UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                
                                
                            FORM 8-K
                         CURRENT REPORT
             Pursuant to Section 13 or 15(d) of the
                 Securities Exchange Act of 1934


                        January 30, 1998
         -----------------------------------------------
         Date of Report(Date of earliest event reported)
                                
                                
                           CANMAX INC.
      -----------------------------------------------------
      Exact Name of Registrant as Specified in its Charter)
                                
                                
        Wyoming                 0-22636            75-2461665
     ----------------         -----------      -----------------
    (State or Other          (Commission        (IRS Employer
     Jurisdiction of         File Number)      Identification No.)
     Incorporation)


         150 West Carpenter Freeway
               Irving, Texas                        75039
     ---------------------------------            ----------
    (Address of Principal Executive Offices)      (Zip Code)
                                
                                
                         (972) 541-1600
       ---------------------------------------------------
      (Registrant's Telephone Number, Including Area Code)


                  ----------------------------
  (Former Name or Former Address, If Changed Since Last Report)
                                
<PAGE>


ITEM 2.   ACQUISITION OR DISPOSITION OF ASSETS.

     On January 30, 1998, Canmax Inc., a Wyoming corporation (the
"Company"), acquired USCommunication Services, Inc., a Delaware
corporation ("USC"), pursuant to the terms of an Agreement and
Plan of Merger dated as of January 30, 1998 (the "Merger
Agreement") by and among the Company, USC and CNMX MergerSub,
Inc., a Delaware corporation and wholly owned subsidiary of the
Company ("CMI"). Pursuant to the terms of the Merger Agreement,
USC was merged with and into CMI, with CMI being the surviving
corporation in the merger (the "Surviving Corporation") and
electing to continue its operations under the name
"USCommunication Services, Inc."

     Pursuant to the Merger Agreement, the former stockholders of
USC received an aggregate of 1.5 million shares of common stock,
no par value per share, of the Company ("Common Shares"),
warrants to acquire 1.5 million Common Shares at an exercise
price of $1.25 per share that are immediately exercisable, and
warrants to acquire 1.0 million Common Shares at an exercise
price of $2.00 per share exercisable during the five (5) year
period commencing on January 30, 2000 (collectively, the "Merger
Consideration").  Pursuant to the terms of the Merger Agreement
and the Escrow Agreement executed in connection therewith,
300,000 shares of Canmax Common have been withheld from the
Merger Consideration and placed in an escrow to satisfy a certain
indemnification obligations of USC.  The Company estimates that
the approximate value of the Merger Consideration is $3.0
million.  The terms of the Merger Agreement were determined by
arms-length negotiation among the parties.
     
     James C. Bernet, the former President of USC, will remain as
President of the Surviving Corporation and is anticipated to join
the Company's Board of Directors.  Mr. Bernet has executed an
Employment Agreement with the Surviving Corporation and the
Company, pursuant to which he will receive $150,000 per year as
salary and no less than $30,000 per year in bonuses, subject to
annual adjustments.  In addition, Mr. Bernet received in
connection with his Employment Contract (a) warrants to acquire
1.0 million Common Shares at an exercise price of $2.00 per
share, the vesting of which is dependent upon the business
operations of the Surviving Corporation generating after tax
earnings of at least $5.0 million (subject to certain
adjustments), and (b) warrants to acquire 1.0 million Common
Shares at an exercise price of $3.00 per share, the vesting of
which is dependent upon the business operations of the Surviving
Corporation generating after tax earnings of at least $8.625
million (subject to certain adjustments).  Each of the warrants
granted in connection with Mr. Bernet's Employment Contract must
vest, if at all, on or before January 30, 2001.
     
     During the period in which the Merger Agreement was being
negotiated, the Company advanced approximately $250,000 to USC,
which amount became an intra-company debt upon the consummation
of the Merger Agreement.  Prior to the consummation of the 
transactions contemplated by the Merger Agreement, no other 
material relationship existed between (a) USC or the shareholders 
of USC and (b) the Company or CMI, any officer, director or 
affiliate of the Company or CMI or any associate of any such
officer or director.

<PAGE>


     On February 2, 1998, the Company issued a news release
relating to the Agreement, the form of which is attached as
Exhibit 99.1 and incorporated herein by reference.

ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
          AND EXHIBITS.

     (a)  FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.

          It is impracticable to provide the financial statements
     of the business acquired and described in Item 2 above at
     this time.  The Company intends to prepare the required
     financial statements and file same as an amendment to this
     Form 8-K as soon as practicable, but not later than April
     15, 1998.


     (b)  PRO FORMA FINANCIAL INFORMATION.

          It is impracticable to provide the pro forma financial
     information required pursuant to Article 11 of Regulation S-
     X with respect to the transaction described in Item 2 above
     at this time.  The Company intends to prepare the required
     pro forma financial statements and file same as an amendment
     to this Form 8-K as soon as practicable, but not later than
     April 15, 1998.

     (c)  EXHIBITS.

          Exhibit No.    Document Description
          -----------    --------------------

              2.1        Agreement and Plan of Merger dated as of
                         January 30, 1998, among Canmax Inc.,
                         CNMX MergerSub, Inc. and USCommunication
                         Services, Inc.*
     
              9.1        Voting Trust Agreement of Nationwide
                         Transportation Products, Inc.
                         (subsequently known as USCommunication
                         Services, Inc.) made as of May 1, 1997.*
     
              9.2        First Amendment to Voting Trust
                         Agreement of USCommunication Services,
                         Inc. dated as of December 1, 1997.*
     
             10.1        Common Stock Purchase Warrant dated
                         January 30, 1998, between Canmax Inc.
                         and Delia O'Donnell, Trustee.*
     
             10.2        Common Stock Purchase Warrant dated
                         January 30, 1998, between Canmax Inc.
                         and Delia O'Donnell, Trustee.*
     
     
             10.3        Employment Contract dated as of January
                         30, 1998 among Canmax Inc.,
                         USCommunication Services, Inc. and James
                         C. Bernet.*
     
     
     <PAGE>
     
     
             10.4        Common Stock Purchase Warrant dated
                         January 30, 1998 between Canmax Inc. and
                         James C. Bernet.*
     
             10.5        Common Stock Purchase Warrant dated
                         January 30, 1998 between Canmax Inc. and
                         James C. Bernet.*
     
             23.1        Consent of Ernst & Young LLP,
                         independent certified accountants (to be
                         filed by amendment).
     
             99.1        February 2, 1998 Press Release.*

------------------------
     *  Filed herewith



<PAGE>


                            SIGNATURE

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

                              CANMAX INC.


DATE: February 9, 1998        By:  /s/ PHILIP M. PARSONS
                                  ----------------------------

                              Philip M. Parsons
                              Executive Vice President and
                              Chief Financial Officer



<PAGE>

                        INDEX TO EXHIBITS
          Exhibit No.    Document Description
          -----------    --------------------

              2.1        Agreement and Plan of Merger dated as of
                         January 30, 1998, among Canmax Inc.,
                         CNMX MergerSub, Inc. and USCommunication
                         Services, Inc.*
     
              9.1        Voting Trust Agreement of Nationwide
                         Transportation Products, Inc.
                         (subsequently known as USCommunication
                         Services, Inc.) made as of May 1, 1997.*
     
              9.2        First Amendment to Voting Trust
                         Agreement of USCommunication Services,
                         Inc. dated as of December 1, 1997.*
     
             10.1        Common Stock Purchase Warrant dated
                         January 30, 1998, between Canmax Inc.
                         and Delia O'Donnell, Trustee.*
     
             10.2        Common Stock Purchase Warrant dated
                         January 30, 1998, between Canmax Inc.
                         and Delia O'Donnell, Trustee.*
     
     
             10.3        Employment Contract dated as of January
                         30, 1998 among Canmax Inc.,
                         USCommunication Services, Inc. and James
                         C. Bernet.*
     
     
             10.4        Common Stock Purchase Warrant dated
                         January 30, 1998 between Canmax Inc. and
                         James C. Bernet.*
     
             10.5        Common Stock Purchase Warrant dated
                         January 30, 1998 between Canmax Inc. and
                         James C. Bernet.*
     
             23.1        Consent of Ernst & Young LLP,
                         independent certified accountants (to be
                         filed by amendment).
     
             99.1        February 2, 1998 Press Release.*
     
     

*    Filed herewith