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

                             FORM 10-KSB

[X]  Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934
     For the fiscal year ended December 31, 1998 Commission File No. 33-93994

[  ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
     Exchange Act of 1934
     For the transition period from           to           .

                       FIRST AMERICAN CLOCK CO.            
            (Name of small business issuer in its charter)

           Nevada                                      87-0543565    
State or other jurisdiction of                    (I.R.S. Employer
incorporation or organization                     Identification No.)

           953 East 3665 South, Salt Lake City, Utah 84106  
         (Address of principal executive offices)  (zip code)

Issuer's telephone number, including area code:  (801) 486-9452


Securities registered under Section 12(b) of the Exchange Act:  None

Securities registered under Section 12(g) of the Act:  None

Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the Issuer was required
to file such reports) and (2) has been subject to such filing requirements for
the past 90 days.                                Yes   X      No      

Check if no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is contained in this form, and no disclosure will be contained,
to the best of the Issuer's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB.                                   [   ]

The Issuer's revenues for its most recent fiscal year.    $      0.00 

As of February 18, 1999, the aggregate market value of voting stock held by
non-affiliates was approximately $1,083,000. 

The number of shares outstanding of the Issuer's common stock at December 31,
1998: 908,300
<PAGE>
                                PART I

ITEM 1.   DESCRIPTION OF BUSINESS

     (A)  BUSINESS DEVELOPMENT.

     First American Clock Co. (the "Company") was incorporated under the laws
of the State of Nevada on May 17, 1995.  In connection with the organization
of the Company, the President and founders of the Company contributed $8,000
cash to initially capitalize the Company in exchange for 800,000 shares of
Common Stock.  The Company then registered a public offering of its securities
to raise funds from such offering with which to commence business operations. 
The Company filed with the Securities and Exchange Commission a registration
statement on Form SB-2, Commission File No. 33-93994, which became effective
October 25, 1995.  Pursuant thereto the Company sold 108,300 shares of its
common stock to the public at $.50 per share and raised gross proceeds of
$54,150.  The offering was completed in March, 1996.  The Company then used
the net proceeds of the offering to acquire inventory, and provide working
capital for its business operations.  However, the Company did not generate
any significant revenues from operations and is still considered a development
stage company.  The Company discontinued such operations at the end of 1998
and now has no significant assets nor any operations.

     (B)  BUSINESS OF COMPANY.

     The Company was formed to engage in the business of purchasing or
otherwise acquiring antique, museum quality clocks and timepieces, principally
from private collectors, for resale.  The Company purchased such timepieces
for resale to museums and other institutions as well as private collectors and
the general public.  However, the business was not successful because the
Company was unable to arrange suitable resales of the inventory it acquired.
During 1998, the Company discontinued operations with respect to such business
venture.  The Company presently has no active business operations, but in
January, 1999, entered into a letter of intent to acquire all the issued and
outstanding stock of EVX, Inc., a privately held company founded to engage in
the design, development and marketing of electric vehicles.  The proposed
acquisition is subject to numerous conditions and there is no assurance that
it will be consummated or is probable.

ITEM 2.   PROPERTIES

     The Company presently has no office facilities.

ITEM 3.   LEGAL PROCEEDINGS.

     The Company is not a party to any material pending legal proceedings
and, to the best of its knowledge, no action has been threatened by or against
the Company.

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

     No matter was submitted to a vote of security holders through the
solicitation of proxies or otherwise during the fourth quarter of the fiscal
year covered by this report.  

<PAGE>
                               PART II

ITEM 5.   MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

     (A)  MARKET INFORMATION.  

     The Company's public offering was not closed until late March, 1996. 
The Common Stock of the Company did not begin trading in the over-the-counter
market until April of 1997. However, any trading has been very limited and
sporadic, and there has not been an active public trading market for the
securities of the Company.  The following sets forth high and low bid price
quotations for each calendar quarter that trading occurred during the last two
fiscal years. Such quotations represent interdealer prices, without retail
markup, markdown or commission, and may not represent actual transactions.

Quarter Ended                 High                Low

June 30, 1997                 1.50                1.125
September 30, 1997            2.25                1.375
December 31, 1997             1.81                1.75

March 31, 1998                (No shares traded)
June 30, 1998                 1.56                1.50
September 30, 1998            1.56                1.50
December 31, 1998             1.25                1.25

     (B)  HOLDERS.  

     As of January 12, 1999, there were 22 record holders of the Company's
Common Stock. 

     (C)  DIVIDENDS.  

     The Company has not previously paid any cash dividends on common stock
and does not anticipate or contemplate paying dividends on common stock in the
foreseeable future.  It is the present intention of management to utilize all
available funds for the development of the Company's business.  The only
restrictions that limit the ability to pay dividends on common equity or that
are likely to do so in the future, are those restrictions imposed by law. 
Under Nevada corporate law, no dividends or other distributions may be made
which would render the Company insolvent or reduce assets to less than the sum
of its liabilities plus the amount needed to satisfy any outstanding
liquidation preferences.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

     The Company was incorporated on May 17, 1995, and was formed to engage
in the business of purchasing or otherwise acquiring antique, museum quality
clocks and timepieces, principally from private collectors, for resale.
However, the business was not successful, because the Company was unable to
arrange suitable resales of the inventory it acquired, and the Company
subsequently discontinued operations with respect to such business venture.
<PAGE>
The Company did not generate any significant revenues from operations and is
still considered a development stage company. 

     Management's plan of operation for the next twelve months is to raise
$5,000,000 through an offering of securities.  If successful, the Company will
then attempt to consummate the proposed acquisition of EVX and use the funds
from such offering to provide working capital for its operations.  There is no
assurance the Company will be successful in raising these funds or in
acquiring EVX. 

ITEM 7.   FINANCIAL STATEMENTS.
     
     See attached Financial Statements and Schedules.

ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
          FINANCIAL DISCLOSURE.

     There are not and have not been any disagreements between the Company
and their accountants on any matter of accounting principles or practices or
financial statement disclosure. 

                               PART III

ITEM 9.   DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; 
          COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

     (A)  IDENTIFY DIRECTORS AND EXECUTIVE OFFICERS. 
     
     The following table sets forth the sole director and executive officer
of the Company, his age, and all offices and positions with the Company.  A
director is elected for a period of one year and thereafter serves until his
successor is duly elected by the stockholders and qualifies.  Officers and
other employees serve at the will of the Board of Directors. 
<TABLE>
<S>                    <C>            <C>
                       Term Served As  Positions
Name of DirectorAge    Director/OfficerWith Company
                       Since inception
Mick Jardine53                        President &
                                      Secretary/Treasurer 
</TABLE>

     A brief description of his background and business experience is as
follows:

     MICK JARDINE serves as President, Secretary/Treasurer and Director of
the Company.  Mr. Jardine attended college from 1964 to 1968 and served in the
U.S. Army from 1968 to 1971.  While in the Army stationed in Germany, Mr.
Jardine worked with a German clockmaker, from whom he learned about
clockmaking, including antique clocks, their valuation, repair and
restoration.  Since 1971, Mr. Jardine has been self employed in the retail and
wholesale clock business.  Throughout that period of time, his business has
included importing and exporting and the acquisition, resale and restoration
of antique clocks from Europe and elsewhere.  Antique clocks constitute the
bulk (approximately ninety percent) of Mr. Jardine's business, and museum
<PAGE>
quality antique clocks have accounted for approximately ten percent of the
business.  Mr. Jardine currently resides and maintains a retail and wholesale
antique clock business based in Salt Lake City, Utah.

     The director holds no directorships in any other company subject to the
reporting requirements of the Securities Exchange Act of 1934.

     (B)  IDENTIFY SIGNIFICANT EMPLOYEES.

     None other than the person previously identified.

     (C)  FAMILY RELATIONSHIPS.

     None

     (D)  INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS. 

     Except as described hereinabove, no present officer or director of the
Company; 1) has had any petition filed, within the past five years, in Federal
Bankruptcy or state insolvency proceedings on such person's behalf or on
behalf of any entity of which such person was an officer or general partner
within two years of filing; or 2) has been convicted in a criminal proceeding
within the past five years or is currently a named subject of a pending
criminal proceeding; or 3) has been the subject, within the past five years,
of any order, judgment, decree or finding (not subsequently reversed,
suspended or vacated) of any court or regulatory authority involving violation
of securities or commodities laws, or barring, suspending, enjoining or
limiting any activity relating to securities, commodities or other business
practice.

COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

     The Issuer is not subject to the provisions of Section 16(a). 

ITEM 10.  EXECUTIVE COMPENSATION.

     The Company has not paid any cash compensation to its executive officer
to date. 

COMPENSATION OF DIRECTORS

     None

EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT AND CHANGE-IN-CONTROL
ARRANGEMENTS

     The Company has not entered into any contracts or arrangements with any
named executive officer which would provide such individual with a form of
compensation resulting from such individual's resignation, retirement or any
other termination of such executive officer's employment with the Company or
its subsidiary, or from a change-in-control of the Company or a change in the
named executive officer's responsibilities following a change-in-control.

<PAGE>
ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

     The following table sets forth certain information with respect to the
beneficial ownership of the Company's common stock by each director of the
Company, each beneficial owner of more than five percent (5%) of said
securities, and all directors and executive officers of the Company as a
group:
<TABLE>
<S>                    <C>        <C>               <C>
                       Title of   Amount and Nature Percent
Name and Address        Class     of Beneficial        of
                                  Ownership          Class
Mick Jardine            Common                          
3211 S. Highland Dr.                500,000 shares    55%
Salt Lake City, UT 84106                                
Lynn Dixon                                              
311 S. State, #460      Common                          
Salt Lake City, UT 84111            300,000 shares    33%
All officers and                                        
directors as a group (1person)                          
                        Common                          
                                    500,000 shares    55%
                                                    
</TABLE>

     The foregoing amounts include all shares these persons are deemed to
beneficially own regardless of the form of ownership.  See "Certain
Transactions."

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

     The Company has entered into certain transactions with officers,
directors or affiliates of the Company which include the following:

     In connection with the organization of the Company, its founding
shareholders paid an aggregate of $8,000 cash ($5,000 from Mr. Jardine and
$3,000 from Mr. Dixon) to purchase 800,000 shares of Common Stock of the
Company at a price of $.01 per share.  

     The Company has no office facilities but used as its principal place of
business the retail shop and office facilities of Mr. Mick Jardine on a rent
free basis. There was no formal written agreement for the use of such
facilities.
  
     The clocks and other inventory were kept and maintained at the office
and retail shop maintained by Mr. Jardine in Salt Lake City, Utah.  The
Company was not required to pay rent for the use of such facilities, but paid
for or reimbursed Mr. Jardine for any additional out of pocket costs incurred
for storage, repairs or maintenance, including the cost of insurance.

     The Company has no formal written employment agreement or other
contracts with its President, and there is no assurance that the services and
facilities to be provided by Mr. Jardine will be available for any specific
length of time in the future.  The amounts of  compensation and other terms of
any full time employment arrangements with Mr. Jardine would be determined if
and when such arrangements become necessary.  

<PAGE>
     Except as disclosed in this item, in notes to the financial statements
or elsewhere in this report, the Company is not aware of any indebtedness or
other transaction in which the amount involved exceeds $60,000 between the
Company and any officer, director, nominee for director, or 5% or greater
beneficial owner of the Company or an immediate family member of such person;
nor is the Company aware of any relationship in which a director or nominee
for director of the Company was also an officer, director, nominee for
director, greater than 10% equity owner, partner, or member of any firm or
other entity which received from or paid the Company, for property or
services, amounts exceeding 5% of the gross annual revenues or total assets of
the Company or such other firm or entity.


                               PART IV

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K.

     (A)  EXHIBITS to this report are all documents previously filed which
are incorporated herein as exhibits to this report by reference to
registration statements and other reports previously filed by the Company
pursuant to the Securities Act of 1933 and the Securities Exchange Act of
1934.

     (B)  REPORTS ON FORM 8-K have not been filed during the last quarter of
the fiscal year ended December 31, 1998.

<PAGE>
                              SIGNATURES


In accordance with Section 12 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.


FIRST AMERICAN CLOCK CO.



By:  /s/ Mick Jardine                           Date: February 24, 1999
     Mick Jardine, President and Secretary/Treasurer
     Chief Executive Officer and 
     Chief Financial Officer


In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and the
dates indicated.



By:  /s/Mick Jardine                            Date: February 24, 1999
     Mick Jardine, President and Secretary/Treasurer
     Chief Executive Officer and 
     Chief Financial Officer




<PAGE>
Supplemental Information to be Furnished With Reports Filed Pursuant to
Section 15(d) of the Exchange Act by Non Reporting Issuers

     No annual report or proxy statement has been sent to security holders.
<PAGE>
                                  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
                      FIRST AMERICAN CLOCK CO.
                   (A Development Stage Company)
                                  
                        FINANCIAL STATEMENTS
                                  
           FOR THE YEAR ENDED DECEMBER 31, 1998 AND 1997
                                  
                                AND
                                  
                    INDEPENDENT AUDITOR'S REPORT
                                  
                                  
                                  
<PAGE>
                                  
                      FIRST AMERICAN CLOCK CO.
                   (A DEVELOPMENT STAGE COMPANY)
                                  
                                  
                              CONTENTS
                                  
                                                        PAGE
  
                                  
  
  Independent Auditor's Report                                1
  
  Balance Sheets                                              2
  
  Statements of Operations                                    3
  
  Statement of Stockholder's Equity                           4
  
  Statements of Cash Flows                                    5
  
  Notes to Financial Statements                               6
  
  
  
  
<PAGE>
  
  
  
  
                                  
  
  
  
  INDEPENDENT AUDITOR'S REPORT
  
  To the Board of Directors
  FIRST AMERICAN CLOCK CO.
  Salt Lake City, Utah
       
  I have audited the accompanying balance sheets of First American Clock
  Co. (a development stage company) as of December 31, 1998 and 1997, and
  the related statements of operations, stockholders' equity, and cash
  flows for the years  then ended and for the period from inception (May
  17, 1995) to December 31, 1998. These financial statements are the
  responsibility of the Company's management. My responsibility is to
  express an opinion on the financial statements based on my audits.
  
  I conducted my audits in accordance with generally accepted auditing
  standards. Those standards require that I plan and perform the audit to
  obtain reasonable assurance about whether the financial statements are
  free of material misstatement. An audit includes examining, on a test
  basis, evidence supporting the amounts and disclosures in the financial
  statements. An audit also includes assessing the accounting principles
  used and significant estimates made by management, as well as evaluating
  the overall financial statement presentation. I believe my audits
  provide a reasonable basis for my opinion.
  
  In my opinion, the financial statements refereed to above present
  fairly, in all material respects, the financial position of First
  American Clock Co., as of December 31, 1998 and 1997, and the results of
  its operations and its cash flows for the years then ended and from
  inception (May 17, 1995) to December 31, 1998 in conformity with
  generally accepted accounting principles.
  
  The accompanying financial statements have been prepared assuming that
  the Company will continue as a going concern. As shown in the financial
  statements, the Company is in the development stage and has incurred a
  net loss of $27,676 for 1998 and has incurred net losses since
  inception. At December 31, 1998, the Company has only $475 of cash
  available to pay operating expenses. These factors, and the others
  discussed in Note 4 raise substantial doubt about the Company's ability
  to continue as a going concern. The financial statements do not include
  any adjustment relating to the recoverability and classification of
  recorded assets, or the amounts and classification of liabilities that
  might be necessary in the event the Company cannot continue in
  existence.
  
                                         David T. Thomson, P.C.
  
  Salt Lake City, Utah
  January 21, 1999


<PAGE>
                           FIRST AMERICAN CLOCK CO.
                         (A Development Stage Company)

                                 BALANCE SHEET

                                    ASSETS

                                         December 31, 1998 December 31, 1997

CURRENT ASSETS:
  Cash in bank                                       $475       $291
                                              ___________ __________

    Total Current Assets                              475        291
                                              ___________ __________

OTHER ASSETS:
  Organization costs, net of amortization of          387        587
    $613 and $413
  Investment in clocks                                  0     33,500
                                              ___________ __________

    Total Other Assets                                387     34,087
                                              ___________ __________

TOTAL ASSETS                                         $862    $34,378
                                              =========== ==========

                     LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                                     $0        $62
  Franchise tax payable                                 0        100
  Accrued interest payable                              0         78
  Refund due customer                                   0      3,350
  Stockholder advances                                  0      2,250
                                              ___________ __________

    Total Current Liabilities                           0     5,840
                                              ___________ __________

STOCKHOLDERS' EQUITY:
  Preferred stock; $.001 par value, 5,000,000
    shares authorized, no shares issued and             0          0
    outstanding
  Common stock; $.001 par value, 50,000,000 
    shares authorized, 908,300 and 908,300            908        908
    shares issued and outstanding 
  Capital in excess of par value                   45,753     45,753
  Earnings (deficit) accumulated during           (45,799)   (18,123)
    the development stage                     ___________ __________

    Total Stockholders' Equity                        862     28,538
                                              ___________ __________

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY           $862    $34,378
                                              =========== ==========


<PAGE>

                           FIRST AMERICAN CLOCK CO.
                         (A Development Stage Company)

                            STATEMENT OF OPERATIONS

                                        For      For   From Inception
                                        the      the   (May 17, 1995)
                                        Year     Year        to
                                        December  31,   December  31,
                                        1998     1997      1998

REVENUES:
  Interest                                  $0       $0     $94
                                       ________________________

EXPENSES:                                              
  Bank charges                              65       66     353
  Amortization expense                     200      200     612
  Administrative and other expense      22,398        0  22,398
  Professional fees                      3,940    4,233  10,333
  License and fees                         799      582   2,126
  Travel                                     0        0     719
  Interest                                 274       68     352
  Investment write-down                      0    9,000   9,000
                                       ________________________

    Total Expenses                      27,676   14,149  45,893
                                       ________________________

NET INCOME (LOSS)                      (27,676) (14,149)(45,799)
                                       ========================

EARNINGS (LOSS) PER SHARE                $0.03    $0.02   $0.05
                                       ========================

<PAGE>
                           FIRST AMERICAN CLOCK CO.
                         (A Development Stage Company)

                       STATEMENT OF STOCKHOLDERS' EQUITY

                                                               Earnings
                                                                (Loss)
                                                               Accumulated
                                       Common Stock Capital in During the
                                                     Excess of Development 
                                      Shares  Amount Par Value Stage
                                                       

BALANCE, May 17, 1995 (inception)          0      $0     $0       $0

Shares issued to initial stockholders 
for cash, May 17, 1995 at $.01 per   800,000     800  7,200        0
 share

Net income (loss) from May 17, 1995          
(inception) to December 31, 1995           0       0      0      (71)
                                     _______________________________

BALANCE, December 31, 1995           800,000     800  7,200      (71)

Shares issued to the public at $.50 
per share, March 1996                108,300     108 54,042        0

Direct costs of public offering of         0       0(15,489)       0
common stock             

Net income (loss) for the year 
ended December 31, 1996                    0       0      0   (3,903)
                                     _______________________________

BALANCE, December 31, 1996           908,300    908  45,753   (3,974)

Net income (loss) for the year 
ended December 31, 1997                    0      0       0  (14,149)
                                     _______________________________

BALANCE, December 31, 1997           908,300    908  45,753  (18,123)

Net income (loss) for the year 
ended December 31, 1998                    0      0       0  (27,676)
                                     _______________________________

BALANCE, December 31, 1998           908,300   $908 $45,753 $(45,799)
                                     ======= ======= ====== ========

<PAGE>
                           FIRST AMERICAN CLOCK CO.
                         (A Development Stage Company)

                            STATEMENT OF CASH FLOWS

                                                              From Inception
                                                    For the   (May 17, 1995)
                                                   Year Ended       to
                                                   December 31, December 31,
                                                   1998    1997    1998

CASH FLOWS FROM OPERATING ACTIVITIES          
  Deposit due customer                               $0  $3,350   $3,350
  Interest income                                     0       0       94
  Bank charges                                      (65)    (67)    (354)
  Cash paid for organization expenses, supplies  (3,851) (4,652) (13,126)
    and services                                 _______________________

    Net Cash (Used) by Operating Activities      (3,916) (1,369) (10,036)
                                                 _______________________
CASH FLOWS FROM INVESTING ACTIVITIES
  Investment in clocks                                0       0  (42,500)
                                                 _______________________

    Net Cash (Used) by Investing Activities           0       0  (42,500)
                                                 _______________________
CASH FLOWS FROM FINANCING ACTIVITIES
  Sale of common stock                                0       0   62,150
  Deferred offering costs                             0       0  (15,489)
  Stockholder advances                            4,100   1,250    6,350
                                                 _______________________

    Net Cash Provided (Used) by Financing         4,100   1,250   53,011
      Activities                                 _______________________

NET INCREASE (DECREASE) IN CASH                     184    (119)     475

CASH  -  BEGINNING OF PERIOD                        291     410        0
                                                 _______________________

CASH  -  END OF PERIOD                             $475    $291     $475
                                                 =======================
RECONCILIATION OF NET INCOME TO NET CASH 
  PROVIDED (USED) BY OPERATING ACTIVITIES                   

NET INCOME (LOSS)                              $(27,676)$(14,149)$(45,799)
                                                 _______________________
Adjustments to reconcile net income (loss) to 
 net cash provided (used) by operating activities 
  Amortization                                       200    200      613
  Clock investment writedown                           0  9,000    9,000
  Exchange clocks for debt and to pay expenses    27,150      0   27,150
  Change in assets and liabilities
    Organization costs                                 0      0   (1,000)
    Accrued interest payable                         (78)    68        0
    Accounts payable                                (162)   162        0
    Refund due customer                           (3,350) 3,350        0
                                                 _______________________

      Total Adjustments                           23,760 12,780   35,763
                                                 _______________________

NET CASH (USED) BY OPERATING ACTIVITIES         $(3,916)$(1,369)$(10,036)
                                                 =======================


________________________

<PAGE>
  
                      FIRST AMERICAN CLOCK CO.
                   (A Development Stage Company)
                                  
                   NOTES TO FINANCIAL STATEMENTS
                                  
  NOTE   1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  
       Organization  -  The Company was organized under the laws of the
       State of Nevada on May 17, 1995, and has elected a fiscal year end
       of December 31st.  The Company has not commenced planned principle
       operations and is considered a development stage company as
       defined in SFAS No. 7. The Company has sold common stock to raise
       funds so it can engage in the business of purchasing  or otherwise
       acquiring antique, museum quality clocks, watches and other
       timepieces for resale. The Company, has at the present time, not
       paid any dividends and any dividends that may be paid in the
       future will depend upon the financial requirement of the Company
       and other relevant factors. The Company has purchased antique
       clocks which it held for investment and resale.  However, the
       Company has discontinued its existing efforts to invest in antique
       clocks to be resold for profit.  (See notes 5 and 6).
  
       Net income per Share  -  The computation of net income (loss) per
       share of common stock is based on the weighted average number of
       shares outstanding during the period presented.
  
       Organization Costs  -  The Company will amortize its organization
       costs, which reflect amounts expended to organize the Company,
       over sixty (60) months using the straight-line method.
  
       Income Taxes  -  Due to continued operating losses at December 31,
       1998 and 1997, no provision for income taxes has been made.  There
       are no deferred income taxes resulting from income and expense
       items being reported for financial accounting and tax reporting
       purposes in different periods. The Company has a net operating
       loss carryforward of $45,799. Of which $27,676, $14,149, $3,903
       and $71 will expire in the years 2018, 2012, 2011 and 2010,
       respectively. A valuation allowance of $6,870 has been established
       for those tax credits which are not expected to be realized. This
       allowance increased $4,152 and $2,122 in 1998 and 1997
       respectively.
  
       Cash and Cash Equivalents  -  For purposes of the statement of
       cash flows, the Company considers all highly liquid debt
       instruments purchased with a maturity of three months or less to
       be cash equivalents.  At December 31, 1998 the Company used its
       clocks that it was holding for investment to pay liabilities of
       the Company, to compensate officers of the Company and to pay
       other costs . (See note 6).  At December 31, 1997 the Company did
       not have non-cash investing and financing activities.
       
       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 and disclosure of
       contingent assets and liabilities at the date of the financial
       statements and the reported amounts of revenues and expenses
       during the reporting period. Actual results could differ from
       those estimates.
       
              Earnings Per Share  -  The computation of earnings per share is
       based on the weighed average number of shares outstanding during
       the period. The Company does not have common stock equivalents.
  
                                  
                                  
                                  
                                 6
<PAGE>
                      FIRST AMERICAN CLOCK CO.
                   (A DEVELOPMENT STAGE COMPANY)
                                  
                   NOTES TO FINANCIAL STATEMENTS
  
  NOTE   2  -  COMMON STOCK TRANSACTIONS
  
       The Company was formed through the issuance of 800,000 shares of
       common stock for $8,000.
  
       The Company filed and completed a registration statement thought
       which it offered a minimum of 100,000 shares to a maximum of
       200,000 shares of the Company's common stock to the public at $.50
       per share for a total of $50,000 (minimum) to $100,000 (maximum).
       The offering was managed by the Company and the shares were
       offered and sold by the officer of the Company, without any
       discounts or other commission. The registration statement became
       effective October 25, 1995 and the Company completed the offering
       of its common stock during March 1996. The Company sold 108,300
       shares of its common stock to the public at $.50 per share and
       raised gross proceeds of $54,150. Costs of the offering was
       $15,489.
  
  NOTE   3  -  RELATED PARTY TRANSACTIONS
  
       Through December 31, 1997 an officer of the Company was providing
       office space to the Company on a rent free basis. Through December
       31, 1997 no compensation was paid or accrued to any officer or
       directors of the Corporation.
  
       Through December 31, 1998, a stockholder of the Company advanced
       $6,350 to the Company to be used for operating capital. The loan
       was short term, unsecured and accrued interest at a rate of  6%. 
       This debt was paid by  receipt of  the lender of certain
       investment clocks of the Company.
                                  
  NOTE   4  -  GOING CONCERN
  
       The accompanying financial statement have been prepared in
       conformity with generally accepted accounting principles, which
       contemplates continuation of the Company as a going concern.
       However, the Company has generated operating losses since
       inception. In addition, the Company has limited working capital
       and has all of its operating capital tied up in its investments in
       clocks. The Company has had to borrow from a stockholder to pay
       certain operating expenses.  The Company has transferred its
       investment in clocks to pay debts, Compensation and other expenses
       (see note 6) leaving limited assets remaining with the Company.
  
       In view of these matters, the ongoing existence of the Company is
       dependent upon the Company's ability to meet its future operating
       expenses. Management believes that actions presently being taken
       to pay expenses by transferring its clocks to individuals who will
       pay expenses of the Company and its proposed acquisition (see note
       7) provide an opportunity to the Company to continue as a going
       concern.
  
       
       
       
       
       
       
       
       
       
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<PAGE>
                                  
                      FIRST AMERICAN CLOCK CO.
                   (A DEVELOPMENT STAGE COMPANY)
                                  
                   NOTES TO FINANCIAL STATEMENTS
  
  NOTE   5  -  INVESTMENT IN CLOCKS
  
       Due to the fact that the Company has yet to complete a sale of any
       of its clocks and the fact that management believes that the
       clocks may have to be held on a long-term basis before being sold,
       the clocks purchased by the Company were reclassified in the
       financial statements at December 31, 1997 from inventory to a
       long-term investment. The investment in the clocks are being shown
       at cost less any writedown to market value or to represent other
       losses. (See below) Management believes the clocks purchased,
       which are antique French mantle clocks, will only appreciate in
       value, but may have to be held on a long-term basis to be sold at
       a profit.
  
              During 1997 a clock was sold and was damaged while being
shipped. 
       The clock was returned.  During 1997 the Company recorded a
       liability on its financial statements of $3,350 for money due back
       to the purchaser of the returned clock.
  
              Also, during 1997 the Company wrote down a clock to zero because
       it had at that time been unable to get the clock returned from a
       clock restorer who had the clock.  The total writedown for clocks
       during 1997 was $9,000.
       
       NOTE  6  -  DISCONTINUANCE OF INVESTING IN CLOCKS
       
              Effective for calendar year ended December 31, 1998, the Company
       discontinued its existing business relating to the purchase for
       investment and resale of antique clocks.  The remaining clocks
       were transferred to two individuals, one a stockholder and the
       other a stockholder and officer of the Company.  The clocks
       transferred to the two individuals were used to cancel amounts
       owed for liabilities,  loans, compensation and other expenses to
       the extent thereof of the Company.
       
       NOTE  7  -  LETTER OF INTENT
       
              The Company has signed a letter of intent with EVX, Inc., a
Nevada
       Corporation.  Upon approval of the letter by shareholders the
       Company will prepare an Agreement and Plan of Reorganization with
       final terms and provisions of the reorganization between the two
       companies.  The following outlines certain but not all of the
       provisions outlined in the letter of intent.  First, the Company
       will issue 47,000,000 restricted shares of its common stock in
       exchange for all of EVX, Inc.'s outstanding stock, and second, the
       current officer and director of the Company will resign and new
       officers and directors will be designated by the shareholders of
       EVX, Inc. 
       
       
  
  
  
  
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