,000,000)  shares  of  Preferred  stock.
Subsequent to the acquisition  of BizAuctions Corp., Kootenai Corp. changed its
name to BizAuctions, Inc. BizAuctions,  Corp.,  is a wholly-owned subsidiary of
BizAuctions, Inc. BizAuctions is a publicly traded  company which trades on the
Pink Sheets under the symbol of BZCN.

      BizAuctions,  Inc.  is  a prime provider of commercial  eBay  liquidation
services for excess inventory,  overstock  items, and merchandise that has been
returned. BizAuctions clients include some of the Nation's leading retail names
at the forefront of their industries. During  the  2nd  quarter ending June 30,
2007,  BizAuctions  developed  several  new accounts or locations  with  a  top
retailer-wholesaler whereby the Company is  able  to purchase excess inventory,
overstocked  merchandise,  and  returns  from  the  retailer-wholesaler   at  a
significant  discount from the retail price of the merchandise. The Company  is
then able to sell  the  merchandise  on  eBay  at  a  favorable  price  whereby
generating  significant  gross profits. To learn more, please visit our website
at www.bizauctions.com.


 ROBOSERVER

      RBSY is a leading provider  of  self-service  technologies  to restaurant
industries.  RBSY's self-serve systems are designed to work like ATM  machines,
allowing customers  too  quickly and easily place orders, pay, and go. Industry
estimates and market observations  show  that  self-serve  technologies can cut
customer waiting time by as much as 33%.

            RoboServer kiosks can be installed in any restaurant  in the United
States.  RoboServer also provides customers with custom software to  allow  the
customer to operate the kiosk with optimum efficiency. To provide our customers
with a custom  software solution, RoboServer has partnered with a leading kiosk
software  development  company,  St.  Clair  Interactive  Systems.   St.  Clair
provides our  customers  with  leading  edge  technology  and online monitoring
systems.  RoboServer  has  also partnered with Renaissance Systems,  a  leading
technology company.  Our partnership  with  Renaissance  allows  RoboServer  to
undertake  any  and  all customer projects regardless of the size and scope. By
utilizing products from  these  two  software  companies  allows  RoboServer to
customize  our  customer's  menus  in  much  less time.   As a result of  these
efficiencies and options, we are now able to greatly  expand  our  market  with
profitable  sales  from  small  single  store  business while trying to achieve
profits without having to do enormous volumes to cover the software development
cost.

            RoboServer  kiosks  are manufactured by  KIS  Kiosks.  RoboServer's
partnership with KIS allows us to offer the competitive pricing and top quality
hardware products available. The  market  for  RoboServer's  point-of-sale  and
self-serve technologies is increasing rapidly.  Business owners are seeking out
self-serve  kiosks  to  allow such owners to provide more efficient services to
their customers as well as  reduce labor costs. Other partners include Pro-Tech
Inc. which is RoboServer's supplier for outdoor kiosks.

      During the first six months of this calendar year, period ending June 30,
2007, RoboServer developed its  first pilot of the "Assisted Server" two-screen
model that was shown at the Las Vegas  Restaurant,  Hospitality, and Night Club
Expo  in March, 2007. The pilot "Assisted Server" was  well  received  and  has
resulted  in numerous leads with various business owners in both the restaurant
and night club  segments.  Due  to  the  various  leads  and  inquires  for the
"Assisted Server" the Company is currently in discussions with Team Research in
Taiwan for mass production of the two-sided "Assisted Server."  Business owners
have  expressed  a  need  to  migrate  customers to self-service without losing
contact with the customer during their ordering  process. The "Assisted Server"
can be used as self-service, assisted service or counter service since the unit
has  two  screens,  one facing the customer and a mirrored  screen  facing  the
cashier/counter  helper.  Businesses  are  very  excited  about  the  "Assisted
Server," because it is a natural progression from traditional POS line ordering
to self-service.

					14

<PAGE>

      RoboServer has installed two (2) of its pilot self-serve units in two (2)
different fast-food  franchisees,  with  the  first  installation  at  Angelo's
Burgers  in  Encinitas,  CA,  and  the  second  installation  at Dairy Queen in
Oceanside, CA. The Angelo's Burgers installation was completed  in  the fall of
2005, and the Dairy Queen in the spring of 2006. Since the installation  of the
pilot self-serve free-standing kiosk in Dairy Queen, RoboServer has installed a
2nd  model,  a counter-top self-serve unit in the fall of 2006. RoboServer will
be installing the "Assisted Server" for a pilot test in the Oceanside DQ in the
3rd quarter and  full  rollouts  of  the  new 2-sided units will follow shortly
thereafter.  RoboServer continues to receive  numerous  inquiries  from some of
the  leading  fast-food chains for the RoboServer self-serve kiosks. Self-Serve
Technologies, Inc. is a wholly-owned subsidiary of RoboServer and is the entity
that has performed  all  of  the research, development, and modifications since
the POS software and self-serve  technologies  were  acquired in May, 2004.  To
learn more, please visit our website at www.roboservercorp.com.

      For further information on the corporate structure  and  ownership of its
subsidiaries, please review the following two pages of this statement  and  the
Company's  Form 10 KSB for year ended December 31, 2006, filed on May 10, 2007,
with the Securities  and  Exchange Commission. The Form 10 KSB can be viewed on
the SEC website at www.sec.gov

					15

<PAGE>

CORPORATE CHART FOR SUBSIDIARY OWNERSHIP OF ITS COMMON STOCK

<TABLE>
<CAPTION>
<S>		<C>			<C>
				    	     ---------------------------
                                    	     AMERIRESOURCE TECHNOLOGIES,
                                   	    /            INC.	        \
		  -------------------------------------------------------------------------------
                  Net2Auction,      		     West Texas        RoboServer     VoIPCOM USA,
                      Inc.          		     Real Estate      System Corp.        Inc.
                 /    37%     \          		100%         /    40%     \       97%
  ----------------------------------------------     -----------     --------------   ------------
  BizAuctions,    AuctionWagon,      Net2Auction 		       Self-Serve
       Inc.           Inc.             	Corp.			      Technologies,
 /     74%    \	      100%		100%				  Inc.
 --------------	   ------------	     -----------			  100%
  BizAuctions,							      ------------
     Corp.
     100%
  ------------


</TABLE>


CORPORATE CHART FOR SUBSIDIARY OWNERSHIP UPON CONVERSION OF  PREFERRED OR
SUPERVOTING PREFERRED STOCK

<TABLE>
<CAPTION>
<S>		<C>			<C>


				    	     ---------------------------
                                    	     AMERIRESOURCE TECHNOLOGIES,
                                   	    /            INC.	        \
		  -------------------------------------------------------------------------------
                  Net2Auction,      		     West Texas        RoboServer     VoIPCOM USA,
                      Inc.          		     Real Estate      System Corp.        Inc.
                 /    57%     \          		100%         /    59%     \       99%
  ----------------------------------------------     -----------     --------------   ------------
  BizAuctions,    AuctionWagon,      Net2Auction 		       Self-Serve
       Inc.           Inc.             	Corp.			      Technologies,
 /     86%    \	      100%		100%				  Inc.
 --------------	   ------------	     -----------			  100%
  BizAuctions,							      ------------
     Corp.
     100%
  ------------


</TABLE>

					16

<PAGE>

RESULTS OF OPERATIONS

      The following  discussion  should be read in conjunction with the audited
financial statements and notes thereto  included  in  our annual report on Form
10-KSB/A for the fiscal year ended December 31, 2006,and should further be read
in  conjunction  with  the  financial  statements  included  in  this   report.
Comparisons  made between reporting periods herein are for the six-month period
ending June 30, 2007, as compared to the same period in 2006.

Revenues

Revenues for the three and six months  ended  June  30, 2007  was  $453,841 and
$925,194, respectively,  as  compared  to  $206,880  and  $315,098 for the same
periods  in  2006.  The increase in the three and six month revenue of $246,961
and $610,096  or  119%  and  194%  respectively, is  due  to  the  increase  in
commercial accounts of its operating subsidiary  for the period ended  June 30,
2007.

Net  Service  Income  for  the  three  and  six  months ended June 30, 2007 was
$451,147  and  $922,500, as compared to $204,968 and $313,186 respectively, for
the same periods in 2006.

Net Income or Losses

The Company's operating loss was $861,613 and $1,642,478 for the three and  six
months ended June 30, 2007, as compared to $782,187 and $1,598,364 for the same
periods in 2006. The increase  in operating loss of $79,426 and $44,114 for the
three and six months ended June  30, 2007 is  attributed  to  the  increase  in
General and Administrative expenses.

The Company's net loss was $567,659 and $1,054,461 for the three and six months
ended  June 30, 2007, as compared to a net loss of $566,745 and $1,234,261  for
the same periods in 2006.This increase is due to an increase in  administration
expenses.  The Company's expenses  for the three months ended June 30, 2007, as
compared to the same period in 2006, are set forth below:


EXPENSES                       	   2007   	 2006
--------			---------	-------
General and Administrative  	  168,306	135,651
Consulting                  	  523,560	555,841
Employee Salaries           	  107,949 	 25,000
Interest Expense            	  102,842 	 11,707
Legal and Professional       	   33,291	108,720
R & D                                 -0-    	    -0-
Cost of Goods Sold          	  463,626	149,048
				---------	-------
      TOTAL EXPENSES     	1,399,574	984,967




The increase in these expenses for the three months  ended, June  30, 2007,  as
related  to the same period for 2006, is due mostly to the increased operations
of the Company's subsidiaries.  Net service income increased significantly  for
the quarter ended  June  30, 2007, due  to  the  increased  operations  of  its
subsidiaries.  The operating loss has decreased primarily  due to the increased
revenues of its subsidiaries.

LIQUIDITY AND CAPITAL RESOURCES

The Company's net cash used in operating activities for the  six  months  ended
June 30, 2007  decreased to $439,121 as compared to  cash  used  in  operations
of $315,485 for the same period in 2006. This decrease is  mainly  attributable
to a decrease in non-cash services through issuance of stock.

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The Company's  cash flow used in investing activities was  $13,402  during  the
six months ended June 30, 2007, as compared to $376,477 for the same period  in
2006. The decrease is due to purchase  of fixed assets and intangibles, and the
purchase of a subsidiary during 2006.

The Company's cash flow provided by financing activities  was  $660,022  during
the  six  months ended, June 30, 2007, as compared to  $679,800  for  the  same
period in 2006. This decrease is due to a net  decrease  in  notes  payable  of
$114,978 and proceeds from the issuance of stock of $775,000.

The Company has relied  upon  its  chief  executive  officer  for  its  capital
requirements and liquidity. The  Company's recurring losses, lack of cash  flow
and lack of cash on hand raise substantial doubt about the Company's ability to
continue as a going concern.  Management's plans with respect to these  matters
include raising additional working capital through equity or debt financing and
acquisitions of ongoing concerns, which generate profits,  ultimately  allowing
the Company to  achieve  consistent  profitable  operations.  The  accompanying
financial statements do not include any adjustments  that  might  be  necessary
should the Company be unable to continue as a going concern.

OFF-BALANCE SHEET ARRANGEMENTS

      We do not participate in transactions  that  generate  relationships with
unconsolidated  entities  or  financial  partnerships,  such as entities  often
referred  to as structure finance or special purpose entities  ("SPEs"),  which
would have  been  established for the purpose of facilitating off-balance sheet
arrangements or other  contractually  narrow or limited purposes as part of our
ongoing  business.  As  of  June 30,  2007,   we   were  not  involved  in  any
unconsolidated SPE transactions.

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ITEM 3. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

As required by Rule 13a-15(b) promulgated under the Securities Exchange  Act of
1934, as amended (the "Exchange Act"), our management, with  the  participation
of our Chief  Executive  Officer/Principle  Financial  Officer,  evaluated  the
effectiveness of  the  design  and  operation  of  our  disclosure controls and
procedures, as defined in Exchange Act Rule 13a-15(e), as of  the  end  of  the
period covered by this report.   Based on this evaluation, our Chief  Executive
Officer/Chief Financial Officer  concluded that,  as  of  June  30,  2007,  our
disclosure controls and procedures were  not  effective  due  to  the  existing
material weakness in our internal control over  financial reporting  that  were
previously identified and  discussed in the 2006 Form 10-KSB/A filed  with  the
SEC on September 18, 2007 and below  under  "Internal  Control  Over  Financial
Reporting".

In view of the fact that the financial information presented in this  quarterly
report on Form 10-QSB for the fiscal quarter ended June 30, 2007, was  prepared
in the absence of effective internal control over financial reporting, we  have
devoted a significant amount of time and  resources  to  the  analysis  of  the
financial statements contained in this report.  In particular, we have reviewed
the significant  account balances and transactions reflected in  the  financial
statements contained in this report and  otherwise  analyzed  the  transactions
underlying our financial statements  to verify the accuracy  of  the  financial
statements.  Accordingly, management believes  that  the  financial  statements
included in this report fairly present, in all material respects, our financial
condition, results of operations, and cash flows.

Nevertheless, there can be no assurance that either this review process or  our
existing disclosure controls and procedures will prevent or detect  all  errors
and all fraud, if any, or result in accurate and reliable disclosure. A control
system can  provide  only  reasonable  and  not  absolute  assurance  that  the
objectives of the  control system are met. Because of the inherent  limitations
in all  control  systems,  no  evaluation  of  controls  can  provide  absolute
assurance that all control issues and instances of  fraud, if  any,  have  been
detected.  Additionally,  judgments  in  decision-making  can  be  faulty   and
breakdowns in internal controls can occur because of simple errors or  mistakes
that are not detected on a timely basis.


Internal Control Over Financial Reporting

Our management acknowledges its responsibility for establishing and maintaining
adequate  internal control over financial  reporting  that  includes  effective
accounting policies  and procedures. Our continuing  progress  in  establishing
adequate internal control over financial reporting is described below.  Certain
Changes in Internal Control Over  Financial Reporting during the Fiscal Quarter
Ended June 30, 2007.

Certain Changes in Internal Control Over Financial Reporting during the  Fiscal
Quarter Ended June 30, 2007

During the quarter ended June 30, 2007, management  continued  its  remediation
steps  to address the material weakness  known  at  that  time  and  previously
reported.  These  remediation steps were developed  through  investigation  and
review of the processes  and activities surrounding the material weaknesses and
include changes to these processes  and  the  development  of  review  programs
designed to prevent or detect similar future  occurrences.  There were no other
changes to our internal control over financial  reporting  during  the  quarter
ended June 30, 2007 that management believes have materially  affected, or  are
reasonably likely to materially affect, our  internal  control  over  financial
reporting.

Material Weakness in  Internal  Control  Over  Financial  Reporting  Previously
Reported

Ineffective Controls Related to the Financial Closing Process

In September of 2007, upon discovery that certain transactions  were improperly
recorded, we determined it was necessary to restate our condensed  consolidated
financial statements for our Quarterly Report on  the  Form  10-QSB/A  for  the
quarters ended March 31, 2006, June 30, 2006, September 30, 2006, and March 31,
2007.The Company's design and operation of controls with respect to the process
of preparing and reviewing the interim financial  statements  are  ineffective.
Certain controls designed to ensure timely preparation, review, and approval of
certain   account  reconciliations,  specifically  notes   payable,  and  other
supporting workpapers used in the financial close and reporting process did not
operate  effectively.  This  issue  contributed   to  us  discovering   certain
transactions were improperly recorded, which resulted in the restatement of our
unaudited condensed consolidated  interim  financial  statements  as  described
above.  Additional deficiencies  identified  within  the  financial  close  and
reporting process include the inadequate segregations of duties and the lack of
controls over procedures used to enter transactions into the general ledger.


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                         PART II - OTHER INFORMATION

ITEM 5.  OTHER INFORMATION


On  June  22,  2007  AmeriResource  Technologies,  Inc., a Delaware corporation
("AMRE"),  Net2Auction,  Inc.,  a  Delaware  corporation,  ("NAUC"),  and Nexia
Holdings  Inc.,  a  Nevada  corporation ("NEXA"), entered into a Stock Exchange
Agreement (the "Agreement") whereas  Nexia  Holdings,  Inc. will acquire 90% of
the  issued  and  outstanding  preferred stock shares of Net2Auction,  Inc.  in
exchange for the issuance of sixty thousand (60,000) shares of Nexia's Series C
Preferred stock with a stated value of $5.00 per share for a total of $300,000.


Nexia Holdings will be transferring its ownership in its Landis Lifestyle Salon
("Landis") into Net2Auction,   Inc., Landis had assets that total approximately
$415,580 and reported revenues of $1,326,013 for the  year  ending December 31,
2006. Nexia Holdings reported revenues for the first quarter of 2007 for Landis
operations  to  be  $424,863  with  a  reported  net loss of $20,930.  Landis's
business plan calls for the acquisition of an additional four (4) Aveda Salons,
within  the next two calendar years. Landis Lifestyle  Salons  uses  the  Aveda
{reg-trade-mark}  product line exclusively in its operations and these products
are rated as one of the best in the health and beauty care industry.


Pursuant to the terms  of  the agreement, AmeriResource will retain its Twenty-
Five Million (25,000,000) shares  of  common  stock  in  Net2Auction,  Inc. and
remain  a shareholder. All assets and liabilities of Net2Auction, Inc. will  be
transferred  to  AmeriResource prior to the close of the transaction with Nexia
Holdings, Inc.


Subsequent to the execution of the Stock Exchange Agreement with Nexia Holdings
Inc., Net2Auction,  Inc.'s  corporate name was changed to Green Endeavors LTD.,
pursuant to the requirements under Delaware state law on July 11, 2007.


ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

      (a)      Exhibits required to be attached by Item 601 of Regulation  S-B
         are listed in the Index to Exhibits beginning on page 10 of this Form
	 10-QSB, which is incorporated herein by reference.


                                  SIGNATURES

      In accordance with the  requirements  of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

AMERIRESOURCE TECHNOLOGIES, INC.

/s/ Delmar Janovec
--------------------------------
Delmar Janovec, Chief Executive Officer/Principle Financial Officer
Dated: September 20, 2007




					21

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                               INDEX TO EXHIBITS

EXHIBIT                             DESCRIPTION

3.1                     Articles of  Incorporation  of  the
                        Company. (Incorporated by reference from  the Company's
                        Form S-4, file number 33-44104, effective  on  February
                        11, 1992.).

3.2                     Bylaws  of the Company. (Incorporated
                        by reference from the Company's  Form S-4, file  number
                        33-44104, effective on February 11, 1992.)

10.1                    Stock  Exchange  Agreement,  by  and
                        between Net2Auction, Inc., a subsidiary of the Company,
                        and Nexia Holdings, Inc., dated June 22,  2007.  (filed
                        as an Exhibit 10 to the  Company's  Current  Report  on
                        Form 8-K  filed  on  June 25,  2007,  and  incorporated
                        herein by reference).

10.2                    Settlement  Agreement,  dated  March
                        27, 2006, by and between American  Factors Group,  LLC,
                        AmeriResource Technologies, Inc., and Delmar Janovec.

10.3                    Acquisition   and   Asset   Purchase
                        Agreement  between  Net2Auction  and  AuctionBoulevard,
                        Inc. dated September 27, 2005. (filed as  Exhibit  10.1
                        to the Company's Current Report on Form  8-K  filed  on
                        October 5, 2005, and incorporated herein by reference).

10.4                    Acquisition   and   Stock   Exchange
                        Agreement between Net2Auction  and  AuctionWagon  Inc.,
                        dated September 30, 2005. (filed as Exhibit 10  to  the
                        Company's Current Report on Form 8-K filed  on  October
                        12, 2005, and incorporated herein by reference).

10.5                     Acquisition and Stock Exchange Agreement  between  the
                         Company and Roboserver Systems Corp. dated August  26,
                        2004 (filed as Exhibit 10(i) to the  Company's  Current
                        Report on   Form 10-KSB filed  on  April  15, 2005, and
                        incorporated herein by reference).

10.6                    Acquisition and Stock Exchange  Agreement  between  the
                        Company and Net2Auction, Inc. dated  December  2, 2004.
                        (filed as  Exhibit  10(ii)  to  the  Company's  Current
                        Report on Form  10-KSB  filed  on  April  15, 2005, and
                        incorporated herein by reference).

10.7                    Fourth Addendum Settlement  and
                        Release Agreement  between  the  Company  and  American
                        Factors Group, LLC dated February  28, 2005. (filed a s
                        Exhibit 10(iii) to the Company's Current Report on Form
                        10-KSB filed on April 15, 2005, and incorporated herein
                        by reference).


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10.8                    Share Purchase Agreement, dated  as  of
                        April  15,   2005,   by   and   between   AmeriResource
                        Technologies, Inc. and  BBG,  Inc.  (filed  as  Exhibit
                        10.1 to the Company's Current Report on Form  8-K filed
                        on August 19, 2005, and incorporated herein by
                        reference).


10.9                    Promissory Note, dated as  of  April
                        12, 2005. (filed  as  Exhibit  10.1  to  the  Company's
                        Current Report on Form 8-K filed on  August  19,  2005,
                        and incorporated herein by reference).

14                      Code   of   Ethics  adopted  by  the
                        Company. (filed as Exhibit 14 to the Company's Form 10-
                        K filed on April 18 2006, and  incorporated  herein  by
                        reference).

21                      Subsidiaries of Registrant (filed as
                        Exhibit 21 to the Company's Form 10-K  filed  on  April
                        18, 2006, and incorporated herein by reference).

31.1                    Certification of Chief Executive Officer under  Section
			302 of the Sarbanes-Oxley Act of 2002.

32.1                    Certification   of  Chief  Executive
                        Officer of AmeriResource Technologies, Inc. Pursuant to
                        18 U.S.C. {section}1350

					23

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