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

                                 FORM 10-KSB
(Mark One)
 [X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

      For the fiscal year ended September 30, 2003

 [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

              For the transition period from _____ to ______

                      Commission File Number: 000-26740

                         AMERICAN HEALTHCHOICE, INC.
              (Name of small business issuer in its charter)

             New York                                       11-2931252
   (State or other jurisdiction                           I.R.S. Employer
 of incorporation or organization                       Identification No.)

 2221 Justin Road, Suite 119-154, Flower Mound, Texas          75028
       (Address of principal executive offices)              (Zip Code)

                     Issuer's telephone number: (972) 538-0122

            Securities registered pursuant to Section 12(b) of the Act:

      Title of each class           Name of each exchange on which registered
             None                                      None

           Securities registered pursuant to Section 12(g) of the Act:

                   COMMON STOCK, PAR VALUE $.001 PER SHARE
                               (Title of class)

      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 [ ]

      Check if disclosure of delinquent filers in response to Item 405 of
 Regulation S-B is not contained in this form, and no disclosure will be
 contained, to the best of registrant'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. [X]

      State issuer's revenues for its most recent fiscal year: $4,500,000

      State the aggregate market value of the voting and non-voting common
 equity held by non-affiliates computed by reference to the price at which
 the common equity was sold, or the average bid and asked prices of such
 common equity, as of a specified date within the past 60 days. (See
 definition of affiliate in Rule 12b-2 of the Exchange Act). $500,000
 as of November 30, 2003*.

                        (ISSUERS INVOLVED IN BANKRUPTCY
                    PROCEEDINGS DURING THE PAST FIVE YEARS)

      Check whether the issuer has filed all documents and reports required
 to be filed by Section 12, 13 or 15(d) of the Exchange Act after the
 distribution of securities under a plan confirmed by a court.  Yes[X] No[ ]

                  (APPLICABLE ONLY TO CORPORATE REGISTRANTS)
 State the number of shares outstanding of each of the issuer's classes of
 common equity, as of the latest practicable date:

 As of December 31, 2003, the Registrant had 103,100,766 shares outstanding
 of common stock.

    *    Based on the last reported price of an actual transaction in
         Registrant's common stock on November 30, 2003 and reports of
         beneficial ownership filed by directors and executive officers
         of Registrant and by beneficial owners of more than 5% of the
         outstanding shares of common stock of Registrant; however, such
         determination of shares owned by affiliates does not constitute
         an admission of affiliate status or beneficial interest in shares
         of Registrant's common stock.

                    DOCUMENTS INCORPORATED BY REFERENCE
                                   None

                   Transitional Small Business Disclosure
                            Format (Check one)
                             Yes [ ]      No [X]


<PAGE>


                        AMERICAN HEALTHCHOICE, INC.

                                FORM 10-KSB

                             TABLE OF CONTENTS

                                                                       Page
                                  PART I                               ----

 Item 1.   Description of Business..................................     1

 Item 2.   Description of Property..................................     5

 Item 3.   Legal Proceedings........................................     5

 Item 4.   Submission of Matters to a Vote of Security Holders......     5


                                  PART II

 Item 5.   Market for Common Equity and Related Stockholder Matters.     6

 Item 6.   Management's Discussion and Analysis or Plan of Operation     7

 Item 7.   Financial Statements.....................................    10

 Item 8.   Changes In and Disagreements with Accountants
             on Accounting and Financial Disclosure.................    25


                                  PART III

 Item 9.   Directors, Executive Officers, Promoters and Control
             Persons; Compliance with Section 16(a) of the
             Exchange Act...........................................    26

 Item 10.  Executive Compensation...................................    28

 Item 11.  Security Ownership of Certain Beneficial
             Owners and Management..................................    32

 Item 12.  Certain Relationships and Related Transactions...........    33

 Item 13.  Exhibits and Reports on Form 8-K.........................    34

 Signatures ........................................................    37



<PAGE>

                                 PART I



 ITEM 1. DESCRIPTION OF BUSINESS


 History

      American  HealthChoice,  Inc.,  a  New York  corporation  formerly known
 as  Paudan,  Inc.  (together  with  its  subsidiaries,  the  "Company"),  was
 incorporated on  September 14, 1988 and was  initially formed with the intent
 of acquiring a suitable business that management determined had potential for
 future growth.  Until March 1995 the Company had no operations.  On March 31,
 1995,  the  Company  underwent  a  comprehensive reorganization by  acquiring
 American HealthChoice, Inc.,  a Delaware  corporation ("American HealthChoice
 (DE)"),  formed in 1993  to organize and acquire primary care clinics and  to
 provide, on an ongoing basis, comprehensive management services.  At the time
 of  this transaction American HealthChoice (DE)  operated  six  clinics which
 provided medical,  chiropractic, diagnostic and physical therapy services  in
 Texas  and  Louisiana.  The  Company acquired American HealthChoice (DE) in a
 reverse  acquisition in exchange for 4,962,000 shares of the Company's $0.001
 par  value  common  stock.    In  connection  with  the  reorganization,  the
 stockholders  of  American HealthChoice (DE) acquired  91.6 %  of  the voting
 shares  of  the  Company.  The  Company changed its name from Paudan, Inc. to
 American HealthChoice, Inc. during fiscal year 1995.


 General

      The  Company  owns,  operates and manages  thirteen clinics.  Twelve are
 primary  care  clinics,  of  which  two  are  medical  clinics  and  ten  are
 chiropractic  clinics.  The  Company  also has a physical therapy facility at
 its  largest chiropractic  clinic.  The clinics  are  located  in  Texas  and
 Louisiana.  The  clinic  locations  are  leased except  for one clinic in San
 Antonio.  See Item 2  "Description of Property."  At  September 30, 2003  the
 Company had a total of sixty-two employees. Of this number, six were employed
 by the Company's medical clinics, forty-nine by the chiropractic and physical
 therapy clinics, and seven at the Company's corporate office.

      All  key  employee/providers  serve  pursuant  to  employment  contracts
 covering compensation,  benefits, terms  of  one  year  or  more and, in some
 cases, agreements not to compete upon termination.  All compensation is based
 upon  fixed  salaries  as  set forth in employment contracts for identifiable
 services.  Some  of  these  employee/providers  are  eligible  for  a  bonus;
 however, bonuses are tied directly  to  the employee's performance within the
 clinic and are not based on referrals.

      The  Company  depends  upon  third  party  payors  for  reimbursement of
 approximately  98% of  patient  services.  The  Company  believes  that  this
 percentage  is comparable to other organizations providing comparable patient
 services.  A  substantial  percentage  of  reimbursements  for  services  are
 received  from   patient  insurance  settlements  administered  by  attorneys
 representing patients with third party claims.

      The address of the Company's principal office is 2221 Justin Road, Suite
 119-154,  Flower Mound, Texas 75028.  The Company's telephone number is (972)
 538-0122 and its fax number is (972) 538-0130.  The Company  has  an internet
 website at www.americanhealthchoice.com.


 Business Strategy

      Cash Flow. The Company's primary measurement of financial performance is
 earnings  before  interest,  taxes, depreciation and amortization ("EBITDA").
 In fiscal year 2003, EBITDA was  a  loss of $1,678,000.  After deducting non-
 cash expenses in the amounts  of $300,000,  $1,000,000  and  $200,000 for the
 provision  for  closed  clinics,  impairment  loss  and  stock  compensation,
 respectively,  the  cash  loss  for  the  year  ended  September 30, 2003 was
 approximately  $200,000.  As  a  result  of   the  shortfall   in  cash  from
 operations, funds were not available to satisfy bankruptcy plan  payments due
 in  September 2001,  2002  and  2003.  At September 30, 2003, the Company was
 delinquent on payments due to unsecured creditor claims and insider claims in
 the amounts of $528,000 and $625,000, respectively.  In addition, the loan in
 the  amount  of  $837,000  issued in connection with the acquisition of three
 clinics in September 2000 was  due  and  payable  on  September 1, 2002.  The
 amount  past  due  including  unpaid  interest is approximately $1,040,000 at
 September 30, 2003.  The Company may consider the closure and/or sale of more
 than one with the proceeds applied to these obligations.

      Growth.  Management  will  continues  its  efforts  to  increase patient
 services at the existing clinics  without significant  increases in marketing
 and  clinic  expenses.  The  Company  is  actively  pursuing  revenue sharing
 arrangements  with  established  clinics  owned  or  operated by  independent
 chiropractors.  Under these arrangements, the  Company  directs  patients  to
 these clinics from already established marketing sources and the  independent
 chiropractor would provide medical services  to  the  patients.  The  Company
 reports  patient  billings as revenue and then pays the treating chiropractor
 a  fee  at  the  time  of  collection.  At  the  present time the Company has
 arrangements with one independent chiropractor  in San Antonio and another in
 Austin.  For the fiscal year ended September 30, 2003,  the  revenue  was not
 material  to  total  operations.  The  Company believes new source of revenue
 should  become  a  larger  percentage  of revenue and operating income in the
 future.


 Primary Sources of Company Revenue

      Patient  Insurance  Settlements.   The  Company's  chiropractic  clinics
 derive  a  significant portion of their revenue from insurance settlements to
 injured patients treated by the clinic.  The  medical  clinics  receive  some
 revenue from patient insurance settlements but are not necessarily  dependent
 on these types of settlements.  Typically,  a  patient seeks treatment from a
 clinic based on representations by his/her attorney or insurance company that
 payment for treating the patient will  be forthcoming upon  proof the patient
 is entitled to the patient's medical claims.  The representations are usually
 in  the  form  of  a  Letter of Protection (LOP) or a Personal Injury Payment
 (PIP)   from  the  patient/insured's   insurance  policy.    Based  on  these
 representations, the clinic will treat the  patient without requiring payment
 at the time services are rendered.

      Due  to  the  nature  of proving and documenting the patient claims, the
 patient's medical bill  may  not  be  paid at the time services are rendered.
 The delay in  payment is usually under one  year  but  can  be  significantly
 extended past one year if the attorney and insurance company go to trial over
 the  patient's  claims.  Upon  an  agreement to pay the patient's claims, the
 clinic is then paid.

      Since  many insurance settlements are a compromise between the insurance
 company  and  the  patient,  often the Company must take a lesser amount than
 the original fees for services  rendered.  In  some instances, if the patient
 is under a LOP and their attorney decides not to  pursue  the claim, then the
 clinic may have to write the account off as bad debt.  The  Company  believes
 that  accounts  receivable  from  patient  settlements have  been  adequately
 reserved  to  account  for the  reduced  collections.  See Item 6-"Management
 Discussion and Analysis or Plan of Operation."

      Health Plans.  These  plans traditionally market health benefit coverage
 to  employer  groups,  who provide  such  benefits to their employees such as
 HMOs  or PPOs or other health care plans.  Employees can usually enroll their
 spouses  and  dependents  as  well.  Many times employers will pay for all or
 nearly all of the cost  of covering the employee through a health plan.  Some
 employers will pay for all  of the cost  of dependent coverage,  while others
 require the employee to pay for some or all of dependent coverage.

      Once  services  are rendered to the patient, the clinic generates a bill
 for the patient  and his/her  insurance company.  The patient usually makes a
 nominal co-payment  and  then the  clinic  files the remaining claim with the
 applicable insurance company.  Payments  from  the  insurance company usually
 take less than thirty days.  Due to patient registration  procedures and  set
 fees  predetermined  by  the insurance  company,  the Company can predict the
 revenue  earned  for  the  services  rendered.  If  the clinic's service fees
 exceed the amounts set by the insurance companies, then the  excess amount is
 either paid by the patient or written off as bad debt.

      Medicare/Medicaid.  The  federal  government,  through  the  Health Care
 Financing   Administration   ("HCFA"),  allows  federally  qualified  medical
 organizations  to  enter  into  agreements  to  provide  all  covered medical
 services  to  Medicare/Medicaid  beneficiaries who  choose to enroll  in  the
 program.  None of the Company's clinics are solely dependent on payments from
 Medicare/Medicaid,  nor  does any one clinic derive a material portion of its
 revenue from Medicare/Medicaid.

      Self-pay.  All  of the Company's clinics involve some level of self-pay.
  Self-pay is simply that  the  patient is responsible for payment at the time
 the services are rendered.  The  amount of self-paying patients varies widely
 depending on the specifics of  a clinic,  its location, and the patient base.


 Chiropractic Services

      The  Company  currently  owns and operates ten primary care chiropractic
 clinics, which are located in suburban areas and serve the general population
 for their surrounding communities.  The  services  are based  on preventative
 treatment and treatment of the nerve system and body  structure, such  as the
 spinal column.  Most of the chiropractic clinics  have a chiropractor that is
 complemented with the appropriate support staff.

      The  Company's  patient  base  is developed  through  its reputation for
 quality treatment,  patient  referrals,  printed advertisements,  and special
 promotion such as open houses, circulars, community participation,  etc.  The
 Company obtains significant referrals due to its  willingness  to  work  with
 patients and their insurance company or attorney to provide  treatment during
 the pendency of the patient's injury settlement.

      Chiropractic  service  is  a  highly  competitive  business in which the
 Company  competes with  numerous  chiropractors in the same  suburban  areas.
 Most,  if  not  all  of the Company's  competition comes from privately owned
 chiropractic clinics, usually owned by the treating doctor.

      In  recent years, there have been significant changes in the health care
 industry affecting  chiropractic  services.  Pressures  to  reduce  costs and
 show  profits  has forced  some  managed  care  plans to exclude chiropractic
 treatment or institute procedures that can discourage  a patient  to  utilize
 their health care plan.  Additionally, in September  1997  the State of Texas
 implemented new regulations that govern marketing  of  medical services.  The
 Company adjusted its marketing efforts to ensure compliance  with the changes
 in   the  new   marketing   laws.    Specifically,  the  Company  ceased  its
 telemarketing efforts  and strengthened  its  audit procedures  to ensure any
 new  patient  referrals  meet  the requirements of the new law.  Citing First
 Amendment  protection  of  commercial  speech,  the  United States  Court  of
 Appeals, 5th Circuit, ruled in September 1999 that the 1997 amendments to the
 Texas  statutes,  which  prohibited direct telemarketing of accident victims,
 were  unconstitutional.    The   Company  has   reestablished   telemarketing
 procedures  at  its  Texas clinics  and expects an  increase in the number of
 patients seeking treatment.

      The marketing services offered by the Company are designed to assist the
 clinics in developing a patient base through promoting the clinics' services.
 The  Company provides advice and assistance to the clinics for  marketing and
 advertising.  The Company believes that marketing must be integrated into all
 aspects of the clinic operations including finance and office administration.
 The Company's patient base  is developed through  its  reputation for quality
 treatment, patient referrals, printed advertisements, and  special  promotion
 such  as  discounts,  free  initial  examinations,  open  houses,  circulars,
 community participation, etc.  The Company obtains significant  referrals due
 to  its  willingness  to  work with patients  and their insurance  company or
 attorney to  provide treatment  during  the pendency  of the patient's injury
 settlement.  As a result, the Company believes  the  total  management of the
 clinics provides the economies of scale  to develop the clinic  and  provides
 the best use of these services, therefore,  giving it a competitive advantage
 over a privately owned clinic.

      Although the Company believes  that  the services and benefits it offers
 to  providers make the Company an attractive  purchaser  of  such  practices,
 there  can  be  no  assurance  that  the  Company  will be  able  to  compete
 effectively with competitors on terms beneficial to the Company.


 Medical Services

      The  Company  owns and operates two primary care medical clinics located
 in San Antonio.  The  patient  source  for  the  Southcross clinic comes from
 people  familiar  with  the  clinic's  location,   commercial  contracts  and
 referrals  from  attorneys.   The   San  Pedro  clinic  services  are  almost
 exclusively  personal  injury  and  worker  compensation  cases.  The patient
 source  for  this  clinic  comes  from  attorney  referrals  and chiropractic
 clinics, including company owned clinics in San Antonio.


 Government Regulation

      As  a  participant in the health care industry, the Company's operations
 are  subject   to  extensive   and  increasing  regulation  by  a  number  of
 governmental entities at the federal, state and local levels.  The Company is
 also  subject to laws and regulations relating  to  business  corporations in
 general.  The Company believes its operations are in material compliance with
 applicable laws.


 ITEM 2. DESCRIPTION OF PROPERTY


      The Company leases approximately 3,500 square feet in an office building
 in  Irving, Texas  at  a  monthly  rent  $6,800  for  use  as  its  principal
 headquarters.  The Company currently  owns  a  parcel of land in San Antonio,
 Texas, on which the Company's Southcross clinic is located.

      The  Company  owns,  operates  and manages thirteen clinics.  Twelve are
 primary  care  clinics,  of  which  two  are  medical  clinics  and  ten  are
 chiropractic clinics.  The Company also has  a  physical  therapy facility at
 its  largest  chiropractic  clinic.  The  following  table lists the clinics,
 locations, monthly rents, services provided,  and  date acquired or commenced
 operation by the Company.


Clinics in Operation                   Monthly
   in Fiscal 2003        Location       Rent    Services Provided  Date Acquired
--------------------  ---------------  -------  ----------------- --------------

United Chiropractic   Katy, TX         $4,200   Chiropractic &    October 1994
Clinic                                          physical therapy

United Chiropractic   San              $2,500   Chiropractic &    July 1994
Clinic (Wurzbach)     Antonio, TX               physical therapy

United Chiropractic   San              $1,100   Chiropractic &    October 1994
Clinic (San Pedro)    Antonio, TX               physical therapy

Atlas Sports & Injury San              $1,000   Physical therapy  October 1994
(Bandera)             Antonio, TX

United Chiropractic   San              $2,100   Chiropractic      October 1994
Clinic (Bandera)      Antonio, TX

San Pedro Medical     San              $1,100   Primary medical   October 1994
Clinic                Antonio, TX               care

Southcross Medical    San              $2,000   Urgent & primary  December 1995
Clinic                Antonio, TX               medical care

United Chiropractic   New                       Chiropractic      July 1994
(New Orleans East) *  Orleans, LA

United Chiropractic   New              $1,200   Chiropractic      July 1994
(Uptown)              Orleans, LA

Valley Family Health  McAllen, TX      $3,000   Chiropractic      January 1996
Center

Valley Family Health  San Benito,      $1,000   Chiropractic      September 2000
Center                TX

Crosstown             Corpus           $1,000   Chiropractic      September 2000
Chiropractic Clinic   Christi, TX

Laredo Family Health  Laredo, TX       $4,200   Chiropractic      September 2000
Clinic
                                       ------
Total rent                            $24,400
                                       ======

 * Closed January 2003



 ITEM 3. LEGAL PROCEEDINGS


      As  of  September 30, 2003,  there are no legal proceedings that involve
 material amounts of exposure for 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 quarter ended September 30,
 2003.



                                PART II


 ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS


      Market  Information.  The  Company's  common stock  is quoted on the OTC
 Bulletin Board under the symbol "AMHI".

 The following table presents the high and low bid prices for each quarter:

                  Quarter Ended        High Bid   Low Bid
                  -----------------    --------   -------
                  December 31, 2001     $0.03      $0.01
                  March 31, 2002        $0.03      $0.01
                  June 30, 2002         $0.02      $0.01
                  September 30, 2002    $0.01      $0.01
                  December 31, 2002     $0.05      $0.002
                  March 31, 2003        $0.01      $0.005
                  June 30, 2003         $0.013     $0.004
                  September 30, 2003    $0.006     $0.004

      Holders.  Based on information provided by the Company's transfer agent,
 the Company had approximately 100 holders  of  record  of its common stock at
 September 30, 2003.

      Dividends.  The Company has paid no cash dividends  since its inception,
 and it is unlikely that any cash dividend  will  be  paid in the future.  The
 declaration  in the future  of  any cash or stock dividends  will  be  at the
 discretion of the Board depending upon the earnings, capital requirements and
 financial  position  of  the Company,  general  economic conditions and other
 pertinent factors.  There  are  no  dividend  restrictions in any creditor or
 other agreement to which the Company is a party.


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


 Results of Operations

      The  following summary of earnings and related discussion of the results
 of operations  should be read in conjunction with  the Company's Consolidated
 Financial Statements and Notes thereto included elsewhere in this document.


                                           Years Ended September 30,
                                           -------------------------
                                     2001             2002            2003
                                  ----------       ----------      ----------
 Revenues:
   Patient billings              $ 8,572,000      $ 8,302,000     $ 8,175,000
   Allowance for discount
     on billings                   3,053,000        3,538,000       3,652,000
                                  ----------       ----------      ----------
   Net Patient Revenues            5,519,000        4,764,000       4,523,000

 Operating Expenses:
   Compensation and benefits       2,892,000        2,948,000       2,995,000
   Allowance for doubtful
     accounts at closed clinics            -        1,810,000         300,000
   General and administrative      1,509,000        1,656,000       1,563,000
   Rent                              386,000          391,000         343,000
   Other                             588,000          144,000          41,000
                                  ----------       ----------      ----------
   Total Operating Expenses        5,375,000        6,950,000       5,242,000
                                  ----------       ----------      ----------
 Operating Income (Loss)             144,000       (2,186,000)       (719,000)
   Other Income (Expense):
   Interest expense and
     other costs of borrowing        (85,000)         (63,000)        (72,000)
   Other income, net                  95,000           95,000               -
                                  ----------       ----------      ----------
   Total Other Income (Expense)       10,000           32,000         (72,000)
                                  ----------       ----------      ----------
   Income (Loss)                 $   154,000      $(2,153,000)    $  (791,000)
                                  ==========       ==========      ==========



 Fiscal Year Ended September 30, 2003 Compared to the Fiscal Year Ended
 September 30, 2002


      Patient Billings.  For the fiscal year ended September 30, 2003, patient
 billings  decreased  from  $8,302,000  in 2002  to  $8,175,000  in 2003.  The
 decrease is  attributable to a decrease  in patient billings  for the clinics
 acquired  in September 2000  in  the  amount  of  $140,000  and the Louisiana
 clinics in the amount of $126,000 offset  by an increase  in patient billings
 for the other Texas chiropractic clinics of $139,000.

      Allowance for Discount on Billings.  For the fiscal year ended September
 30, 2003, allowance for discount on billings increased  from  $3,538,000  for
 the same period in 2002 to $3,652,000 in 2003.  The increase is  attributable
 to an upward adjustment in the allowance as a percentage of patient  billings
 from  43%  in  the  2002  period  to  45% in the 2003 period.  The adjustment
 reflects an increase  in the number of  new personal injury cases written off
 in the 2003 period due primarily to the absence  of  insurance coverage.  The
 collection percentage on  cases that  were  settled by patient's attorneys in
 2003 is comparable to 2002.

      Compensation and Benefits.  For  the  fiscal  year  ended  September 30,
 2003,  compensation  and  benefits  increased  from  $2,948,000  in  2002  to
 $2,995,000  in  2003.   The  increase  is  primarily  attributable  to  stock
 compensation in connection  with  the employment  agreement for the president
 and CEO in the amount of $150,000 offset by salary  reductions at the clinics
 acquired in September 2000  in the amount  of $150,000.  The number of clinic
 employees  is  unchanged  in the 2003  period compared to the  same period in
 2002.

      Allowance  for  doubtful  accounts  at closed clinics.  The allowance of
 $300,000  for the  fiscal  year ended  September 30, 2003  is attributable to
 uncollectible patient billings at physical therapy clinics closed in 1998 and
 is an upward adjustment to the allowance reported in fiscal 2002.

      General and Administrative.  For  the  fiscal  year ended  September 30,
 2003,  general  and  administrative  decreased  from  $1,656,000  in  2002 to
 $1,563,000  in 2003.  The decrease is primarily attributable to reductions in
 equipment lease expense and insurance expense at the corporate office  in the
 amount of $78,000.

      Rent.  For  the  fiscal  year ended September 30, 2003, rent is $343,000
 compared  to  $391,000  in  the  2002  period.   The  decrease  is  primarily
 attributable to the Company moving its corporate office to a smaller location
 at the end of January 2003.  The monthly savings are approximately $5,000 per
 month.

      Other Operating Expenses.  For  the fiscal year ended September 30, 2003
 and the  same  period in 2002, other operating expenses included depreciation
 and amortization,  which decreased  from $144,000 in 2002 to $41,000 in 2003.
 The decrease  was primarily  due  to  amortization  of financing costs in the
 amount of $88,000 in the 2002 period.  The 2003 period has no amortization of
 financing costs since the costs were amortized in prior years.

      Other  Income.   The  2002  period  includes  $95,000  from   a  lawsuit
 settlement.



 Fiscal Year Ended September 30, 2002 Compared to Fiscal Year Ended September
 30, 2001


      Patient Billings.  For the fiscal year ended September 30, 2002, patient
 billings decreased  from $8,572,000 for the same period in 2001 to $8,302,000
 in 2002.  The  decrease  of  $269,000 is attributable to a decline in patient
 billings of approximately $687,000 for the clinics acquired in September 2000
 offset by an increase of $418,000 for other clinics.

      Allowance for Discount on Billings.  For the fiscal year ended September
 30, 2002,  allowance  for discount on billings  increased from $3,053,000 for
 the same period in 2001  to $3,538,000 in 2002.  The increase is attributable
 to an upward adjustment in the allowance  as a percentage of patient billings
 from  36%  in  the  2001  period  to  43% in the 2002 period.  The adjustment
 reflects  an  increase in the number of new personal injury cases written off
 in  the  2002 period due primarily to the absence of insurance coverage.  The
 collection  percentage  on  cases that were settled by patient's attorneys in
 2002 was comparable to 2001.

      Compensation and Benefits.  For  the  fiscal  year  ended  September 30,
 2002,  compensation  and  benefits  increased  from  $2,892,000  in  2001  to
 $2,948,000  in  2002.  There  were no  material personnel changes in the 2002
 period compared to the 2001 period.

      Allowance  for  doubtful  accounts  at  closed  clinics.  The  allowance
 of  $1,810,000  for the  fiscal  year  ended  September 30, 2002 is primarily
 attributable to uncollectible  patient  billings  at physical therapy clinics
 closed in 1998.  The majority of these patient  accounts  had previously been
 transferred  to  outside  collection  agencies.  The  Company's  estimate  of
 uncollectible  accounts increased  substantially in  2002  compared  to prior
 years was due to several factors including the closure of one agency with the
 resulting loss of records and less  than  anticipated  collections  at  other
 agencies.

      General and Administrative.  For  the  fiscal year  ended  September 30,
 2002,  general  and  administrative  increased  from  $1,509,000  in  2001 to
 $1,656,000  in 2002.  Approximately $200,000 of the increase was attributable
 to  higher  marketing  and  advertising  expenses  in  the Texas chiropractic
 clinics.

      Rent.  For  the  fiscal  year  ended  September 30, 2002, rent increased
 from $386,000 in 2001 to $391,000 in 2002.  There were no facility changes in
 the 2002 period compared to the 2001 period.

      Other Operating Expenses.  For the fiscal year ended  September 30, 2002
 and  the  same period  in 2001, other included depreciation and amortization,
 which decreased  from $588,000 in 2001  to $144,000 in 2002.  The decrease is
 primarily due to amortization of goodwill in  the  amount  of $392,000 in the
 2001 period.  The 2002 period has no goodwill amortization due to a change in
 accounting policy.

      Other Income and Expense.  Other income,  net  for the fiscal year ended
 September 30, 2002,  in the amount  of  $95,000  is the net settlement from a
 successful  lawsuit against  a  former clinic  doctor  for violations  of his
 employment contract.  Other income, net in 2001 included a gain on expiration
 of options in the amount of $200,000 offset by $93,000 in  net book  value  of
 clinic equipment dispositions during the fiscal year.  Interest  expense  and
 other  costs  of borrowing decreased from $85,000 in 2000 to $63,000 in 2002.
 The  decrease is attributable  to a reduction  in the principal amount of the
 note payable issued in connection with the acquisition  of  the three clinics
 in September 2000 from $950,000 to $837,000.


 Liquidity and Capital Resources

      For the  fiscal  year  ended September 30, 2003,  net  cash  provided by
 operating  activities is  $36,000 as  compared  to  $25,000 net cash  used in
 operating activities  for  the  fiscal  year  ended  September 30, 2002.  Net
 cash provided  by  operating  activities  in the  2003  period  is  primarily
 attributable  to  non-cash expenses in the amount of $3,952,000 for allowance
 for  doubtful accounts  and  goodwill  impairment of $1,000,000  offset  by a
 net loss of $1,791,000 and a $3,661,000 increase in accounts receivable.  Net
 cash  used  in  operating  activities   in  the  2002  period   is  primarily
 attributable  to  a  net  loss  of  $3,053,000  plus  an increase in accounts
 receivable  in  the amount  of $3,700,000  offset by non-cash expenses in the
 amount  of  $5,300,000  for doubtful  accounts  and  goodwill  impairment  of
 $900,000.

      Net cash used in investing activities  for the years ended September 30,
 2003 and September 30, 2002 was attributable  to  the acquisition of property
 and equipment in the amounts of $11,000 and $34,000, respectively.

      Net cash provided by (used in) financing activities  for the years ended
 September 30, 2003 and September 30, 2002  was the net difference of proceeds
 from  new notes  payable  and payments on notes payable and capital leases in
 the amounts of $(15,000) and $33,000, respectively.

      During the year ended September 30, 2003, cash generated from operations
 was  not  sufficient  to  meet current obligations by approximately $200,000.
 Since  the  Company has no outside source of funds, at September 30 2003, the
 president  and  chief  executive  officer was owed  approximately $100,000 in
 unpaid wages and the Internal Revenue Service was due  approximately $125,000
 in  delinquent  payroll  taxes.  As  a  result  of the shortfall in cash from
 operations, funds were not available to satisfy bankruptcy  plan payments due
 in September 2001, 2002 and 2003.  At  September 30, 2003,  the  Company  was
 delinquent on payments due to unsecured creditor claims and insider claims in
 the amounts of $528,000 and $625,000, respectively.  In addition, the loan in
 the amount  of  $837,000  issued  in connection with the acquisition of three
 clinics  in September 2000 was  due  and  payable  on September 1, 2002.  The
 amount  past  due  including  unpaid  interest is approximately $1,040,000 at
 September 30, 2003.

      In  the  case  of the bankruptcy payments, less than five creditors have
 pursued collection of claims  due  as of September 30, 2003.  The Company was
 able  to  meet these payments of approximately $25,000 during the 2003 fiscal
 year and avoid legal action  on  the part of these creditors.  At the present
 time, Management does not foresee  any  individual creditors initiating legal
 action  in  regards  to  past due payment of  claims.  However, there  are no
 assurances that  an individual creditor or group of creditors will not pursue
 legal action which could result in adverse consequences to the Company.

      The Company must achieve net revenue of approximately $400,000 per month
 to  meet current obligations.  For  the  six month period ended September 30,
 2003, net revenue was approximately $2,100,000,  which resulted in a $300,000
 shortfall from  the  $400,000  per month  target to meet current obligations.
 Since  the  period  from  revenue recognition to  collection is approximately
 180  days, collections  for  the  five  month period  ended  November30, 2003
 were $1,650,000,  which is a $350,000 shortfall.  As a result,  the amount of
 delinquent  payroll  taxes  has  increased  by  $85,000   and  certain  other
 obligations including wages due to executive officers  and  rent  payments to
 insiders have increased in the amounts of $80,000 and $35,000, respectively.

      During the same five month  period ended  November 30, 2003, net revenue
 has increased to an average of $400,000 per month.  Taking into consideration
 the 180 day collection cycle, Management believes collections should increase
 to  $400,000  monthly  beginning  in  January 2004.  However,  there  are  no
 assurances that the increased collections will provide funds necessary to pay
 the  delinquent  payroll  taxes.  To  provide  an additional source  of cash,
 the Company  is considering  the closure of one clinic that is not generating
 sufficient  operating  profit.  If  the  clinic  is  closed,  the  collection
 of   accounts   receivable,  net  of  collection  expenses,  should  generate
 approximately  $200,000  in  excess  cash,  which  can  be  used  to pay  the
 delinquent payroll taxes.

      The holders of the acquisition notes payable have agreed to postpone any
 actions  to collect the past due principal and interest until March 31, 2004.
 Management  will have a revised payment plan in place, which may include the
 sale of clinics to satisfy it obligations to the note holders.

      Management  does  not  anticipate   any  material  capital  expenditures
 requiring cash in the next twelve months.


 Forward-Looking Information

      This report contains  certain forward-looking statements and information
 relating to the Company  that  are based  on  the  beliefs  of  the Company's
 management as well as assumptions made by and information currently available
 to  the  Company's  management.  When  used  in  the  report,  words  such as
 "anticipate,"   "believe,"  "estimate,"  "expect,"  "intend,"  "should,"  and
 similar  expressions,  as  they  relate to  the  Company  or  its management,
 identify forward-looking  statements.  Such  statements  reflect the  current
 views of the Company with respect to future events and are subject to certain
 risks,  uncertainties,  and  assumptions  relating to the operations, results
 of operations,  liquidity, and  growth  strategy  of the  Company,  including
 competitive  factors  and pricing pressures,  changes in legal and regulatory
 requirements, interest rate fluctuations, and general economic conditions, as
 well as other factors described in this report.  Should  one  or  more of the
 risks  materialize,  or should underlying assumptions prove incorrect, actual
 results  or  outcomes  may  vary  materially  from  those described herein as
 anticipated, believed, estimated, expected, or intended.

<PAGE>


 ITEM 7. FINANCIAL STATEMENTS

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES


                                    INDEX


                                                                  Page
                                                                  ----
 FINANCIAL STATEMENTS:

 Independent Auditors Report                                       12

 Consolidated Balance Sheet - September 30, 2003                   13

 Consolidated Statements of Operations - Years Ended               14
      September 30, 2002 and 2003

 Consolidated Statement of Changes in Stockholders' Equity         15
      - Years Ended September 30, 2002 and 2003

 Consolidated Statements of Cash Flows - Years Ended               16
      September 30, 2002 and 2003

 Notes to Consolidated Financial Statements                        17


<PAGE>


                      INDEPENDENT AUDITORS REPORT



 To the Board of Directors
 American HealthChoice, Inc. and subsidiaries



 We  have  audited  the  accompanying  consolidated  balance sheet of American
 HealthChoice, Inc. and subsidiaries as of September 30, 2003, and the related
 consolidated  statements  of operations, changes in stockholders' equity, and
 cash flows for each of the two years  in the period ended September 30, 2003.
 These  consolidated  financial  statements  are  the  responsibility  of  the
 Company's management.  Our responsibility is  to express  an opinion on these
 consolidated financial statements based on our audits.

 We  conducted  our  audit  in  accordance with  auditing  standards generally
 accepted in the United States of America.  Those standards  require  that  we
 plan  and  perform the audit to obtain reasonable assurance about whether the
 consolidated  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.  We  believe that our audits provide a reasonable basis for our
 opinion.

 In  our  opinion,  the  consolidated  financial  statements referred to above
 present fairly, in all material respects, the consolidated financial position
 of American HealthChoice, Inc. and subsidiaries as of September 30, 2003, and
 the  results  of  their  operations  and  their  cash  flows  for each of the
 two years  in  the  period  ended  September 30, 2003 year in conformity with
 accounting principles generally accepted in the United States of America.

 The  accompanying  consolidated  financial  statements as of and for the year
 ended   September  30,  2003   have  been  prepared  assuming  that  American
 HealthChoice, Inc. will continue as a going concern.  As more fully described
 in Note 3, the Company is  in default on a note payment and certain scheduled
 payments under the Bankruptcy Plan  of Reorganization.  This condition raises
 substantial doubt about the Company's ability to continue as a going concern.
 Management's assessment in regard to this matter is also described in Note 3.
 The  consolidated  financial  statements  do not include any  adjustments  to
 reflect the possible future effects  on the recoverability and classification
 of  assets  or  the amounts and classification of liabilities that may result
 from the outcome of this uncertainty.


 Lane Gorman Trubitt, L.L.P.
 Dallas, Texas
 December 12, 2003


<PAGE>


                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEET
                              SEPTEMBER 30, 2003


                                    ASSETS

 Current Assets:
 Cash                                                     $       21,071
 Accounts receivable, less allowance for doubtful
   accounts of $ 5,998,218                                     5,817,440
 Other current assets                                             57,760
                                                           -------------
      Total current assets                                     5,896,271

 Property and equipment, net                                     350,441
 Goodwill, net                                                 1,348,570
                                                           -------------
      Total assets                                        $    7,595,282
                                                           =============


                  LIABILITIES AND STOCKHOLDERS' EQUITY

 Current Liabilities:
 Notes payable and capital lease obligation               $      972,476
 Convertible debentures                                        1,310,400
 Bankruptcy claims of unsecured creditors                        528,500
 Bankruptcy claims of related parties                            625,422
 Accrued payroll and payroll taxes                               687,656
 Accounts payable and accrued expenses                           438,041
                                                           -------------
      Total current liabilities                                4,562,495


 Commitments and Contingent Liabilities                                _
 Stockholders' Equity:
 Preferred stock, $.001 par value; 5,000,000
   shares authorized; none issued                                      -
 Common stock, $.001 par value; 115,000,000 shares
   authorized; 103,100,766 shares issued and outstanding         103,100
 Options to acquire common stock                                   8,000
 Additional paid-in capital                                   20,669,684
 Accumulated deficit                                         (17,747,997)
                                                           -------------
      Total stockholders' equity                               3,032,787
                                                           -------------
      Total liabilities and stockholders' equity          $    7,595,282
                                                           =============


      See accompanying notes to these consolidated financial statements.


<PAGE>


                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF OPERATIONS


                                                   Years Ended September 30,
                                                   -------------------------
                                                      2002           2003
                                                   ----------     ----------
 Revenues:
   Patient billings                               $ 8,302,587    $ 8,175,076
   Allowance for discount on billings               3,538,089      3,652,372
                                                   ----------     ----------
             Net revenues                           4,764,498      4,522,704

 Operating Expenses:
   Compensation and benefits                        2,947,786      2,995,259
   Depreciation and amortization                      144,395         40,969
   General and administrative                       1,656,190      1,562,447
   Allowance for doubtful accounts
     at closed clinics                              1,810,034        300,000
   Rent                                               391,215        343,166
                                                   ----------     ----------
      Total operating expenses                      6,949,620      5,241,841

 Other Income (Expense):
   Interest expense and other costs of borrowing      (63,459)       (72,249)
   Other income                                        95,477              -
                                                   ----------     ----------
      Total other income (expense)                     32,018        (72,249)

                                                   ----------     ----------
 (Loss) Before Impairment Loss                     (2,153,104)      (791,386)

 Impairment Loss                                      900,000      1,000,000
                                                   ----------     ----------
 Net (Loss)                                       $(3,053,104)   $(1,791,386)
                                                   ==========     ==========

 Basic and Diluted Net (Loss) Per Share           $     (0.03)   $     (0.02)

 Weighted Average Common Shares Outstanding        93,825,766     88,100,766



      See accompanying notes to these consolidated financial statements.


<PAGE>
<TABLE>


                                        AMERICAN HEALTHCHOICE, INC.
                                             AND SUBSIDIARIES

                         CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                             FOR THE YEARS ENDED SEPTEMBER 30, 2002 AND 2003




                                                              Option to   Additional
                                           Common Stock        Acquire     Paid-in     Accumulated
                                        Shares      Amount     Common      Capital       Deficit          Total
                                                                Stock
                                      ----------    -------   --------    ----------   -----------    -----------
 <S>                                 <C>           <C>       <C>         <C>          <C>            <C>
 Balances at September 30, 2001       93,825,766   $ 93,825  $   8,000   $21,247,084  $(12,903,507)  $  8,445,402

 Cancellation of common stock
   issued in connection with
   purchase of clinic assets          (5,725,000)    (5,725)         -      (712,400)            -       (718,125)
 Net loss                                      -          -          -             -    (3,053,104)    (3,053,104)
                                     ----------------------------------------------------------------------------
 Balances at September 30, 2002       88,100,766     88,100      8,000    20,534,684   (15,956,611)     4,674,173

 Issuance of common stock in
   connection with employment
   agreement                          15,000,000     15,000          -       135,000             -        150,000
 Net loss                                      -          -          -             -    (1,791,386)    (1,791,386)
                                     ----------------------------------------------------------------------------
 Balances at September 30, 2003      103,100,766  $ 103,100  $   8,000   $20,669,684  $(17,747,997)  $  3,032,787
                                     ============================================================================




                See accompanying notes to these consolidated financial statements.

</TABLE>
<PAGE>


                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                    Years Ended September 30,
                                                    --------------------------
                                                      2002             2003
                                                    ----------      ----------
 Cash Flows From Operating Activities:
 Net (loss)                                        $(3,053,104)    $(1,791,386)
 Adjustments to reconcile net (loss) to net cash
     provided by (used in) operating activities:
   Allowance for doubtful accounts                   5,348,123       3,952,372
   Goodwill impairment                                 900,000       1,000,000
   Employee compensation-stock                          87,600         200,175
   Depreciation and amortization                       144,395          40,969
 Change in operating assets and liabilities, net:
   Accounts receivable-trade                        (3,670,218)     (3,660,564)
   Other assets                                          4,044           3,529
   Accounts payable and accrued expenses               214,141         290,870
                                                    ----------      ----------
        Net cash provided by (used in)
          operating activities                         (25,019)         35,965

 Cash Flows From Investing Activities:
   Property and equipment                              (33,957)        (11,454)
                                                    ----------      ----------
        Net cash (used in) investing activities        (33,957)        (11,454)

 Cash Flows From Financing Activities:
   Proceeds from notes payable                          51,171          98,995
   Payments on notes payable and capital leases        (18,202)       (113,731)
                                                    ----------      ----------
        Net cash provided by (used in)
          financing activities                          32,969          14,736
                                                    ----------      ----------
 Net Increase (Decrease) In Cash                       (26,007)          9,775
 Cash At Beginning Of Year                              37,303          11,296
                                                    ----------      ----------
 Cash At End Of Period                             $    11,296     $    21,071
                                                    ==========      ==========

 Supplemental Disclosure Of Cash Flow Information:
   Income taxes paid                               $       610     $       500
   Interest paid                                         6,000           4,800


 Supplemental Disclosure Of Non-Cash Transactions:
   Purchase of equipment through issuance of
     notes payable                                           -          69,256
   Offset cancellation of notes payable issued
     in connection with purchase of clinic
     assets against goodwill                           112,500               -
   Offset cancellation of stock issued in
     connection with purchase of clinic assets
     against goodwill and other assets                 718,125               -
   Offset reduction in valuation of clinic
     assets acquired against goodwill                  330,000               -



      See accompanying notes to these consolidated financial statements.

<PAGE>

                         AMERICAN HEALTHCHOICE, INC.
                               AND SUBSIDIARIES

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


 1. Organization and Summary of Significant Accounting Policies

 Organization - American HealthChoice, Inc.  and  Subsidiaries  (the  Company)
 consists of  a  parent company and twelve clinics providing medical, physical
 therapy,  and  chiropractic  services  in  San Antonio,  McAllen, Laredo, San
 Benito,  Corpus  Christi  and  Houston, Texas  and  New  Orleans,  Louisiana.
 Substantially all  of the Company's  revenues are  derived from chiropractic,
 physical therapy and medical  services  provided to individuals living in the
 vicinity of the clinics.

 Consolidation Policy - The  accompanying  consolidated  financial  statements
 include the accounts of the Company  and its  wholly-owned subsidiaries.  All
 material  inter-company  accounts  and  transactions  have been eliminated in
 consolidation.

 Net Patient Revenues - Revenue  is  recognized  upon performance of services.
 Substantially all of the Company's revenues are derived  from personal injury
 claims  and claims  filed on major medical  policies,  worker's  compensation
 policies,  Medicare  or  Medicaid.   Allowances  for  discounts  on  services
 provided  are  recognized  in  the periods  the  related  revenue  is earned.
 Allowances  are  maintained at levels  considered appropriate  by  management
 based  upon  historical  charge-off  experience  and   other  factors  deemed
 pertinent  by  management.  Fiscal 2003 and 2002  net patient revenues;  as a
 percentage of total revenues, for medical and chiropractic services  amounted
 to 8% and 92%, 9% and 91%, respectively.

 Cash Equivalents - For purposes of the statements of cash flows,  the Company
 considers  all  highly  liquid debt  instruments purchased with a maturity of
 three  months  or  less  to  be cash equivalents.  The  Company maintains its
 accounts at financial institutions located in Texas  and Louisiana.  The bank
 accounts  are  insured  by  the  Federal Deposit Insurance Corporation  up to
 $100,000.

 Capital  Leases  -  The  assets  and  related  obligations  for  property and
 equipment under capital leases are initially recorded at an amount  equal  to
 the present value of future minimum  lease  payments.  Assets  under  capital
 leases are amortized over the life of the lease or useful life of the assets.
 Interest  expense  is  accrued  on  the  basis of the outstanding obligations
 under capital leases.

 Advertising Costs - The Company's policy is  to expense all advertising costs
 in the period  in which advertising first takes  place.  Advertising  expense
 was approximately $891,000  and $894,000  for  the years ended  September 30,
 2003 and 2002 respectively.

 Property and Equipment, net - Property and equipment  are stated at cost less
 accumulated depreciation.  Depreciation is provided over the estimated useful
 lives of the related assets, primarily using straight-line methods.

 Income taxes  -  The  Company  accounts  for  income  taxes  under  Financial
 Accounting Standards Board (FASB)  Statement  No. 109, "Accounting for Income
 Taxes."   FASB  Statement  No.  109  requires  that deferred  income taxes be
 recorded  on  a  liability  method  for  temporary  differences  between  the
 financial reporting  and  tax bases of a company's assets and liabilities, as
 adjusted when new tax rates are enacted.

 Goodwill  -  The  Company  elected  to  adopt  the  provisions  of  Financial
 Accounting  Standard  ("FAS")  142,  "Goodwill and Other  Intangible  Assets"
 as  of  October 1, 2001.  This policy requires  an impairment  test, which is
 performed by the Company on an annual basis.  See footnote 5 to the financial
 statements.

 Recent Accounting Pronouncements - During  the  fiscal  year  ended September
 30, 2003, the Financial Accounting Standards  Board  ("FASB")  released  FASB
 Statement  No.  147,  "Acquisitions  of  Certain  Financial Institutions - an
 amendment of FASB Statements No. 72 and 144  and FASB  Interpretation No. 9",
 FASB  Statement  No.  148,  "Accounting  for  Stock  -  Based  Compensation -
 Transition and Disclosure - an amendment of FASB  Statement  No.  123",  FASB
 Statement No. 149, "Amendment of Statement 133  on Derivative Instruments and
 Hedging Activities",  and  Statement No. 150 Accounting for Certain Financial
 Instruments  with  Characteristics  of both  Liabilities  and  Equity."   The
 Company believes that  the  impact of  these  new standards  will  not have a
 material effect on the Company's consolidated financial position, results  of
 operations or disclosures.


 Use  of  Estimates  -  In  preparing  the  Company's  consolidated  financial
 statements,  management  is  required to  make estimates and assumptions that
 effect the amounts  reported in  these financial statements and  accompanying
 notes.  Actual  results  could differ  from  those  estimates.  The  accounts
 receivable allowance is a significant estimate.

 Earnings  per  Share  -  Basic  earnings  per  share  are  computed using the
 weighted-average number of common shares outstanding.  Diluted  earnings  per
 share are computed using the weighted-average common shares outstanding after
 giving  effect  to  potential  common  stock  from stock options based on the
 treasury stock method and assumed conversion of debentures.  If the result of
 assumed  conversions  is  dilutive,  the  average  shares   of  common  stock
 outstanding are increased.  The effect of potentially  dilutive securities at
 September 30, 2003 and 2002 was ant-dilutive.


 2. Clinic Acquisitions

 On  September 1, 2000,  the  Company  acquired  for  cash  and  stock all the
 operating assets of three Texas chiropractic clinics located  in  Laredo, San
 Benito and Corpus Christi.  The  total  acquisition  cost  was $6,000,000  of
 which $900,000 was paid in cash and $5,100,000 was paid through  the issuance
 of 34,000,000 shares of the Company's common stock.

 The  Asset  Sale  and  Purchase  Agreement  (the   "Agreement")  states  that
 20,000,000 shares from the 34,000,000 shares issued shall be placed in escrow
 for possible redemption by the Company based on the Earnings before Interest,
 Taxes, Depreciation  and Amortization ("EBITDA")  for  the  acquired  clinics
 during the two year period  commencing  September 1, 2000.  If  the  combined
 EBITDA of  the acquired  clinics  for the year ended August 30, 2001 does not
 reach $1,500,000, the Company shall  have the right to redeem a proportionate
 number of 10,000,000 shares based  on  the  percentage difference between the
 actual EBITDA for the period and $1,500,000.  The Company shall have the same
 right of redemption based on an additional  10,000,000  shares  for  the year
 ended August 30, 2002.  In addition, the Agreement provides  for  a  purchase
 adjustment  if  the  average  bid  price  is  below $.15 per share for the 90
 trading days before September 1, 2001 and September 1, 2002.  A proportionate
 number of additional shares will be issued  for  the  difference  between the
 actual  average  share  bid price and  $.15  based  on 24,000,000 shares  and
 10,000,000  at  September 1, 2001  and September 1, 2002,  respectively.  The
 calculation of additional shares to be issued shall be reduced for any shares
 redeemed  per  the  EBITDA adjustment.  To simplify the calculation of actual
 EBITDA,  the  calculation  period  was  changed  to  September 30,  2001  and
 September 30, 2002

 In June 2002,  the  Company initiated  a lawsuit against the former doctor at
 the San Benito clinic alleging violations of a non-compete agreement with the
 Company.  The doctor had held a 50% ownership interest  in the Corpus Christi
 clinic.  The  Company  agreed to  drop  the  lawsuit  in consideration of the
 doctor returning his portion  of the  proceeds  from the sale  of  the Corpus
 Christi clinic.  As a  result of this settlement agreed  to  on September 30,
 2002, the cash portion of  the  purchase was reduced by $112,500 and the note
 payable  by  the  same  amount.  In  addition,  the  doctor  agreed to return
 2,100,000 shares from the initial 14,000,000 shares issued in September 2000,
 1,250,000 from the  September  2001  escrow  shares  and 1,250,000  from  the
 September 2002 escrow shares. See Footnote 6 "Notes Payable"  and Footnote  7
 "Related Party Transactions."

 The  actual  average daily  closing  bid price  for  the  common stock of the
 Company  for the  90 trading  days before  September 1, 2001 was $.0273.  Per
 the Agreement, as revised  for the lawsuit settlement,  the  Company  has the
 obligation to issue  an additional 53,487,000 shares for the price difference
 on the initial adjusted  11,900,000  shares  issued  as of September 1, 2000.
 For the year ended September 30, 2001,  the combined EBITDA  for the acquired
 clinics was $585,000.  Since the actual EBITDA was 61%  less than $1,500,000,
 the Company  has  the  right  to  redeem  5,378,000  shares  of the 8,750,000
 adjusted  shares  for this  period.  Finally,  per the agreement, the Company
 has  the obligation  to  issue  an additional 15,141,000 shares for the price
 difference on the 3,372,000 shares  due  on  the  actual  EBITDA for the year
 ended September 30, 2001.

 The  actual  average  daily  closing  bid  price  for the common stock of the
 Company for the  90  trading  days before September 1, 2002  was $.01.  Since
 the  actual EBITDA was 89% less than $1,500,000, the Company has the right to
 redeem  7,786,000  shares  of  the 8,750,000 shares for this period.  Per the
 agreement,  the  Company has the obligation to issue an additional 13,482,000
 shares  for the price  difference  on  the  964,000 shares due  on the actual
 EBITDA for the year ended September 30, 2002.

 Based on the above calculations, as adjusted, the Company  has the obligation
 to issue an additional 53,487,000 shares for the initial shares;  15,141,000
 shares for the 2001 EBITDA; 13,482,000 for the 2002 EBITDA. Per the agreement
 revised for the lawsuit settlement, the Company would  be obligated to  issue
 an  additional  82,110,000  shares  in  total  as of September 30, 2002.  The
 Company  is  currently  in  negotiations  with  the  sellers  to  modify  the
 Agreement,  which  could possibly reduce the number of additional shares that
 would be issued to satisfy the obligation of the Company.

 The  acquisition has been accounted for as a purchase.  The fair value of net
 assets  acquired,  primarily patient accounts receivable, was recorded in the
 amount of $2,150,000.  The excess of the total acquisition cost over the fair
 value of the net assets acquired  in the amount of $3,850,000 was recorded as
 goodwill on the September 1, 2000 acquisition  date.  Based  on  a subsequent
 review  of  assets  acquired,  the amount  of goodwill was increased $656,000
 and  the  fair  value  of  assets reduced by the same amount.  See footnote 5
 "Goodwill."


 3. Obligations in Default

 In September 2000,  the  Company  issued  a note in the amount of $900,000 in
 connection  with  the  acquisition  of  three  clinics, which was  reduced to
 $787,500  in  connection  with  a  lawsuit settlement in September 2002.  See
 Footnote 2 "Clinic  Acquisitions."  An  additional  note  in  the  amount  of
 $50,000 was issued in  December 2000.  Both notes were due September 1, 2002.
 The  total obligation in default,  including accrued interest, was $1,040,000
 as of September 30, 2003.  See Footnote 7 "Related Party Transactions."

 At September 30, 2003,  the  Company was delinquent on payments, according to
 the Plan of Reorganization  confirmed  by  the  Bankruptcy Court in September
 2000,  to  unsecured  creditor  claims and insider  claims  in the amounts of
 $528,000 and $625,000, respectively.  Fewer than five creditors  have pursued
 collection  of  claims due under the Plan of Reorganization.  The Company was
 able to meet  these  payments of approximately $25,000 and avoid legal action
 on the part of these creditors.

 As of September 30, 2003,  the  Company  was  delinquent  on payments due the
 Internal  Revenue Service ("IRS") for payroll taxes for the quarterly periods
 ended  December 31, 2003 and  December 31, 1999 in the approximate amounts of
 $100,000 and $40,000, respectively.  In  addition, the Company was delinquent
 on  penalties and interest assessments due on delinquent tax payments for the
 first  and  second  quarters  of  2001 and  the  fourth quarter of 1999.  The
 Company  is in  the process of  negotiating a  reduction in the assessment of
 penalties and interest for these periods.  However,  there  are no assurances
 that  the  IRS  will  not  pursue  action,  which  could  result  in  adverse
 consequences to the Company.

 At the present time,  Management  does  not  foresee any additional unsecured
 creditors initiating legal action in regards to past  due  payment of claims.
 The  Company  is  also  in the process  of negotiating  an extension  on  the
 principal and interest due the note holder.  However, there are no assurances
 that  an individual  creditor  or  group  of creditors  will not pursue legal
 action which could result in adverse consequences to the Company.


 4. Property and Equipment

 Property and equipment consists of the following:

                                                 Useful Life    9/30/2003
                                                 -----------    ----------
    Land                                                   -   $   120,000
    Building and leasehold improvements           2-39 years        56,917
    Furniture and equipment, including
      equipment under capital leases              5-15 years       547,149
    Automobiles                                      5 years        96,552
    Less accumulated depreciation
      and amortization                                            (470,177)
                                                                ----------
                                                               $   350,441
                                                                ==========


 5. Goodwill

 Following is an analysis of goodwill recorded in connection with the
 acquisition of three clinics at September 1, 2000.


              Date                        Transaction                Amount
 -----------------------------   ---------------------------       ----------
 September 1, 2000               Initial purchase allocation      $ 3,850,000
                                 Amortization expense                 (32,000)
                                                                   ----------
 Balance at September 30, 2000                                      3,818,000

                                 Adjust purchase allocation           331,000
                                 Amortization expense                (424,000)
                                                                   ----------
 Balance at September 30, 2001                                      3,725,000

                                 Adjust purchase allocation           325,000
                                 Reduce purchase price               (802,000)
                                 Impairment                          (900,000)
                                                                   ----------
 Balance at September 30, 2002                                      2,348,000

                                 Impairment                        (1,000,000)
                                                                   ----------
 Balance at September 30, 2003                                    $ 1,348,000
                                                                   ==========

 The Company elected  to adopt the provisions of Financial Accounting Standard
 ("FAS") 142, "Goodwill  and  Other  Intangible Assets" as of October 1, 2001.
 This pronouncement addresses the issue of proper accounting and reporting for
 intangible assets, such as purchased goodwill.  FAS 142 modified the purchase
 method  of  accounting  by  eliminating  the  amortization  of  goodwill  and
 substituting  an  impairment  test.  In this regard,  the  Company engaged an
 independent valuation  firm to conduct the impairment test as of December 31,
 2001.  For testing purposes the "reporting unit",  as prescribed  by FAS 142,
 was the three clinics acquired in September 2000 for a  total purchase  price
 of $6,000,000.

 The  first step  of  the  goodwill  impairment  testing  process  involves  a
 "carrying amount comparison" that compares the  fair  value  of the reporting
 unit to its carrying value.  If fair value  exceeds  carrying  value, then no
 further testing is required.  With  respect to the valuation of the reporting
 unit, the firm relied on the results  of  the income approach.  In connection
 with this approach, the firm utilized the discounted cash flow method.  Based
 on the  income  approach,  in  the opinion of the independent valuation firm,
 the  fair value of the net assets of the reporting unit exceeded the carrying
 value  as of December 31, 2001.  Thus, goodwill of the reporting unit was not
 impaired.

 For  the  twelve  month  period  ended  September 30, 2002,  operating income
 for the  reporting  unit  was  $163,000  compared to $585,000  for the twelve
 month  period  ended  September 30, 2001.  Due  to the substantial decline in
 operating  income,  the  Company  engaged an  independent valuation  firm  to
 conduct  the  impairment test  as of September 30, 2002.  Based on the income
 approach, in the opinion of the independent valuation firm, the fair value of
 the  net  assets  of  the  reporting unit was $4,000,000.  Since the carrying
 value of the reporting unit was approximately $4,900,000, the Company elected
 to record an impairment loss of $900,000.

 For the twelve month period ended September 30, 2003 operating income for the
 reporting units  was $211,000  of which $133,000 was operating income for the
 three  months  ended September 30, 2003,  prior  to inclusion of  a corporate
 expense allocation  in the fair value calculation.  Using the income approach
 and  calculation  assumptions  consistent  with  the  prior  year,  with  the
 exception  of the inclusion  of a corporate expense allocation in the current
 year  in  the amount  of  $130,000,  the fair value of the net assets  of the
 reporting unit was estimated  to be approximately  $3,500,000 as of September
 30, 2003, in the opinion of the independent valuation firm.   This fair value
 amount  was less than  the $4,500,000  carrying  value of the reporting unit.
 Therefore,  the Company  has recorded an impairment loss  of $1,000,000 as of
 September 30, 2003 and for the three month period then ended.


 6. Notes Payable and Capital Lease Obligation

                                                      9/30/2002     9/30/2003
                                                      ---------     ---------
    Acquisition note payable                         $  837,500    $  837,500
    Notes payable secured by automobiles                 16,785        78,588
    Other notes payable and capital lease obligation     63,671        56,788
                                                      ---------     ---------
                                                     $  917,956    $  972,476
                                                      =========     =========

 The acquisition note payable  is  to  an  investment  group, in which certain
 officers and directors, and a beneficial  owner of more than 5% of the common
 stock have a financial interest.  The note bears interest at 8% per annum and
 was due August 31, 2002.  As  additional  consideration, the investment group
 was issued 9,500,000 shares of  restricted  common stock with a fair value of
 $0.025 per share.  In connection with a  lawsuit  settlement, the  number  of
 shares was  reduced  to 8,375,000 as  of September 30 2002.  These  financing
 costs  were  amortized  over  the  term  of the loan.  See Footnote 2 "Clinic
 Acquisitions" and Footnote 7 "Related Party Transactions."


 7. Related Party Transactions

 Belair  Capital  Group,  Ltd. ("Belair"), a Nevada limited liability company,
 is  the  holder of  a  $900,000  note  payable  issued in connection with the
 acquisition of three clinics in September 2000 and another loan of $50,000 in
 December 2000.  In addition, the Company issued  9,500,000  shares  of common
 stock to Belair as further consideration.  The principal  amount  of the note
 was reduced to $837,500 and the number of shares  to  8,375,000 in connection
 with a lawsuit settlement  as  of  September 30, 2002.  See Footnote 6 "Notes
 Payable" and Footnote 2 "Clinic Acquisitions."

 The note payable of $837,500 and the 8,375,000 shares  of  common  stock  are
 the sole assets of Belair.  The following shareholders  are  also  members of
 Belair: the president and CEO (51% member interest),  a principal shareholder
 and board member  (19% member  interest),  and  the seller  of the clinics, a
 beneficial  owner  of  more than 5% of the outstanding stock at September 30,
 2001 (30% member interest).

 On October 1, 2000,  the  Company entered into new employment agreements with
 the President and CEO,  the  Chief Financial Officer  and,  a director of the
 Company,  who  is  also the director  of the New Orleans, Louisiana  clinics.
 As consideration for entering  into  these  agreements,  the  Company  issued
 5,200,000 shares  of common stock to the President and CEO, 500,000 shares of
 common stock to the CFO and 3,215,000 shares to the director

 Since January 2003, the corporate office of the Company has been located in a
 building  leased  from the President and CEO.  The monthly rent is $2,200 per
 month.  The agreement is informal with no specified term.


 8. Lease Commitments

 Rent  expense  for  the  years  ended September 30, 2002 and 2003 amounted to
 approximately $391,000  and  $343,000,  respectively.  Future  minimum  lease
 payments  under  operating  leases  with  terms  in excess of one year are as
 follows:

                       Years ended September 30,
                       -------------------------
                       2004                           $  208,000
                       2005                               78,000
                       2006                               39,000
                                                       ---------
                       Total minimum lease payments   $  325,000
                                                       =========


 9. Convertible Debentures

 As  part  of the  Plan  of  Reorganization  confirmed by  the  United  States
 Bankruptcy  Court  on  August 8, 2000  and effective  September 9, 2000,  the
 holders  of  the  August 1998  Regulation  D  Debentures  agreed  to  replace
 debentures  in  the  principal amount of  $3,385,000  and accrued interest of
 $312,000 as of October 19, 1999 with new three year debentures  dated  August
 24, 2000.  The issuance of these new debentures replaced  and  superceded any
 prior debt obligation of the Company to  the  holders  of  the  Regulation  D
 debentures.  The  new  debentures  are  convertible into 20,475,000 shares of
 common  stock  at  the holder's  option at  any  time  during the term of the
 debentures.

 Per  the  new  debenture  agreement,  in  satisfaction of its obligation, the
 Company issued 20,475,000 shares of common  stock on September 19, 2000 to an
 escrow trustee designated by the debenture holders.  At  any  time during the
 three period ended August 24, 2003, upon receipt of a conversion  notice from
 the  debenture  holders,  the  escrow  trustee  will  instruct  the Company's
 transfer agent to issue a portion of the  20,475,000 shares  in the  name  of
 individual debenture holders.  Pursuant  to Section 1145 of the United States
 Bankruptcy Code, the shares then issued to the  debenture  holders are exempt
 from registration under the Securities Act of 1933.  Upon conversion  by  the
 debenture holders of a specified number of the 20,475,000 shares  held by the
 escrow trustee, the Company  will transfer  a proportionate amount in dollars
 of  the  $3,697,000  principal  of the  new  debentures  to  common stock and
 additional  paid in capital included in stockholders' equity.  Until the time
 of conversion, the debenture  holders  will have no shareholder  rights as to
 the 20,475,000 issued by the Company  in  settlement  of  its  obligation  in
 September 2000.

 Based  on conversion  notices  received,  the principal amount of outstanding
 debentures was reduced by $2,386,600 and the number of issued and outstanding
 common  stock  increased  by  13,216,507 shares  for  the  fiscal year  ended
 September 30, 2001.  There  were  no  conversions  for  the fiscal year ended
 September 30, 2002.

 Per the new debenture agreement  any  portion  of the debentures which remain
 outstanding as  of the August 24, 2003 maturity date  will  be  automatically
 converted into shares  of  common stock.  As of the maturity date, there were
 7,258,493 unconverted shares  with  a  principal  amount  of $1,310,400.  The
 Company sent a notice of conversion to the escrow trustee on August 25, 2003.
 As  of  December 15, 2003  the  escrow  trustee  has  not  sent  notices   of
 conversion to the Company's transfer  agent.  Per the agreement, the  Company
 can not cause the unconverted  portion  to  be  automatically  converted into
 common shares.  Therefore the Company will continue to  report the  principal
 amount on the balance as a current liability until  the proper notice is sent
 to  the  transfer  agent.  If  the notice is note sent by March 31, 2004, the
 Company may pursue legal remedies.


 10. Stockholders' Equity

 On  September 30, 2003  the  Company  issued  15,000,000 shares of restricted
 common stock to the president and CEO per  an employment  agreement  for  the
 three  year  period  ended  September  30,  2003.  The  employment  agreement
 provides for the payment of $50,000  of  restricted  stock  per year for each
 year  of  employment.  The shares  were issued  at a price of $.01 per share,
 which   was   based  on  the  average  market  over  the  period  and  giving
 consideration that the issued shares have a "Rule 144" restrictive legend.

 The  holders  of  any preferred stock, which might be issued, shall have such
 rights,  preferences  and  privileges  as  may be determined by the Company's
 board of directors. Currently there are no holders of preferred stock.


 11. Concentration of Credit Risk

 In  the  normal  course  of  providing  health care services, the Company may
 extend credit to patients without  requiring  collateral.  Each  individual's
 ability  to  pay  balances  due  the  Company  is  assessed  and reserves are
 established to provide for management's  estimate of uncollectible  balances.
 Future revenues  of  the Company  are largely dependent on third-party payors
 and  private  insurance  companies, especially in instances where the Company
 accepts assignment.

 The Company's trade receivables at September 30, 2002 and 2003 consist of the
 following, stated as a percentage of total accounts receivable:


                                                        2002      2003
                                                        ----      ----
       Personal injury claims                             74%       69%
       Medical claims filed with insurance companies       8        10
       Workman's compensation claims                       8         9
       Other claims                                       10        12
                                                        ----      ----
                                                         100%      100%
                                                        ====      ====

 12. Income Taxes

 There  are  two  components  of  income  tax provision, current and deferred.
 Current  income  tax  provisions approximate  taxes  to  be  paid or refunded
 for the applicable  period.  Balance  sheet  amounts  of deferred  taxes  are
 recognized  on  the temporary  differences  between  the bases  of assets and
 liabilities  as measured  by  tax   laws  and  their bases as reported in the
 financial statements.  The measurement  of  deferred tax  assets  is  reduced
 if necessary, by the amount of any tax  benefits  that,  based  on  available
 evidence, are not expected to  be  realized.  Deferred tax expense or benefit
 is  then  recognized  for  the  change in deferred tax liabilities or  assets
 between periods.

 The  principal  differences  resulting  in  deferred  taxes are the financial
 statement  bases  versus  the tax bases of amortization of goodwill, vacation
 accrual, employee stock options, and net operating loss carryovers.

 The net deferred tax assets in the consolidated  balance  sheet  at September
 30, 2003 are as follows:


                                                   Current        Non-current
                                                  ---------       -----------
    Deferred tax assets:
      Vacation accrual                           $    4,400     $           -
      Compensation accrual                          151,200                 -
      Interest accrual                               77,200                 -
      Goodwill                                            -           241,100
      Net operating loss carry-forwards                   -         6,213,900
                                                  ---------       -----------
        Total assets                                232,800         6,455,000

    Deferred tax liabilities:
      Employee stock options                              -           (24,000)
                                                  ---------       -----------
        Net deferred tax assets                     232,800         6,431,000
        Less valuation allowance                   (232,800)       (6,431,000)
                                                  ---------       -----------
                                                 $        -      $          -
                                                  =========       ===========

 At September 30, 2003,  the  Company has net operating loss carry forwards of
 approximately $16,570,000 to offset future taxable income.  The net operating
 loss carry forwards expire  in  varying  amounts  from  2009 through 2023.  A
 valuation allowance was established  to reduce the net deferred tax asset for
 the amounts that will  more  likely  than  not  to  be  unrealized.  The  net
 increase  in  valuation  allowance  for the year ended September 30, 2003 was
 approximately  $296,000.  This increase  is  due  to  the  current  year  net
 operating loss, which is more likely than not to be unrealized.


 13. Stock Options and Warrants

 In August 1995,  the Company adopted its 1995 Employee Stock Option Plan (the
 "Employee Plan") under  which  options to purchase shares of common stock may
 be issued to employees and consultants of the  Company.  The Company reserved
 1,000,000 shares of Common Stock for  issuance under the Employee Plan.  Also
 in  August  1995,  the Company  adopted  the 1995 Non-Employee Director Stock
 Option Plan (the "Director Plan") which provides for the grant of options  to
 directors of up to 250,000 shares that  do not  qualify  as "incentive  stock
 options" under the Internal Revenue Code of 1986.

 There  were  no  options  granted,  cancelled, expired or exercised under the
 Employee Plan or Director Plan during the two years ended September 30, 2003.
 The  number of outstanding  and exercisable shares is 1,017,500.  The options
 have a five year term  with expiration dates through December, 2005.  The per
 share price is $0.05 and the total option price is $50,900.

 In  compliance  with  SFAS  No.  123,  the  Company  recognizes  and measures
 compensation costs related to the Employee Plan utilizing the intrinsic value
 based method.  Accordingly, no compensation cost has been recorded.

 Had compensation expense been determined on the fair value of awards granted,
 net income and net income per share would have been as follows:


                                     2002                       2003
                                     ----                       ----
                          As Reported   Pro forma     As Reported   Pro forma
                          -----------   ---------     -----------   ---------
 Net income (loss)       $(3,053,104)  $(3,053,104)   $   791,386  $  791,386

 Net income (loss)
  per share              $     (0.03)  $     (0.03)   $     (0.01) $    (0.01)


 14. Stock Purchase Plans

 In August 1995,  the  Company  adopted  its 1995 Employee Stock Purchase Plan
 (the  "Stock  Purchase  Plan"),  effective  October  1,  1995,  which  allows
 employees  to acquire  common  stock of the Company at 85% of its fair market
 value from payroll deductions received  from  the employees.  The Company has
 reserved  a  total  of  250,000  shares of  its  common  stock  to be sold to
 eligible employees under  the Stock Purchase Plan.  As of September 30, 2002,
 no employees were participating  in the Stock  Purchase  Plan.  In July 1997,
 the  Company  adopted  its  1997 Executive Stock Bonus Plan ("Executive Stock
 Bonus Plan") under which  options  to  purchase shares of common stock may be
 issued to employees of the Company.  The  Company  reserved 260,870 shares of
 Common Stock for issuance under the Executive Bonus  Plan.  As  of  September
 30, 2002,  190,475  shares  have  been issued under the Executive Stock Bonus
 Plan.



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

 None to report

<PAGE>


                                   PART III

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


      DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

 The following table sets forth information regarding the executive officers
 and directors of the Company.

        Name             Age           Position                   Since
        ----             ---           --------                   -----
 Joseph W. Stucki, D.C.   45   President, Chief Executive      March 1995
                               Officer and Chairman of the
                               Board of Directors

 John C. Stuecheli        56   Chief Financial Officer,        January 1999
                               Vice President and Secretary

 Jeffrey Jones, D.C.      42   Director                        March 1995

 Michael R. Smith, M.D.   45   Director                        December 1996

 V. John Mansfield        56   Director                        June 1998

 James Roberts            44   Director                        June 1998


      Joseph  W.  Stucki,  D.C.   Dr.  Stucki  is  Chairman  of  the  Board of
 Directors,  Chief Executive Officer and President of the Company.  Dr. Stucki
 has  been  a  licensed  chiropractor for approximately 20 years.  In May 1983,
 he  founded  United  Chiropractic  Clinics,  Inc.  and,  as  its Chairman and
 President,  purchased  or  developed  and  opened  approximately  84   multi-
 disciplined   clinics    (chiropractic,   medical,   physical   therapy   and
 diagnostic).  From  1988 through  1995,  Dr.  Stucki served  as  Chairman and
 Chief  Executive  Officer  of United Health Services.  United Health Services
 developed approximately  150  franchises  throughout the  United States.  Dr.
 Stucki has been a consultant to health care organizations on  various  issues
 including  practice  management,  strategic  development,  and   mergers  and
 acquisitions.  Dr.  Stucki  has  authored   several  papers  and  manuals  on
 practice  management  and  has  been  a guest  speaker on health care issues.
 Dr. Stucki is a member of various national, state, and local organizations.

      John C. Stuecheli  Mr. Stuecheli  became  Chief Financial Officer,  Vice
 President  of  Finance  and  Secretary  of  the Company in January 1999.  Mr.
 Stuecheli was first employed by the Company in  November 1998  as Controller.
 From  November 1996  to  October 1998,  Mr. Stuecheli  was  Vice President of
 Finance  and  Chief  Financial  Officer  for  Irata, Inc., a manufacturer and
 operator  of  photo booths  and other vending equipment.  From September 1993
 to October 1996,  he  was an independent consultant specializing in financial
 restructuring.

      Jeffrey Jones, D.C.  Dr. Jones  is a Director of the Company.  He is the
 Clinic  Director  of  the United  Chiropractic  Uptown  Clinic,  New Orleans,
 Louisiana,  owned by a  subsidiary of the Company.  He obtained his Louisiana
 Doctor  of Chiropractic license  in July 1985, and began his association with
 the United Chiropractic Uptown clinic  shortly thereafter.  In  the past, Dr.
 Jones  has  acted  as  Regional  Manager  of  other  United  Clinics  in  the
 greater  New Orleans area.  He is  a  member  of the Chiropractic Association
 of  Louisiana,   The  Union  of  Chiropractic  Physicians  and  the  American
 Chiropractic Association.

      Michael R. Smith, M.D.  Dr. Smith  became  a  Director of the Company in
 December 1996.  Dr. Smith, a practicing physician board  certified  in family
 practice,  was employed  by  the Company from September 1994 to December 2000
 and  rejoined the Company in September 2003.  He provides medical services at
 two of  the  Company's  clinics  and  serves as the  Medical Director for the
 Company's  Texas  clinics.  He  also serves  on the Board of Directors of AHC
 Physicians Corporation, Inc.,  a  subsidiary of the Company.  From  June 1992
 through August 1994, Dr. Smith was an employee and then partner  at the Texas
 Trauma  Rehabilitation  Association.  Dr. Smith graduated from The University
 of Texas Medical Branch in 1984.

      V. John Mansfield.  Mansfield  became a  Director of the Company in June
 1998.  He has been the President and Chief Executive Officer of  Axis Capital
 LLC  since  May 1997.  Axis Capital LLC, a privately owned company located in
 Atlanta,  Georgia,  provides  advisory  services for companies in transition,
 including start-ups,  turnarounds,  new  growth  initiatives  and mergers and
 acquisitions.

      James Roberts.  Mr. Roberts  became  a  Director of  the Company in June
 1998.  He  has  been  the  Managing  Director  of The Center For Church-Based
 Training,  located  in  Dallas,  Texas,  since  February  1999.  He  was  the
 President  of  Health  Dental Plus, Inc. from September 1993 to January 1999.
 Center  For  Church-Based   Training,  a  non-profit  organization,  provides
 advisory  services  to  churches  and other  religious organizations.  Health
 Dental Plus, Inc.  is  engaged  in  the marketing of dental benefits plans to
 employer groups and individuals.

      Members  of  the Company's Board of Directors are elected to hold office
 until  the  next meeting  of  stockholders  and  until  their  successors are
 elected  and  qualified.  Officers  are  elected  to  serve  subject  to  the
 discretion  of  the  Board  of Directors until their successors are appointed
 and have qualified.

      The committees of the Company's Board of Directors are as follows:

           Audit Committee          V. John Mansfield, Chairman
                                    James Roberts

           Compensation Committee   James Roberts, Chairman
                                    V. John Mansfield
                                    Dr. Joseph W. Stucki


      The Company does not have a Nominating Committee.


  Compliance With Section 16(a) Of The Securities Exchange Act Of 1934

      Section  16(a)  of the Securities Exchange Act of 1934 requires that the
 Company's officers and directors,  and  persons who own more than ten percent
 (10%) of a registered class of the  Company's  equity securities file reports
 of  ownership  and  changes  in  ownership  with  the Securities and Exchange
 Commission ("SEC") and with the exchange  on  which  the Company's securities
 are traded.  Such reporting persons are required by SEC regulation to furnish
 the Company with copies of all Section 16(a) forms so filed.  Based solely on
 a review of Forms 3, 4 and 5 and amendments thereto  furnished to the Company
 pursuant to Rule 16a-3(e) promulgated under the  Securities  Exchange  Act of
 1934, or upon written representations received by the Company, the Company is
 aware of the following failures to file by reporting persons.

      None to report.



 ITEM 10. EXECUTIVE COMPENSATION


                         Executive Compensation

      The  following  table  sets  forth  information  concerning all cash and
 non-cash compensation  awarded  to, earned by, or paid to the Company's Chief
 Executive Officer  and Chief Financial Officer  for  the  last  three  fiscal
 years.  No other executive officer of the Company who was serving  at the end
 of  fiscal  2002  earned  more  than $100,000 of annual base compensation for
 services in all capacities to the Company and its subsidiaries.


<TABLE>
                    Summary Compensation Table

                                                             Long-Term Compensation
                                                             ------------------------
                               Fiscal Year     Annual        Restricted   Securities
  Name and Principal             Ending     Compensation       Stock      Under-lying     All other
    Position                  September 30    Salary ($)     Awards ($)   Options (#)  Compensation ($)
  --------------------------  ------------   -----------     -----------  -----------  ----------------
  <S>                           <C>           <C>            <C>           <C>           <C>
  Dr. Joseph W. Stucki          2003           262,950 (5)    150,000 (6)
  Chairman of the Board,        2002           262,950 (4)
  President and                 2001           262,950        130,000 (1)   20,000 (3)
  Chief Executive Officer

  John C. Stuecheli             2003            90,500
  Vice President, Chief         2002           110,000
  Financial Officer             2001           110,000         12,500 (2)
  and Secretary

 ___________________________

   (1) As consideration for entering into a new three year employment
       agreement, Dr. Stucki was issued 5,200,000 shares of restricted
       stock at a price of $0.025 per share.

   (2) As consideration for entering into a new three year employment
       agreement, Mr. Stuecheli was issued 500,000 shares of restricted
       stock at a price of $0.025 per share.

   (3) Options granted under the Director Plan.

   (4) Dr. Stucki deferred $180,000 in compensation.

   (5) Dr. Stucki deferred $180,000 in compensation.

   (6) Per the three year employment agreement ended September 30, 2003,
       Dr. Stucki was issued 15,000,000 shares of restricted common stock
       at $0.01 per share, which was the average price for the period of
       the agreement.

</TABLE>


                    Stock Option and Stock Purchase Plans

      The  following  tables  set  forth  the number of options granted to the
 Company's  Chief Executive Officer  and Chief Financial Officer during fiscal
 2003  and  the value of the unexercised options held by them at September 30,
 2003.

                    Option/SAR Grants in Last Fiscal Year
                    -------------------------------------

                          Number of      % of
                         Securities      Total
                           Under-      Options/
                            lying        SARs
                          Options/      Granted    Exercise
                            SARs          to        or Base
                           Granted     Employees     Price     Expiration
   Name                      (#)     In Fiscal Year  ($/Sh)       Date
  --------------------   -----------  ------------   -----     -----------

                            None to report.

 ___________________



              Aggregate Option/SAR Exercises in Last Fiscal Year
              --------------------------------------------------
                  And Fiscal 2003 Year-End Option/SAR Values
                  ------------------------------------------

                                                    Number of
                                                   Securities       Value of
                                                   Underlying      Unexercised
                                                   Unexercised     In-the Money
                                                   Options/SARs    Options/SARs
                           Shares                  At FY-End (#)   At FY-End ($)
                          Acquired     Value
                        On Exercise   Realized     Exercisable/     Exercisable/
   Name                     (#)         ($)       Unexercisable    Unexercisable
  --------------------  ------------  --------    --------------   -------------

  Dr. Joseph W. Stucki      None        None        20,000/   -         None

  John C. Stuecheli         None        None        42,500/   -         None
 ____________________


                            Employee Benefit Plans

      In August 1995,  the Company adopted its 1995 Employee Stock Option Plan
 (the "Employee Plan") under  which options to purchase shares of Common Stock
 may be issued to employees  and  consultants  of  the  Company.  The  Company
 reserved  1,000,000  shares of  Common Stock for issuance  under the Employee
 Plan.  Also  in  August 1995,  the  Company  adopted  the  1995  Non-Employee
 Director  Stock  Option  Plan (the "Director Plan")  which  provides  for the
 grant of options to directors of up to 250,000 shares that do not qualify  as
 "incentive  stock  options"  under  the  Internal  Revenue  Code of 1986.  In
 addition,  the  Company  adopted  its  1995 Employee Stock Purchase Plan (the
 "Stock Purchase Plan"), effective October 1, 1995,  which allows employees to
 acquire  Common  Stock  of  the Company  at 85% of its fair market value from
 payroll deductions received from the  employees.  The  Company has reserved a
 total of 250,000 shares of its Common Stock to be sold to  eligible employees
 under  the  Stock  Purchase  Plan.  In  October 1996,  the Board of Directors
 amended each of the Employee Plan, the Director Plan, and the  Stock Purchase
 Plan to clarify various matters concerning the administration of  such plans.
 In  July 1997,  the  Company  adopted  its  1997  Executive  Stock Bonus Plan
 ("Executive Stock Bonus Plan")  under  which  options  to  purchase shares of
 Common  Stock  may  be  issued  to  employees  of  the  Company.  The Company
 reserved  260,870  shares  of Common Stock for  issuance under  the Executive
 Bonus Plan.  The following table  presents  the number  of  shares issued  or
 options granted under each of the Plans as of September 30, 2002:

                                      Options
                                  Granted/Shares       Option Shares
        Plan                          Issued             Exercised
    -------------                     -------            ---------

    Employee Plan                     827,500                0

    Director Plan                     190,000                0

    Stock Purchase Plan                     0                0

    Executive Stock Bonus Plan        190,475                0


                          Compensation of Directors

      The  Company  pays  its  Directors  $1,500  for  each  Board of Director
 meeting  attended  in person and $250 for each telephonic Board meeting.  The
 Company  reimburses all  Directors  for   reasonable  out-of-pocket  expenses
 incurred in  connection with  attending Board of Director meetings.  Pursuant
 to  the  Director  Plan, all non-employee directors receive, at the beginning
 of  each fiscal  year,  a  5-year  option to purchase 50,000 shares of common
 stock at an exercise price determined  by  the Board of Directors at the time
 of  grant.  Also,  pursuant  to  the  Director Plan,  all  employee directors
 receive,  at  the beginning  of each fiscal year, a 5-year option to purchase
 20,000  shares  of  common stock at an exercise price determined by the Board
 of  Directors  at  the  time of grant.  In November 2000, options to purchase
 1500,000  and  40,000  shares  were  granted  to  non-employee  directors and
 employee directors, respectively.  The exercise price was $0.05 per share.


                            Employment Agreements

      Effective  October 1,  2000,  the  Company  entered  into  a  three-year
 employment  agreement  with  Dr. Joseph W. Stucki  to  serve as President and
 Chief   Executive   Officer  of   the  Company  for  an  annual  base  salary
 of $250,000.   As  added  consideration  for  entering  into  the  employment
 agreement,  Dr. Stucki received 5,200,000 shares of common stock.  The shares
 bear  a  "Rule  144"   restrictive  legend  and  are  valued  at  $0.025  per
 share,  which  is  the estimated fair market value as of October 1, 2000.  In
 addition, at the end  of  each year of employment he will receive a number of
 shares of the Company's common  stock  equivalent  to  $50,000  and,  if  the
 Company  reports  EBITDA of $1,000,000 or more  for  the  fiscal  year  ended
 September 30, 2001,  he  will  receive a  performance  bonus of $20,000.  Dr.
 Stucki  is  also  entitled  to  a  car  allowance  of  $1,000  per  month and
 reimbursement   of  up  to  $1,500  per  year   for  continuing  professional
 education.  In the event of termination of  the agreement  for  any reason by
 the Company or Dr. Stucki, he will be entitled to  a  severance pay  equal to
 twelve  months of his full salary.  After a change of control of the Company,
 as  defined  in  the  employment  agreement,  if  Dr. Stucki's  employment is
 terminated,  he  terminates his employment, his duties are changed or certain
 other  specified  events  take  place,  he  will  be  entitled to a severance
 payment  equal  to  twice  his effective annual compensation, together with a
 continuation of all employee benefits for two years.

      Effective October 1, 2002,  United Chiropractic Clinic  of Uptown, Inc.,
 a  subsidiary  of  the  Company, entered into a one year employment agreement
 with Dr. Jeffrey Jones as  a  clinic director providing chiropractic services
 at the New Orleans Uptown clinic  for  an annual base salary of $180,000.  He
 is also entitled  to  standard  employee  benefits  and a term life insurance
 policy of $500,000.

      Effective  October  1, 2000,  the  Company  entered  into  a  three-year
 employment  agreement  with  John C. Stuecheli  to  serve as  Chief Financial
 Officer  and  Secretary of the Company for an annual base salary of $110,000.
 As  added  consideration  for  entering  into  the  employment agreement, Mr.
 Stuecheli received  500,000  shares of common stock.  The shares bear a "Rule
 144"  restrictive  legend  and  are  valued at $0.025 per share, which is the
 estimated  fair  market  value  as  of  October 1, 2000.  In addition, if the
 Company  reports  EBITDA  of  $1,000,000  or  more  for the fiscal year ended
 September  30,  2001,  he  will  receive  a  performance  bonus  of  $10,000.

      As of December 31, 2003,  Dr. Stucki,  Dr. Jones  and Mr. Stuecheli have
 not entered into  new employment contracts with the Company  but intend to do
 so by March 31, 2004.


 ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      The  following  table  sets forth information regarding the ownership of
 the  Company's  Common  stock  as  of  December 31, 2003,  by  (i) each known
 beneficial  owner  of  more  than five percent (5%) of the outstanding Common
 Stock,  (ii)  each  Director,  (iii)  each  executive  officer,  and (iv) the
 executive officers and Directors as a group.  All share numbers are  provided
 based  on information supplied to management of the Company by the respective
 individuals  and  members  of the group.  Unless otherwise indicated, each of
 the stockholders has sole voting  and  investment  power  with respect to the
 shares beneficially owned.

                                                 Number of      Percent of
                                                  Shares           Class
                                                 ----------        -----

  David P. Voracek, D.C.  (1)                    16,780,356         16.3%
  2025 Tartan Trail
  Highland Village, Texas 75077

  Joseph W. Stucki, D.C.  (2)                    46,224,727         44.8%
  2221 Justin Road, Suite 119-154
  Flower Mound, Texas 75028

  Jeffrey Jones, D.C.     (3)                    11,749,151         11.4%
  807 S. Carrollton Avenue
  New Orleans, Louisiana 70118

  John C. Stuecheli       (4)                       649,500             *
  2221 Justin Road, Suite 119-154
  Flower Mound, Texas 75028

  Michael R. Smith, M.D.  (5)                       421,167             *
  118 Canyon Circle
  Boerne, Texas 78006

  James Roberts           (6)                        59,500             *
  6712 Biltmore Pl.
  Plano, Texas 75023

  V. John Mansfield       (7)                        50,000             *
  10956 Big Canoe
  Big Canoe, Georgia 30143

  Officers and Directors as a                     59,154,045         57.2%
  group (6 persons)
 __________________________

 *    Less than one percent.

 (1)  The number of shares reported includes 1,650,000 shares owned of record
      by Mainstream Enterprises LLC, a limited liability company, in which
      Dr. Voracek is the sole member, and 2,480,520 shares owned of record by
      Belair Capital Group, Ltd., a limited liability company, in which Dr.
      Voracek has a 26% member interest.

 (2)  Dr. Stucki is the Chief Executive Officer, President and Chairman of
      the Board of Directors of the Company.  The number of shares reported
      includes 4,308,000 shares owned of record by Belair Capital Group,
      Ltd., a limited liability company, in which Dr. Stucki has a 45% member
      interest and 20,000 shares issuable upon exercise of options at $0.05
      per share, which are currently exercisable.

 (3)  Dr. Jones is a Director of the Company.  The number of shares reported
      includes 1,586,480 shares owned of record by Belair Capital Group,
      Ltd., a limited liability company, in which Dr. Jones has a 17% member
      interest and 20,000 shares issuable upon exercise of options at $0.05
      per share, which are currently exercisable.

 (4)  Mr. Stuecheli is the Chief Financial Officer and Secretary of the
      Company.  The number of shares owned includes 42,500 shares issuable
      upon exercise of options at $0.05 per share, which are currently
      exercisable.

 (5)  Dr. Smith is a Director of the Company. The number of shares owned
      includes 50,000 shares issuable upon exercise of options at $0.05 per
      share, which are currently exercisable.

 (6)  Mr. Roberts is a Director of the Company. The number of shares owned
      includes 50,000 shares issuable upon exercise of options at $0.05 per
      share, which are currently exercisable.

 (7)  Mr. Mansfield is a Director of the Company. The number of shares owned
      includes 50,000 shares issuable upon exercise of options at $0.05 per
      share, which are currently exercisable.



 ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      Belair  Capital  Group,  Ltd.  ("Belair"),  a  Nevada  limited liability
 company, is the holder of a $837,500 note payable issued  in  connection with
 the acquisition of three clinics in September 2000.  In addition, the Company
 issued 8,375,000 shares of common stock to Belair  as  further consideration.
 The note payable of $950,000  and  the  8,375,000 shares  of common stock are
 the sole assets of Belair.  The following shareholders  are  also  members of
 Belair: Dr. J.W. Stucki (51% member interest), Dr. Jeffrey Jones  (19% member
 interest) and Dr. David Voracek (30% member interest).

      Since January 2003, the corporate office of the Company has been located
 in a building leased  from  the  Dr. J.W. Stucki.  The monthly rent is $2,200
 per month.  The agreement is informal with no specified term.



 ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

      (a)  Exhibits Required by Item 601

      (1)  The following financial statements are filed herewith in Item 7

           (i)   Consolidated Balance sheet as of September 30, 2003
           (ii)  Consolidated Statements of Operations for the years
                 ended September 30, 2003 and 2002.
           (iii) Consolidated Statement of Stockholders' Equity for
                 the years ended September 30, 2003 and 2002.
           (iv)  Consolidated Statements of Cash Flows for the years
                 ended September 30, 2003 and 2002.
           (v)   Notes to Consolidated Financial Statements.

      (2)
           2.1  Debtors American HealthChoice, Inc. and AHC Physicians Corp.,
                Inc. Amended Joint Plan of reorganization dated March 31,
                2000 (incorporated by reference to Exhibit 2.1 to Current
                Report on Form 8-K dated September 25, 2000).

           3.1  Certificate of Incorporation of American HealthChoice, Inc.
                (incorporated by reference to Exhibit 4.1 to Registration
                Statement on Form SB-2, Registration Number 33-09311, filed
                on July 31, 1996)

           3.2  Certificate of Amendment to Certificate of Incorporation of
                American HealthChoice, Inc. (incorporated by reference to
                Exhibit 3.2 to Form 10-KSB, file number 000-26740, filed for
                the fiscal year ended September 30, 1996).

           3.3  Bylaws of American HealthChoice, Inc. (incorporated by
                reference to Exhibit 3.3 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1996).

           4.1  Form of Debenture for $3,385,000 of 8% convertible debentures
                due August 24, 2001 (incorporated by reference to Exhibit
                (c)(ii) to Current Report on Form 8-K dated August 24, 1998).

           4.2  Form of Subscription Agreement between the Registrant and
                the holders of the debentures referenced in Exhibit 4.1
                (incorporated by reference to Exhibit (c)(ii) to Current
                Report on Form 8-K dated August 24, 1998).

           4.3  Form of Security Agreement entered into between the Registrant
                and the holders of the debentures referenced in Exhibit 4.1
                (incorporated by reference to Exhibit (c)(ii) to Current
                Report on Form 8-K dated August 24, 1998).

           4.4  Form of Registrations Rights Agreement between the Registrant
                and the holders of the debentures referenced in Exhibit 4.1
                (incorporated by reference to Exhibit (c)(ii) to Current
                Report on Form 8-K dated August 24, 1998).

           4.5  Security Agreement dated August 19, 2000 between American
                HealthChoice, Inc. and Southridge Capital LLC in its capacity
                as collateral agent for Sovereign Partners, L.P., Dominion
                Capital Fund, Ltd., Canadian Advantage Limited Partnership,
                and Atlantis Capital Fund. (incorporated by reference to
                Exhibit 4.1 to Current Report on Form 8-K dated September 25,
                2000).

           4.6  8% Senior Secured Convertible Debenture due August 19, 2003.
                (incorporated by reference to Exhibit 4.2 to Current Report
                on Form 8-K dated September 25, 2000).

           4.7  Stock Trust and Escrow Agreement entered into as of August
                19, 2000 by and between American HealthChoice, Inc.,
                Sovereign Partners, L.P., Dominion Capital Fund, Ltd.,
                Canadian Advantage Limited Partnership, Atlantis Capital
                Fund and Krieger & Prager, LLP. (incorporated by reference
                to Exhibit 4.3 to Current Report on Form 8-K dated September
                25, 2000).

          10.3  1995 Non-Employee Director Stock Option Plan (incorporated
                by reference to Exhibit 10.1 to Form10-QSB, file number
                33-30677-NY, filed for the quarter ended June 30, 1995).

          10.4  1995 Employee Stock Purchase Plan (incorporated by reference
                to Exhibit 10.3 to Form 10-QSB, file number 33-30677-NY,
                filed for the quarter ended June 30,1995).

          10.5  1995 Employee Stock Option Plan Amendment 1996-1.
                (incorporated by reference to Exhibit 10.8 to Form 10-QSB,
                file number 000-26740, filed for the quarter ended June
                30,1995).

          10.6  1995 Non-Employee Director Plan Amendment 1996-1.
                (incorporated by reference to Exhibit 10.9 to Form 10-KSB,
                file number 000-26740, filed for the fiscal year ended
                September 30, 1996).

          10.7  1995 Employee Stock Purchase Plan Amendment 1996-1.
                (incorporated by reference to Exhibit 10.10 to Form 10-KSB,
                file number 000-26740, filed for the fiscal year ended
                September 30, 1996).

          10.8  1997 Consultant Stock Plan, (incorporated by reference to
                Form S-8 file number 333-26065, filed for the quarter ended
                March 31, 1997).

          10.9  1997 Consultant Stock Plan, (incorporated by reference to
                Form S-8 file number 333-35581, filed for the quarter ended
                September 30, 1997).

          10.10 1997 Executive Bonus Plan, (incorporated by reference to
                Form S-8 file number 333-36475, filed for the quarter ended
                September 30, 1997).

          10.13 Employment Agreement for Chief Executive Officer dated June
                1, 1997 between American HealthChoice, Inc. and Dr. Wes
                Stucki (incorporated by reference to Exhibit 10.13 to
                Form 10-KSB, file number 000-26740, filed for the fiscal
                year ended September 30, 1998).

          10.14 Asset Purchase Agreement dated February 12, 1999 between AHC
                Physicians Corporation and Georgia Clinic LLC (incorporated
                by reference file number 000-26740, filed for the fiscal
                quarter ended March 31,1999).

          10.15 Demand Note dated June 10, 1999 between American
                HealthChoice, Inc. and Dr. J. W. Stucki (incorporated by
                reference to Exhibit 10.15 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1999).

          10.16 Demand Note dated June 25, 1999 between American
                HealthChoice, Inc. and Dr. J. W. Stucki (incorporated by
                reference to Exhibit 10.16 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1999).

          10.17 Demand Note dated April 30, 1999 between American
                HealthChoice, Inc. and Mainstream Enterprises, LLC
                (incorporated by reference to Exhibit 10.17 to Form 10-KSB,
                file number 000-26740, filed for the fiscal year ended
                September 30, 1999).

          10.18 Demand Note dated May 25, 1999 between American HealthChoice,
                Inc. and Mainstream Enterprises, LLC (incorporated by
                reference to Exhibit 10.18 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1999).

          10.19 Demand Note dated May 10, 1999 between American HealthChoice,
                Inc. and Mainstream Enterprises, LLC (incorporated by
                reference to Exhibit 10.19 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1999).

          10.20 Demand Note dated June 15, 1999 between American
                HealthChoice, Inc. and Mainstream Enterprises, LLC
                (incorporated by reference to Exhibit 10.20 to Form 10-KSB,
                file number 000-26740, filed for the fiscal year ended
                September 30, 1999).

          10.21 Demand Note dated July 1, 1999 between American HealthChoice,
                Inc. and Mainstream Enterprises, LLC (incorporated by
                reference to Exhibit 10.21 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1999).

          10.22 Demand Note dated July 10, 1999 between American
                HealthChoice, Inc. and Mainstream Enterprises, LLC
                (incorporated by reference to Exhibit 10.22 to Form 10-KSB,
                file number 000-26740, filed for the fiscal year ended
                September 30, 1999).

          10.23 Demand Note dated August 8, 1999 between American
                HealthChoice, Inc. and Dr. J. W. Stucki (incorporated by
                reference to Exhibit 10.23 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                1999).

          10.24 Asset Sale and Purchase Agreement dated September 1, 2000
                by and between Acme Corpus Chiropractic Clinic, LLC, Laredo
                Family Enterprises, LLC, Acme Chiropractic Clinic, LLC and
                American HealthChoice, Inc. (incorporated by reference to
                Exhibit 10.24 to Form 10-KSB, file number 000-26740, filed
                for the fiscal year ended September 30, 2000).

          10.25 Loan Agreement dated September 1, 2000 between Belair
                Capital, Ltd. and American HealthChoice, Inc. (incorporated
                by reference to Exhibit 10.25 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          10.26 Employment Agreement effective October 1, 2000 between Dr.
                J. W. Stucki and American HealthChoice, Inc. (incorporated
                by reference to Exhibit 10.26 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          10.27 Employment Agreement effective October 1, 2000 between Dr.
                Jeffrey Jones and American HealthChoice, Inc. (incorporated
                by reference to Exhibit 10.27 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          10.28 Employment Agreement effective October 1, 2000 between John
                C. Stuecheli and American HealthChoice, Inc. (incorporated
                by reference to Exhibit 10.28 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          10.29 Laredo Family Enterprises, LLC Financial Statements for
                the twelve months ended December 31, 1999 (incorporated
                by reference to Exhibit 10.29 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          10.30 San Benito Chiropractic Clinic, LLC Financial Statements for
                the twelve months ended December 31, 1999 (incorporated by
                reference to Exhibit 10.30 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          10.31 Acme Corpus Chiropractic Clinic, LLC Financial Statements for
                the twelve months ended December 31, 1999 (incorporated by
                reference to Exhibit 10.31 to Form 10-KSB, file number
                000-26740, filed for the fiscal year ended September 30,
                2000).

          21    List of Subsidiaries of American HealthChoice, Inc.*

          23.1  Consent of Certified Public Accountants*

          31.1  Certification pursuant to Section 302 of the Sarbanes-Oxley
                Act of 2002 for Dr. J. W. Stucki, President and Chief
                Executive Officer*

          31.2  Certification pursuant to Section 302 of the Sarbanes-Oxley
                Act of 2002 for John C. Stuecheli, Vice President and Chief
                Financial Officer*

          32.1  Certification pursuant to 18 U.S.C Section 1350, as adopted
                pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                for Dr. J. W. Stucki, President and Chief Executive Officer*

          32.2  Certification pursuant to 18 U.S.C Section 1350, as adopted
                pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                for John C. Stuecheli, Vice President and Chief Financial
                Officer*

      * Filed herewith



                               SIGNATURES

      In accordance with Section 13 or 15(d) of the Securities Exchange Act
 of 1934, the Registrant caused this Report to be signed on its behalf by the
 undersigned, thereunto duly authorized.



                               AMERICAN HEALTHCHOICE, INC.

 Date: December 29, 2003       By:  /s/ Dr. J.W. Stucki
                                        Dr. J.W. Stucki, Chief Executive
                                        Officer and President



      In accordance with the Securities Exchange Act of 1934, this Report has
 been signed below by the following persons on behalf of the Registrant and
 in the capacities and on the dates indicated.


 Signature                          Title                           Date
 -------------------      ----------------------------------  -----------------

 /s/ Dr. J.W. Stucki      Chief Executive Officer, President
     Dr. J.W. Stucki      and Chairman of the Board
                          (Principal Executive Officer)       December 29, 2003

 /s/ John C. Stuecheli    Chief Financial Officer and
     John C. Stuecheli    Vice President-Finance
                          (Principal Financial and
                          Accounting Officer)                 December 29, 2003

 /s/ V. John Mansfield    Director, Chairman of Audit
     V. John Mansfield    Committee                           December 29, 2003

 /s/ James Roberts        Director
     James Roberts                                            December 29, 2003

 /s/ Dr. Jeff Jones       Director
     Dr. Jeff Jones                                           December 29, 2003

 /s/ Dr. Michael Smith    Director
     Dr. Michael Smith                                        December 29, 2003