UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                     Washington, D. C. 20549

                         FORM 10-KSB - A1
                                 
(x )  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 (FEE REQUIRED)
      For the fiscal year ended   June 30, 1997 

(  )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
      For the transition period from _____ to_____.
                                
      Commission File number  33-8067-NY 

                    AMERICAN  COAL CORPORATION
        -------------------------------------------------
        (Exact name of registrant as specified in charter)

             Nevada                                 13-3368082
         ----------------                       ---------------------
(State or other jurisdiction of incorporation   (I.R.S. Employer I.D. No.)
 or organization)

    1969 West North Temple,  Salt Lake City, Utah       84116
  --------------------------------------------------------------
          (Address of principal executive offices)          (Zip Code)

Issuer's telephone number, including area code   1-801-322-0319
                                                ----------------- 

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:
                  None                
          -----------------
           (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.

      (1) Yes [  ]   No [x ]               (2)  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 the 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.  [  ]

State issuer's revenues for its most recent fiscal year:  $    -0-
                                                           ------------- 

State the aggregate market value of the voting stock held by nonaffiliates of
the registrant. The aggregate market value shall be computed by reference to
the price at which the stock was sold, or the average bid and asked prices of
such stock, as of a specified date within the past 60 days.
                                 
At  June 30, 1997, the aggregate market value of the voting stock held by
non-affiliates is undeterminable and is considered to be 0.  

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

                          Not applicable

            (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

As of June 30, 1997, the registrant had 9,900,000 shares of common stock
issued and outstanding.

               DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the
part of the form 10- KSB (e.g., part I, part II, etc.) into which the document
is incorporated: (1) Any annual report to security holders; (2) any proxy or
other information statement; and (3) Any prospectus filed pursuant to rule 424
(b) or (c) under the Securities Act of 1933: None

                        TABLE OF CONTENTS
PART I                                                                   Page
------                                                                   ---- 
ITEM 1.    DESCRIPTION OF BUSINESS                                        4

ITEM 2.    DESCRIPTION OF PROPERTIES                                      4

ITEM 3.    LEGAL PROCEEDINGS                                              4

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

PART II
-------
ITEM 5.    MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS       5

ITEM 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION      5

ITEM 7.    FINANCIAL STATEMENTS                                           6

ITEM 8.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING 
           AND FINANCIAL DISCLOSURE                                       6
PART III
-------- 
ITEM 9.    DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS; 
           COMPLIANCE WITH SECTION 16 (a) OF THE EXCHANGE ACT             6

ITEM 10.   EXECUTIVE COMPENSATION                                         8

ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 
           MANAGEMENT                                                     9

ITEM 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                10

PART IV
ITEM 13.    EXHIBITS                                                     10

                 ITEM 1.  DESCRIPTION OF BUSINESS

History and Organization
------------------------

The Company was incorporated under the laws of the state of Nevada on July 2,
1986 with authorized common stock of 300,000,000 shares at a par value of
$.001. with the name of Technical Solutions, Ltd.  On July 3, 1989 the name
was changed to American Coal Corporation.   

On November 1, 1987 the Company issued 1,200,000 shares of it's common stock
in exchange for all of the outstanding stock of American Coal Corporation, a
Virginia corporation.  No revenues were ever realized because operations
ceased soon after the acquisition.

On March 25, 1989 the Company acquired all of the outstanding stock of King
Koals, Inc. in exchange for 2,000,000 common shares of the Company. The
transaction was reported as a pooling of interests and  the operations of King
Koals, Inc.  was combined with the Company in a business combination and
reported  in consolidated financial statements.  King Koals, Inc. ceased
operations in 1990, and until that time   was in the business of developing
and operating coal leases. 

During 1990 the Company abandoned its interest held in the subsidiary and
its efforts to develop and operate  mineral  leases,  and since that date has
remained inactive.


                ITEM 2.  DESCRIPTION OF PROPERTIES

The Company does not maintain any office nor does it own any property  


                    ITEM 3.  LEGAL PROCEEDINGS

None.

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

No matters were submitted to a vote of shareholders of the Company during the
fiscal year ended June 30, 1997.

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

During the past five years there has been no established trading market for
the Company's common capital stock.  Since its inception, the Company has not
paid any dividends on its common stock, and the Company does not anticipate
that it will pay dividends in the foreseeable future.  At June 30, 1997, the
Company had 71   shareholders.

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

Overview
--------

The Company was incorporated under the laws of the state of Nevada on July 2,
1986 with authorized common stock of 300,000,000 shares at a par value of
$.001. with the name of Technical Solutions, Ltd.  On July 3, 1989 the name
was changed to American Coal Corporation.   

On November 1, 1987 the Company issued 1,200,000 shares of it's common stock
in exchange for all of the outstanding stock of American Coal Corporation, a
Virginia corporation.  No revenues were ever realized because operations
ceased soon after the acquisition.

On March 25, 1989 the Company acquired all of the outstanding stock of King
Koals, Inc. in exchange for 2,000,000 common shares of the Company. The
transaction was reported as a pooling of interests and  the operations of King
Koals, Inc.  was combined with the Company in a business combination and
reported  in consolidated financial statements.  King Koals, Inc. ceased
operations in 1990, and until that time   was in the business of developing
and operating coal leases. 

During 1990 the Company abandoned its interest held in the subsidiary and its
efforts to develop and operate  mineral  leases,  and since that date has
remained inactive.

Since discontinuing operations, the Company has had no business operations.
The Company intends to take advantage of any reasonable business proposal
presented which management believes will provide the Company and its
stockholders with a viable business opportunity. The board of directors will
make the final approval in determining whether to complete any acquisition,
and unless required by applicable law, the articles of incorporation or bylaws
or by contract, stockholders' approval will not be sought.

The investigation of specific business opportunities and the negotiation,
drafting, and execution of relevant agreements, disclosure documents, and
other instruments will require substantial management time and attention and
will require the Company to incur substantial costs for payment of
accountants, attorneys, and others. If a decision is made not to participate
in or complete the acquisition of a specific business opportunity, the costs
incurred in a related investigation will not be recoverable. Further, even if
an agreement is reached for the participation in a specific business
opportunity by way of investment or otherwise, the failure to consummate the
particular transaction may result in the loss to the Company of all related
costs incurred. In the past the board of directors has approved a resolution
authorizing the Company to issue shares of its common stock as consideration
for monies advanced or services rendered on behalf of the Company.

Currently, management is not able to determine the time or resources that will
be necessary to complete the participation in or acquisition of any future
business prospect.

Liquidity and Capital Resources
-------------------------------

As of June 30, 1997, the Company had no assets to pay its liabilities.

Results of Operations
---------------------

Since the Company ceased operations in 1990, its only activity to date
involves the investigation of potential business opportunities.

                  ITEM 7.  FINANCIAL STATEMENTS

The financial statements of the Company are  included following the signature
page to this form 10-KSB.




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

The Company has had no disagreements with its certified public accountants
with respect to accounting practices or procedures of financial disclosure.


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

The following table sets forth as of June 30, 1997, the name, age, and
position of each executive officer and director and the term of office of each
director of the Company.

Name              Age    Position               Director and/or Officer Since
----               ---   ----------             -----------------------------
Dannette Uyeda    28     President and Director   1997
Jennifer Ngo      25     Secretary/Treasurer      1997
                           And Director

Each director of the Company serves for a term of one year and until his
successor is elected at the Company's annual shareholders' meeting and is
qualified, subject to removal by the Company's shareholders. Each officer
serves, at the pleasure of the board of directors, for a term of one year and
until his successor is elected at the annual meeting of the board of directors
and is qualified.

Set forth below is certain biographical information regarding each of the
Company's executive officers and directors.

Dannette Uyeda  She has 10 years experience working in mergers and
                acquisitions as a facilitator to the public and private
                sector. She has experience in working with attorneys and
                accountants in preparing documents for governmental
                requirements.

Jennifer Ngo    She has a strong academic background in Microbiology and
                English with time spent as a researcher at Nelson Laboratories
                and has also been a retail manager for the a large department
                store.

Except as indicated below, to the knowledge of management, during the past
five years, no present or former director, executive officer or person
nominated to become a director or an executive officer of the Company:

(1)  filed a petition under the federal bankruptcy laws or any state
insolvency law, nor had a receiver, fiscal agent or similar officer appointed
by a court for the business or property of such person, or any partnership in
which he was a general partner at or within two years before the time of such
filing;

(2)  was convicted in a criminal proceeding or named subject of a pending
criminal proceeding (excluding traffic  violations and other minor offenses);

(3)  was the subject of any order, judgment or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining him from or otherwise limiting, the
following activities:


    (i)  acting as a futures commission merchant, introducing broker,
         commodity trading advisor, commodity pool operator, floor broker,
         leverage transaction merchant, associated person of any of the
         foregoing, or as an investment advisor, underwriter, broker or dealer
         in securities, or as an affiliate person, director or employee of any
         investment Company, or engaging in or continuing any conduct or
         practice in connection with such activity;

   (ii)  engaging in any type of business practice; or

  (iii)  engaging in any activity in connection with the purchase or sale of
         any security or commodity or in connection with any violation of
         federal or state securities laws or federal commodities laws;

(4)  was the subject of any order, judgment, or decree, not subsequently
reversed, suspended, or vacated, of any federal or state authority barring,
suspending or otherwise limiting for more than 60 days the right of such
person to engage in any activity described above under this Item, or to be
associated with persons engaged in any such activity;

(5)  was found by a court of competent jurisdiction in a civil action or by
the Securities and Exchange Commission to have violated any federal or state
securities law, and the judgment in such civil action or finding by the
Securities and Exchange Commission has not been subsequently reversed,
suspended, or vacated.

(6)  was found by a court of competent jurisdiction in a civil action or by
the Commodity Futures Trading Commission to have violated any federal
commodities law, and the judgement in such civil action or finding by the
Commodity Futures Trading Commission has not been subsequently reversed,
suspended or vacated.

        Compliance with Section 16(a) of the Exchange Act
        -------------------------------------------------
     The Company does not have a class of securities registered under the
Securities Exchange Act of 1934, and, therefore, its officers, directors and
holders of more than 10% of the Company's outstanding shares are not subject
to the provisions of Section 16(a).

                 ITEM 10.  EXECUTIVE COMPENSATION
Cash Compensation
------------------ 

There was no cash compensation paid to any director or executive officer of
the Company during the fiscal years ended June 30, 1997, 1996, and 1995. 

Bonuses and Deferred Compensation
---------------------------------

None.

Compensation Pursuant to Plans
-------------------------------

None.

Pension Table
--------------

None.

Other Compensation
-------------------

None

Compensation of Directors
-------------------------

None.

Termination of Employment and Change of Control Arrangement
-----------------------------------------------------------

There are no compensatory plans or arrangements, including payments to be
received from the Company, with respect to any person named in Cash
Compensation set out above which would in any way result in payments to any
such person because of his resignation, retirement, or other termination of
such person's employment with the Company or its subsidiaries, or any change
in control of the Company, or a change in the person's responsibilities
following a changing in control of the Company.

ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth as of June 30, 1997, the name and address and
the number of shares of the Company's Common Stock, par value $0.001 per
share, held of record or beneficially by each person who held of record, or
was known by the Company to own beneficially, more than 5% of the issued and
outstanding shares  of the Company's Common Stock, and the name and
shareholdings of each director and of all officers and directors as a group.

Title
 of                              Nature of       Number of
Class   Name of Person or Group  Ownership(1)    Shares Owned   Percent
------  -----------------------  --------------  ------------   -------

Common  Officers and Directors:
           Dannette Uyeda         NA                0           0%
           Jennifer Ngo           NA                0           0%

Common  5% Shareholders:
           Dalewood Corporation   Direct           500,000      5.1%
           Raymond E. Davis       Direct         1,006,750     10.2%
           Rualette Fuller        Direct           500,000      5.1%
           Ruth Ann Fuller        Direct           500,000      5.1%
           Rual Fuller            Direct           960,000      9.7%
           John Hartunian         Direct           500,000      5.1%
           Shanna F. Henry        Direct           500,000      5.1%
           Nick Julian            Direct         1,469,175     14.8%
           Kole Johnson           Direct           500,000      5.1%

------------------------------------------------------------------------
All Officers and Directors as a Group (2 persons)        0          0%

 (1)  All shares owned directly are owned beneficially and of record, and
      such shareholder has sole voting, investment, and dispositive power,
      unless otherwise noted.




     ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Transactions with Management and Others
-----------------------------------------

Except as indicated below, and for the periods indicated, there were no
material transactions, or series of similar transactions, since the beginning
of the Company's last fiscal year, or any currently proposed transactions, or
series of similar transactions, to which the Company was or is to be party, in
which the amount involved exceeds $60,000, and in which any director or
executive officer, or any security holder who is known by the Company to own
of record or beneficially more than 5% of any class of the Company's common
stock, or any member of the immediate family of any of the foregoing persons,
has an interest.

Indebtedness of Management
--------------------------

There were not material transactions, or series of similar transactions, since
the beginning of the Company's  last fiscal year, or any currently proposed
transactions, or series of similar transactions, to which the Company was or
is to be a party, in which the amount involved exceeds $60,000 and in which
any director or executive officer, or any security holder who is known to the
Company to own of record or beneficially more than 5% of any class of the
Company's common stock, or any member of the immediate family of any of the
foregoing persons, has an interest.

Transactions with Promoters
---------------------------- 

The Company was organized more than five years ago therefore transactions
between the Company and its promoters or founders are not deemed to be
material.

            ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a) (1)   Financial Statements. The following financial statements are 
          included in this report:

Title of Document                                                      Page
-----------------                                                      ----
Report of Andersen, Andersen & Strong, Certified Public Accountants     12

Balance Sheet as of June 30, 1997                                       13

Statements of Operations for years ended June 30, 1997 and 1996         14

Statements of Stockholders' Equity for the years ended 
     June 30, 1997 and 1996 and from inception                          15

Statements of Cash Flows for the years ended June 30, 1997 and 1996     16

Notes to Financial Statements                                           17

(a)(2)  Financial Statement Schedules. The following financial statement
        schedules are included as part of this report:
None.



(a)(3)  Exhibits.  The following exhibits are included as part of this report
        by reference:

None.  


                            SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, this report has been signed below by following persons on behalf of
the Registrant and in the capacities and on the dates indicated:


                              AMERICAN COAL CORPORATION 

Date:    May 22, 1998            By /s/ Dannette Uyeda
                                    ------------------------- 
                                     Dannette Uyeda, President and Director

Date:    May 22, 1998            By /s/ Jennifer Ngo
                                    -------------------------- 
                                     Jennifer Ngo, Secretary/Treasurer
                                                   and Director


        [Letterhead of Anderson, Anderson & Strong, L.C.]
      Certified Public Accountants and Business Consultants
                  941 East 3300 South, Suite 202
                    Salt Lake City, Utah 84106
                     Telephone: 801-486-0096
                         Fax 801-486-0098
                    E-mail K Anderson @msn.com

Board of Directors
American Coal Corporation 
Salt Lake City, Utah

        REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

We have audited the accompanying balance sheets of American Coal Corporation 
(a development stage company) at June 30, 1997,  and June 30, 1996 and the
statements of operations, stockholders' equity, and cash flows for the years
ended June 30, 1997 , 1996, and 1995 and the period July 2, 1986 (date of
inception) to June 30, 1997. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of American Coal Corporation at
June 30, 1997, and June 30, 1996,  and the results of it's operations, and
it's cash flows for the years ended June 30, 1997, 1996 and 1995 and the
period July 2, 1986 (date of inception) to June 30, 1997, in conformity with
generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 1 to the
financial statements, the Company has been in the development stage since its
inception and has suffered recurring losses from operations, which raises
substantial doubt about its ability to continue as a going concern.
Management's plans in regard to these matters are described in Note 4. The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.

/s/ Anderson, Anderson & Strong

Salt Lake City, Utah
August 15, 1997










                    AMERICAN COAL CORPORATION
                  (A Development Stage Company)
                          BALANCE SHEETS
                  June 30, 1997, and June 30, 1996


                                         June 30,           June 30,
                                          1997               1996
                                       --------------   -------------- 

ASSETS

CURRENT ASSETS

     Cash                             $        -        $        -
                                      ---------------   --------------
        Total Current Assets          $        -        $        - 
                                      ===============   ==============

LIABILITIES AND STOCKHOLDERS' 
     EQUITY

CURRENT LIABILITIES

     Accounts payable                 $        3,575    $        - 
                                      ---------------   ---------------
          Total Current Liabilities            3,575             - 
                                      ---------------   ---------------

STOCKHOLDERS' EQUITY

     Common stock 
        300,000,000 shares authorized, 
        at $0.001 par value, 9,900,000
        shares issued and outstanding          9,900            9,900 
               
     Capital in excess of par value           47,801           47,801
      
     Deficit accumulated during the 
        development stage                    (61,276)         (57,701)
                                      ---------------   ---------------
          Total Stockholders' Equity 
              (deficiency)                    (3,575)             - 
                                      ---------------   ---------------
                                      $          -      $         - 
                                      ===============   ==============


The accompanying notes are an integral part of these financial statements.




                    AMERICAN COAL CORPORATION
                  (A Development Stage Company)
                     STATEMENTS OF OPERATIONS
        For the Years Ended June 30, 1997, 1996 and 1995 
                    and the Period July 2, 1986
               (Date of Inception) to June 30, 1997


                  
                                                            July 2, 1986
                                                       (Date of Inception) to
                             1997      1996     1995       June  30, 1997 
                           ---------  -------  -------  ---------------------
SALES                      $     -    $   -    $   -    $        2,850,562 

  
COST OF SALES                    -        -        -             2,418,648
                           ---------  -------  --------  -------------------
    Gross Profit                 -        -        -               431,914 

EXPENSES                      3,575       -        -               493,190
                           ---------  -------  --------  -------------------
NET LOSS                   $ (3,575)  $   -    $   -     $         (61,276)
                           =========  =======  ========  -------------------
NET LOSS PER COMMON 
     SHARE                 $     -    $   -    $   -
                           =========  =======  ========






The accompanying notes are an integral part of these financial statements.




                    AMERICAN COAL CORPORATION
                  (A Development Stage Company)
          STATEMENT OF CHANGES  IN STOCKHOLDERS' EQUITY
          Period from July 2, 1986 (Date of Inception) 
                         to June 30, 1997
<TABLE>
<CAPTION>
                                           Common Stock           Capital in
                                   ------------------------------ Excess of       Accumulated
                                        Shares       Amount       Par Value       Deficit
                                   --------------  -------------- --------------  ---------------
<S>                                <C>             <C>            <C>             <C>
Balance July 2,  1986 
(date of inception)                           -     $          -  $           -    $          -
 
Issuance of common stock for cash 
  - 1986                               6,000,000           6,000              -               -
 
Issuance of common stock for cash - 
  net of issuance costs - 1987           700,000             700         44,001               -

Net operating income for the period
  ended June 30, 1987                         -                -              -             331

Issuance of common stock for all of 
 the outstanding stock of American 
 Coal Corporation-value unknown-1987   1,200,000           1,200         (1,200)              -
                                              
Contribution to capital - 1988                -                -          5,000               - 
 
Net operating loss for the year
  ended June 30, 1988                         -                -              -         (48,949)

Issuance of common stock for all of 
 the outstanding stock of King Koals,
 Inc.- 1989                            2,000,000           2,000              -               - 

Net operating loss for the year ended
   June 30,  1989                             -                -              -        (169,294)

Net operating income for the year
   ended June 30, 1990                        -                -              -         160,211 
                                     ------------  --------------  -------------  ---------------
 
Balance June  30,  1990                9,900,000           9,900         47,801         (57,701)
                                     ------------  --------------  -------------  ---------------
                                     
Balance June 30, 1996                  9,900,000           9,900         47,801         (57,701)
   
Net operating loss for the year 
  ended June 30, 1997                         -                -              -          (3,575)
                                     ------------  --------------  -------------  ---------------
Balance June 30, 1997                  9,900,000   $       9,900   $     47,801   $     (61,276)
                                     ============  ==============  =============  ===============



The accompanying notes are an integral part of these financial statements.

</TABLE>


                    AMERICAN COAL CORPORATION
                  (A Development Stage Company)
                     STATEMENT OF CASH FLOWS
         For the Years Ended June 30, 1997, 1996 and 1995
 and the Period from July 2, 1986 (Date of Inception) to June 30, 1997

                                                            July, 2, 1986
                                                           (Date of Inception) 
                             1997      1996       1995      to June 30, 1997
                            -------- ---------  ---------  -------------------
CASH FLOWS FROM 
 OPERATING ACTIVITIES:                    
   Net loss                 $(3,575) $      -   $      -   $        (61,276)
   Adjustments to reconcile 
    net loss to net cash 
    provided by operating
    activities:

    Depreciation                  -         -           -             5,188
         
    Decrease in inventory         -         -           -           870,000

    Decrease in accounts 
     receivable                   -         -           -             5,023

    Increase ( Decrease) in 
      accounts payable        3,575         -           -          (851,601)
                           ---------  ---------  ---------  -----------------
       Net Cash From 
         Operations               -         -           -           (32,666)
                           ---------  ---------  ---------  -----------------
CASH FLOWS FROM INVESTING
 ACTIVITIES:
    Purchase of  equipment        -         -           -           (23,035)
                           ---------  ---------  ---------  -----------------
CASH FLOWS FROM FINANCING
  ACTIVITIES:
    Proceeds from issuance
     of common stock and 
     contribution to capital      -         -           -            55,701
                           ---------  ---------  ---------  -----------------
   Net Increase (Decrease)
    in Cash                       -         -           -               -

   Cash at Beginning of Period    -         -           -               -
                           ---------  ---------  ---------  -----------------
   Cash at End of Period   $      -   $     -    $      -   $           -
                           =========  =========  =========  =================
SCHEDULE OF NONCASH INVESTING 
  AND FINANCING ACTIVITIES

  Issuance of 1,200,000 shares of common 
   stock for stock of  American Coal Corporation - 1987     $           -

  Issuance of 2,000,000 shares of common 
  stock for stock of King Koals, Inc. - 1989                $         2,000
                                                            ---------------- 
  Contribution to capital - 1988                            $         5,000  
                                                            ----------------
  The accompanying notes are an integral part of these financial statements.

                    AMERICAN COAL CORPORATION
                  (A Development Stage Company)
                  NOTES TO FINANCIAL STATEMENTS

1.     ORGANIZATION

The Company was incorporated under the laws of the state of Nevada on July 2,
1986 with authorized common stock of 300,000,000 shares at a par value of
$.001. with the name of Technical Solutions, Ltd.  On July 3, 1989 the name
was changed to American Coal Corporation.   

On March 25, 1989 the Company acquired all of the outstanding stock of King
Koals, Inc. in exchange for 2,000,000 common shares of the Company. The
transaction was reported as a pooling of interests and  the operations of King
Koals, Inc.  was combined with the Company in a business combination and
reported  in consolidated financial statements  and therefore the deficit
shown in the these financial statements includes the deficit of King Koals
Inc.  King Koals, Inc. ceased operations in 1990, and until that time   was in
the business of developing and operating coal leases. 

The company has been in the development stage since inception and has been
engaged in the business of seeking mineral  leases for potential development. 
During 1990 the company abandoned it's interest held in the subsidiary and
it's efforts to develop and operate  mineral  leases,  and since that date has
remained inactive.

2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Methods
-------------------

The Company recognizes income and expenses based on the accrual method of
accounting.

Dividend Policy
---------------

The Company has not yet adopted a policy regarding payment of dividends.

Income Taxes
------------
At June 30, 1997, the Company and it's subsidiary had  net operating losses 
carry forward of $61,276. The  tax benefit from the losses carry forward has
been fully offset by a valuation reserve because the use of the future tax
benefit is undeterminable since the Company has no operations.

Earnings (Loss) Per Share
-------------------------

Earnings (loss) per share amounts are computed based on the weighted average
number of shares actually outstanding.




                    AMERICAN COAL CORPORATION
                  (A Development Stage Company)
            NOTES TO FINANCIAL STATEMENTS (Continued)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Financial Instruments
---------------------

The carrying amounts of financial instruments, including accounts payable, 
are considered by management to be their estimated fair values. These values
are not necessarily indicative of the amounts that the Company could realize
in a current market exchange.

Estimates and Assumptions
------------------------- 

Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles.  Those estimates and
assumptions affect the reported amounts of the assets 
and liabilities, the disclosure of contingent assets and liabilities, and the
reported revenues and expenses.  Actual results could vary from the estimates
that were assumed in preparing these financial statements.

3.  RELATED PARTY TRANSACTIONS

The statement of changes in stockholder's equity shows a total of 9,900,000
shares of common stock  issued of which 6,000,000  shares were  issued to
related parties in exchange for cash during 1986.

The officers and directors of the Company are involved in other business
activities and they may, in the future, become involved in additional business
ventures which also may require their attention. If a specific business
opportunity becomes available, such persons may face a conflict in selecting
between the Company and their other business interests. The Company has
formulated no policy for the resolution of such conflicts.

4.  GOING CONCERN

The Company intends to acquire interests in various business opportunities
which, in the opinion of management, will provide a profit to the Company.

Continuation of the Company  as a going concern is dependent upon obtaining
additional working capital and the management of the Company has developed a
strategy, which it believes will accomplish this objective through additional
equity funding which will enable the Company to operate in the future. 

Management recognizes that, if it is unable to raise additional capital, it
cannot conduct any  operations in the future.