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 MARCH 31, 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 May 21, 2007, there were 512,074,762 outstanding shares of the
issuer's common stock, par value $0.0001.

      TABLE OF CONTENTS


PART I   -   FINANCIAL INFORMATION

      ITEM 1.     FINANCIAL STATEMENTS                                  3
      ITEM 2.     MANAGEMENT'S DISCUSSION & ANALYSIS OF
                  FINANCIAL CONDITION & RESULTS OF OPERATIONS  	       11
      ITEM 3.     CONTROLS AND PROCEDURES                              20

PART II   -   OTHER INFORMATION                                        23

      ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K                     24

SIGNATURES                                                             26
INDEX TO EXHIBITS                                                      24
CERTIFICATIONS                                                         26




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
March 31, 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 ended March  31,  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 for
the year ended December 31, 2006.


<TABLE>
<CAPTION>
                              AMERIRESOURCE TECHNOLOGIES, INC.
                                      AND SUBSIDIARIES
                           CONDENSED CONSOLIDATED BALANCE SHEETS




                                                                    AS OF          AS OF
                                                                  MARCH 31,     DECEMBER 31,
                                                                     2007            2006
                                                                 (unaudited)      (audited)
								=============	=============
<S>								<C>		<C>
ASSETS

CURRENT ASSETS:
      CASH AND CASH EQUIVALENTS                                       276,816          93,637
                INVENTORY                                              78,386         102,343
               ACCOUNTS RECEIVABLE
                PREPAID EXPENSES                                        5,000           5,000
      NOTES RECEIVABLE                                                  6,065           6,065
								-------------	-------------
                  TOTAL CURRENT ASSETS                                366,267         207,045



FIXED ASSETS:
      FIXED ASSETS AT COST                                            266,341         256,094
      ACCUMULATED DEPRECIATION                                       (76,813)         (63,736)
								-------------	-------------
                  NET FIXED ASSETS                                    189,528         192,358

OTHER ASSETS:
      Intangible assets - net of accumulated amortization             141,122         133,133
      Goodwill                                                        539,321         539,321
      Deposits                                                         25,090          25,090
								-------------	-------------
                  Total Other Assets                                  705,533         697,544


                  Total Assets                                      1,261,328       1,096,947
								=============	=============
LIABILITIES & STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES:
      ACCRUED EXPENSES   	                                      252,048         207,108
                Accounts Payable                                      164,388         208,242
                Note payable - related party                          313,229         350,157
      Notes payable -current portion                                  352,200       1,068,608
								-------------	-------------
                  TOTAL CURRENT LIABILITIES                         1,081,865       1,834,115

NON-CURRENT LIABILITIES:
      NOTES PAYABLE - LONG TERM					      396,000         396,000
      COMMITMENTS AND CONTINGENCIES                                   250,571         250,571
								-------------	-------------
                  TOTAL OTHER LIABILITIES                             646,571         646,571

                  TOTAL LIABILITIES                                 1,728,436       2,480,686
								-------------	-------------

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, issued and
   outstanding 250,000                                                    250             250
  Common Stock, $.0001 par value; authorized,
   3,000,000,000 shares; issued and outstanding,
   458,190,671 shares and 359,478,976, shares                          45,821          35,948
  Comprehensive loss on marketable securities                          (3,108)         (3,108)
  Additional paid in capital                                       20,579,938      20,169,224
  Retained earnings                                               (21,634,525)    (21,659,338)
  Minority interest                                                   543,208          71,977
								-------------	-------------
      Total stockholder' deficit                                     (467,108)     (1,383,739)

TOTAL LIABILITIES AND STOCKHOLDER'S DEFICIT			$   1,261,328	$   1,096,947
								=============	=============
</TABLE>




<TABLE>
<CAPTION>

                          AMERIRESOURCE TECHNOLOGIES, INC.
                                  AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
				     UNAUDITED


                                                  	   FOR THE QUARTER ENDED
                                                                  MARCH 31,
							===========================
                                                            2007            2006
							===========	===========
<S>							<C>		<C>
Net Service Income                             		$   471,353	$   108,218
							-----------	-----------
            Revenues                                        471,353         108,218

Cost of Goods Sold                                          325,568          70,170
							-----------	-----------
            Gross Profit                                     38,048          38,048

Operating expenses
      General and administrative expenses                    81,831         146,116
      Salaries                                              194,316          25,000
      Legal & Professional                                   62,311         122,555
      Depreciation and amortization   		             18,582          13,459
      Consulting                                            461,873         547,095
							-----------	-----------
            Operating loss                                (780,865)       (816,177)

Other Income (Expense):
      Gain on extinguishments of debt                      232,067         232,067
      Interest income                                           71              10
      Interest expense                                    (16,598)         (4,718)
							-----------	-----------
            Total other income (expense)                   215,540         227,359

      Minority interest     		                   310,590         153,374
							-----------	-----------
Net Income (loss) before income tax                       (254,735)       (435,444)

Income Tax Provision (Note 7)					 -		 -

Net Income (loss)                                         (254,735)       (435,444)
							===========	===========

Earnings per share                                         (0.0006)        (0.0031)
							===========	===========

Weighted average common shares outstanding              390,936,029     128,583,641
							===========	===========
</TABLE>



<TABLE>
<CAPTION>


                                               AMERIRESOURCE TECHNOLOGIES, INC.
                                                       AND SUBSIDIARIES
                                        CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                           UNAUDITED
                                                                                For the three months ended
                                                                                         March 31
										==========================
                                                                                   2007            2006
										==========	==========
<S>										<C>		<C>
Reconciliation of net loss provided by (used in)
      operating activities:
      Net income (loss)                                                 	$ (254,735)	$ (435,444)
      Non-cash items:
            Depreciation and amortization                                           18,582 	    13,459
                 Non-cash services through issuance of stock         		   437,171         514,218
                 Relief of debt income  		                          (232,067)       (232,067)
                 Minority interest                             			  (310,590)       (153,374)

Changes in assets affecting operations (increase) / decrease
            Accounts Receivable                                                        	 -            (270)
            Inventory                                                               23,957          (9,910)
            Prepaid expenses    		                                         -          (2,250)
            Notes Receivables                                                            -             221

Changes in liabilities affecting operations increase / (decrease)
            Accounts Payable                                                       (43,854)         19,536
            Accrued Payroll and related expenses                                         -          25,000
            Accrued expenses                                                        44,940          18,849
										----------	----------

Net cash provided by (used in) operating activities                               (316,596)       (249,668)


Cash flows from investing activities:
      Purchase of Fixed Assets, and intangibles                                    (10,247)        (23,520)
										----------	----------

Net cash provided by (used in) investing activities                                (10,247)        (23,520)


Cash flows from financing activities:
                Proceeds from Notes payable                                            	 -          43,434
      Cash payments on Notes payable                                              (264,978)  		 -
                Proceeds from issuance of stock                                    775,000         280,000
										----------	----------

Net cash provided by (used in) financing activities                                510,022         323,434


Increase (decrease) in cash                                             	$  183,179	$   50,246
										==========	==========

Cash-beginning period                                                         	$   93,637	$  109,357
										==========	==========

Cash-end of period                                                      	$  276,816	$  159,603
										==========	==========
</TABLE>


                                       #


<PAGE>



               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                 (UNAUDITED)

NOTE 1 - DESCRIPTION OF DEVELOPMENT STAGE ACTIVITIES

AmeriResource  Technologies, Inc., formerly known  as  KLH  Engineering  Group,
Inc., a Delaware 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. The Company currently operates as a  Holding  Company  for  its  operating
subsidiaries,   RoboServer   Systems   Corp.,  Self-Serve  Technologies,  Inc.,
Net2Auction,  Inc., Net2Auction Corp., AuctionWagon  Inc.,  BizAuctions,  Inc.,
BizAuctions Corp.,  West  Texas Real Estate & Resources, Inc., and VoIPCOM USA,
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
ended March 31, 2007, and March 31, 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 for the fiscal year ended December 31, 2006.

PRINCIPLES OF CONSOLIDATION

The condensed 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, Auction Wagon Inc., BizAuctions, Inc., BizAuctions
Corp., and VoIPCOM  USA, Inc.  All material intercompany transactions and
accounts have been eliminated in consolidation.





               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                  (UNAUDITED)

EARNINGS (LOSS) PER COMMON SHARE

 Basic earnings (loss) per  common  share are calculated by dividing net income
(loss) by the    weighted average shares of common stock outstanding during the
period.  Options, warrants, and convertible  debt  outstanding are not included
in the computation because the effect would be antidilutive.

NOTE 3 - GOING CONCERN UNCERTAINTY

The  accompanying  consolidated  financial  statements have  been  prepared  in
conformity with accounting principles generally  accepted  in the United States
of America 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, increase sales and revenues, obtain additional financing through
equity, and eventually, attaining a profitable level of operations.

It is management's opinion 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  through increased revenues,  reduce  expenses
through consolidation, and purchase additional revenue producing assets through
equity, and the sale or closure of unprofitable subsidiary operations.

NOTE 4 - STOCKHOLDERS' EQUITY

COMMON STOCK

In December of 2004, the Company approved a 40 for 1 reverse stock split. The
shares are shown after the reverse stock split.  During the first quarter of
2007, the Company issued a total of 98,728,106 shares of common stock as
follows:

    -74,403,321 shares of common stock were issued for consulting services
     valued at $381,849.
    -24,324,785 shares of common stock were issued for legal and
     professional services valued at $38,738.




               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                  (UNAUDITED)


NOTE 4- STOCKHOLDERS' EQUITY (CONTINUED)

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 in the period ending March 31, 2007.
Dividends are not payable until declared by the Company.

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



               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                  (UNAUDITED)

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.

During  the  first  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,  increasing the  Company's  Stock  Incentive  Plan  by  an  additional
125,000,000 shares of common stock of the Company.

At May 21,  2007, the Company had 512,074,762 shares of common stock issued and
outstanding.   The  increase  in shares is due to stock issuance to consultants
for services rendered.


NOTE 5-NOTE RECEIVABLE

      Notes receivable of $6,065 from First Americans Mortgage Corp,
      bearing interest at the prime rate, principal and interest
      payable on demand.

Total Notes Receivable     	 $ 6,065
Less current portion     	($ 6,065)

Long-Term Notes Receivable 	 $     -

NOTE 6- NOTE PAYABLE

The Company had the following notes payable as of 3/31/07.

<TABLE>
<CAPTION>

<S>									<C>

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

 American Factors Group Settlement Agreement dated
  March 27, 2006, revised in March 2007.  Amount
  payable at December 31, 2006 was $432,067. Revised
  to $220,000 in March 2007. Note bears interest at
  18% due on June 15, 2007.						$ 172,000

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

 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
</TABLE>




Total notes payable                          $  748,200

                  Less current portion         (352,200)
					     ----------

                  Long-term portion          $  396,000



Maturities of notes payable at December 31, 2006, are as follows:


      Year Ended
      December 31,

	2007		$ 352,200
	2008		$ 396,000
	2009 		$	-
      Thereafter 	$	-




             AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                 (UNAUDITED)

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


               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                  (UNAUDITED

NOTE 7- COMMITMENTS AND CONTINGENCIES (CONTINUED)


            1.1   AFG, 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.

 In exchange for the above payment, AFG hereby  agrees  to  release and forever
 discharges AMRE and Janovec from any liability connected to the debt, and will
 cause  the  necessary  documents  to be filed with the appropriate  courts  to
 release the judgments and/or liens against AMRE and Janovec.  If AMRE fails to
 make the payments above, then the agreement will become void, and any payments
 will go to reduce the original note.

 For additional information regarding  the  AFG,  AMRE,  and Janovec Settlement
Agreements, can be viewed under the Company's 8-K filing on March 31, 2006, and
as an Exhibit 10.2 to the      Company's Form 10KSB filed  on May 10, 2007, and
as an Exhibit 10.1 to the Company's Form 10KSB filed on April  15, 2005, on the
Securities and Exchange Commission website at www.sec.gov.

Although there are some contingencies that exist with the Company and its
subsidiaries, there are no new contingencies that have occurred since the last
physical year-ended, December 31, 2006, that have not been reflected in the
financial statements.

NOTE 8-MINORITY INTERESTS

During the period ended March 31, 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
$102,425, $149,990, and $58,078, respectively. BizAuctions is owned by
Net2Auction, therefore, the minority interest stated doe BizAuctions is at the
Net2Auction level, and the Net2Auction shows the minority interest at the AMRE
level.




               AMERIRESOURCE TECHNOLOGIES, INC. AND SUBSIDIARIES
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 2007
                                  (UNAUDITED)


NOTE 9-LEGAL

The Company is unaware of any pending legal proceedings against the Company,
its directors or officers.

NOTE 10-RELATED PARTY TRANSACTION

The Company has accrued salary expense in the amount of $162,500, which is owed
to Delmar Janovec, president of the Company, by the parent and its subsidiaries
for services performed during 2006, and the first quarter of 2007.

NOTE 11-SUBSEQUENT EVENTS

      During the second 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,  increasing  the  Company's  Stock  Incentive  Plan  by  an additional
500,000,000  shares of common stock of the Company. The Plan was filed  on  May
14, 2007.


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.

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 March 31, 2007, the Company  owned 100% of West Texas Real
Estate  and Resources, Inc. common stock. As of March  31,  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 March 31, 2007,
the  Company  owned approximately 40% of RoboServer's  common  stock  and  upon
conversion of the  SuperVoting  Preferred  would give the Company 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 March 31,
2007,  the  Company's  subsidiary,   Net2Auction   owns  approximately  74%  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 March 31, 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.

NET2AUCTION, INC.

      Net2Auction  is  an  operator  of online auction drop-off  locations  and
develops relationships with independently owned and/or franchised pack and ship
centers.   We believe Net2Auction is ideal  for  people  who  want  hassle-free
selling of their  used  goods  online  using  eBay  internet  auction  site. In
addition  to  the  millions of people who trade on eBay, we believe there is  a
large population of  people who would like to participate on eBay, but lack the
skills, time or inclination  to  sell online directly.  Net2Auction serves this
population by extending the reach of eBay.


      Net2Auction  handles  all aspects  of  selling  goods  on  eBay  for  its
customers, including photographing  the  goods to be sold, posting a picture of
the  goods  on  eBay,  drafting  the  product description  for  eBay,  handling
inquiries from potential purchasers, selling the goods, processing payments for
the goods, and taking care of shipping  the  goods  to  the final purchaser.  A
customer of Net2Auction gets a majority of the proceeds from  the  sale  of the
goods while Net2Auction does all the work.


      As  of  March 31, 2007, Net2Auction operates eight (8) drop-off locations
through its partnerships  with pack and ship centers in addition to the twenty-
five  (25)  affiliate locations  that  were  acquired  in  the  acquisition  of
AuctionWagon  Inc.,  on  September  30, 2005. During the first 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 first quarter of 2007,
has added an additional  20  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.


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.  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 to 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 1st quarter of 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.

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
2nd  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 10KSB can be viewed  on
the SEC website at www.sec.gov.



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>





RESULTS OF OPERATIONS

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 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 three-month
period ended March 31, 2007 as compared to the same period in 2006.


REVENUES

      Revenues  for  the  1st  Qtr.  ended  March 31, 2007 were  $471,353  from
$108,218 for the same period ended March 31, 2006. This represented an increase
of $326,135 or 336% from 2006 to 2007.

Expenses

      Operating expenses for the 1st Qtr. ended  March  31,  2007 and March 31,
2006, were $780,865, and $816,177, respectively. This is an decrease of $35,312
and is attributed to less expenses for legal and professional  fees  of $62,311
for 2007 and $122,555 in 2006.

        The  Company's  expenses for the first quarter ended March 31, 2007  as
compared to the same period in 2006 are set forth below:

EXPENSES                           2007            2006
---------------------------	--------	--------
General and Administrative   	$ 81,831	$146,116
Consulting                   	 461,873	 547,095
Employee Salaries and Bonuses	 194,316	  25,000
Interest Expense             	  16,598 	   4,718
Legal and Professional     	  62,311	 122,555
Depreciation and amortization	  18,582 	  13,459
				--------	--------
      TOTAL EXPENSES        	 835,511 	 845,484

OPERATING LOSS

      The Company's net loss  decreased  to  $780,865  in 2007 from $816,177 in
2006, The decrease in net loss is attributed to a decrease in G & A expense and
legal and professional expenses.


NET LOSS

        The Company's net loss decreased to $254,735 in  2007  as compared to a
net loss of $435,444 in 2006. The decrease in net loss is attributed  to  a one
time gain on extinguishment of debt.

LIQUIDITY AND CAPITAL RESOURCES

The Company's net cash used in operating activities for the quarter ended March
31,  2007  increased  to  $(316,596)  as compared to cash used by operations of
$(249,668) for the same period in 2006.   This  increase is mainly attributable
to  the Company's payments on accounts payable during   the  first  quarter  of
2007.

The Company's cash flow from financing activities was $510,022 during the first
quarter  of  2007,  as  compared  to $323,434 for the same period in 2006. This
increase is due to the Company's receipt  of cash from a subscription agreement
during the first quarter of 2007.

The Company's cash flow used in investing activities  was  $(10,247) during the
first  quarter of 2007 as compared to $(23,520) for the same  period  in  2006.
This change  is  due  to  the  Company spending less on fixed assets during the
first quarter of 2007.

      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 March 31, 2007, we were not involved in any
unconsolidated SPE transactions.






ACCOUNTING PRONOUNCEMENTS


RECENTLY ISSUED ACCOUNTING STANDARDS

In February 2007, the Financial  Accounting Standards Board (the "FASB") issued
Statement of Financial Accounting  Standards  ("SFAS")  159,  "The  Fair  Value
Option for Financial Assets and Financial Liabilities-including an amendment of
FASB  Statement  115"  that provides companies with an option to report certain
financial  assets  and liabilities  in  their  entirety  at  fair  value.  This
statement is effective  for fiscal years beginning after November 15, 2007. The
fair value option may be  applied  instrument by instrument, and may be applied
only to entire instruments. A business entity would report unrealized gains and
losses on items for which the fair value option has been elected in earnings at
each subsequent reporting date. We are  evaluating  SFAS  159  and have not yet
determined  the  impact  the  adoption will have on the consolidated  financial
statements.


In September 2006, the FASB issued  SFAS  157,  "Fair Value Measurements". This
statement defines fair value, establishes a framework  for measuring fair value
for  both  assets  and liabilities through a fair value hierarchy  and  expands
disclosure  requirements.  SFAS  157  is  effective  for  financial  statements
issued or fiscal  years  beginning  after November 15, 2007 and interim periods
within  those  fiscal  years. We are evaluating  SFAS  157  and  have  not  yet
determined the impact the  adoption  will  have  on  the consolidated financial
statements.

            In  September 2006, the Securities and Exchange  Commission  issued
Staff Accounting  Bulletin  No.  108,  "Considering  the  Effects of Prior Year
Misstatements   when  Quantifying  Misstatements  in  Current  Year   Financial
Statements" (SAB  108), which addresses how to quantify the effect of financial
statement errors. The  provisions  of SAB 108 become effective as of the end of
our 2007 fiscal year. We do not expect  the  adoption  of  SAB  108  to  have a
significant impact on our financial statements.

In   July   2006,  the  Financial  Accounting  Standards  Board  (FASB)  issued
Interpretation  No.  48 (FIN 48), "Accounting for Uncertainty in Income Taxes,"
an  interpretation  of  FASB   Statement   No.   109,  "Accounting  for  Income
Taxes."  FIN  48  prescribes  a minimum recognition threshold  and  measurement
attribute for the financial statement  recognition  of  a tax position taken or
expected  to  be  taken  in  a  tax return.  FIN 48 also provides  guidance  on
derecognition, classification, interest  and  penalties,  accounting in interim
periods, disclosure, and transition for tax related positions.  FIN  48 becomes
effective for the Company on January 1, 2007.  The Company is currently  in the
process of determining the effect, if any, the adoption of FIN 48 will have  on
the consolidated financial statements.


ITEM 3. CONTROLS AND PROCEDURES

MANAGEMENT'S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING




Our  management  is  responsible  for  establishing  and  maintaining  adequate
internal   control   over   financial   reporting,   as  defined  in  Rule 13a-
15(f) promulgated  under  the  Exchange  Act. Internal control  over  financial
reporting is a process designed to provide  reasonable  assurance regarding the
reliability of financial reporting and the preparation of an issuer's financial
statements  for  external  purposes  in  accordance with accounting  principles
generally accepted in the United States of  America  ("GAAP"). Internal control
over financial reporting includes policies and procedures that:

   .        pertain to the maintenance of records that, in reasonable detail,
     accurately and fairly reflect the transactions and dispositions of an
     issuer's assets;

   .        provide reasonable assurance that transactions are recorded as
     necessary to permit preparation of financial statements in accordance with
     GAAP, and that an issuer's receipts and expenditures are being made only
     in accordance with authorizations of its management and directors; and

   .        provide reasonable assurance regarding prevention or timely
     detection of unauthorized acquisition, use or disposition of an issuer's
     assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control  over financial reporting
may  not  prevent  or  detect  misstatements.  Also,  the  application  of  any
evaluation  of  effectiveness  to future periods is subject to  the  risk  that
controls  may become inadequate because  of  changes  in  conditions,  or  that
compliance with the policies or procedures may deteriorate.

As  required   by   Rule 13a-15(c) promulgated  under  the  Exchange  Act,  our
management, with the  participation  of  our Chief Executive Officer, evaluated
the effectiveness of our internal control  over financial reporting as of March
31, 2007 and December 31, 2006. Management's  assessment  was based on criteria
set  forth  by  the  Committee  of  Sponsoring  Organizations  of the  Treadway
Commission  in  Internal Control-Integrated Framework ("COSO"). Our  assessment
identified deficiencies  that were determined to be significant deficiencies in
internal control.

A significant deficiency is  a  control  deficiency,  or combination of control
deficiencies,  that  adversely  affects  the  initiation,  authorization,   and
recording,  processing or reporting of reliable financial data.  Because of the
significant  deficiencies   described  below,  management  concluded  that  our
internal control over financial  reporting  was  not  effective as of March 31,
2007 and December 31, 2006.



INEFFECTIVE CONTROLS RELATED TO THE FINANCIAL CLOSING PROCESS

The Company's design and operation of controls with respect  to  the process of
preparing  and  reviewing  the  annual  and  interim  financial statements  are
ineffective.  Deficiencies  identified include the inadequate  segregations  of
duties, lack of controls over  procedures  used  to enter transactions into the
general  ledger,  and  lack of appropriate review of  the  reconciliations  and
supporting work-papers used in the financial close and reporting process. While
these deficiencies did not  result  in a material misstatement of the financial
statements, due to the potential pervasive  effect  on  the financial statement
account balances and disclosures and the importance of the  annual  and interim
financial  closing  and  reporting  process,  in the aggregate, management  has
concluded  that  there  is  more  than  a  remote likelihood  that  a  material
misstatement  in our annual or interim financial  statements  could  occur  and
would not be prevented or detected.




REMEDIATION PLAN

We  are including  information  with  respect  to  our  internal  control  over
financial  reporting for the period subsequent to the March 31, 2007 period and
the December  31,  2006,  period  in  order  to  provide readers with a current
understanding of the identified significant deficiencies,  as  well as how they
are being addressed as part of our remediation plan.

Subsequent to March 31, 2007 and December 31, 2006 period, we have  undertaken,
extensive  work  to  remediate  the significant deficiencies identified in  our
internal control over financial reporting  described  above, including specific
remediation   initiatives  described  below.   The  implementation   of   these
initiatives was  a  priority  for  us in fiscal year 2006 and continues to be a
priority  in fiscal 2007.  We have begun  implementing  the  actions  described
below with  respect  to  the identified significant deficiencies and anticipate
having these deficiencies  corrected  by the end of the 2nd Qtr. ended June 30,
2007; however, there can be no assurances  as  to  when  the  implementation of
these initiatives will be completed.

Inadequate  staffing.   We  have  focused  intensive  efforts on improving  the
overall  level  of  our  staffing in a number of finance and  accounting  areas
related to the significant deficiencies above.

Ineffective Controls related to the Entering of Transactions into the General
Ledger, Preparation of Certain Account Analyses, Account Summaries, and Account
Reconciliations.
As a result of the adjustments  made  with  respect  to  certain  balance sheet
accounts  for  the  fiscal year ended December 31, 2006, we determined  a  more
detailed  review for these  accounts  was  necessary  in  connection  with  our
quarterly and  annual financial reporting process.  The Company has developed a
more intensive financial  close process to ensure a thorough review of entering
transactions into the general  ledger  is  performed,  supporting schedules are
adequately prepared and/or reviewed, and that they included adequate supporting
documentation.



PART II - OTHER INFORMATION

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



Dated: May 21, 2007



                         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                    Lease Agreement & Lease Guarantee dated July 14, 2006
                        between Net2Auction Corporation and Mars Enterprises
                        Inc. for the lease of Premises located at 1510
                        Corporate Center Drive, San Diego, CA 92154. (filed as
                        Exhibit 10 to the Company's Current Report on Form
                        10KSB filed on May 10, 2007, and incorporated herein by
                        reference).

10.2                    Amended Settlement Agreement, dated March 13, 2007 by
                        and between American Factors Group, LLC, AmeriResource
                        Technologies, Inc., and Delmar Janovec. (filed as
                        Exhibit 10-Sebsequent Events to the Company's Current
                        Report on Form 10KSB filed on May 10, 2007, and
                        incorporated herein by reference).

10.3                    Settlement Agreement, dated March 27, 2006, by and
                        between American Factors Group, LLC, AmeriResource
                        Technologies, Inc., and Delmar Janovec. (filed as
                        Exhibit 10 to the Company's
                        Current Report on Form 8-K filed on March 30, 2006, and
                        incorporated herein by reference).

10.4                    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).

10.5                    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).

10.6                     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).

10.7                    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 as Exhibit 10(iii) to
                        the Company's Current Report on Form 10-KSB filed on
                        April 15, 2005, and incorporated herein by reference).

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