================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A

         (Mark One)
          [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended JUNE 30, 1996

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

                         Commission File Number 0-16322

                         EVANS ENVIRONMENTAL CORPORATION
--------------------------------------------------------------------------------
           (Name of small business issuer as specified in its charter)

          COLORADO                                                84-1061207
-------------------------------                              ------------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                             Identification No.)

99 S.E. FIFTH STREET,
FOURTH FLOOR, MIAMI, FLORIDA                                         33131
----------------------------------------                          ----------
(Address of principal executive offices)                          (Zip Code)

                    Issuer's telephone number: (305) 374-8300

Check whether the issuer (1) has 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 ___

As of August 9, 1996, the Company had a total of 17,040,126 shares of common
stock, $.012 par value, outstanding.

Transitional Small Business Disclosure format (check one):  Yes ___  No [X]

================================================================================
This Form 10QSB/A amends the Form 10-QSB for the quarter ended June 30, 1996.

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                                      INDEX

                                                                           PAGE
                                                                           ----
PART I.           FINANCIAL INFORMATION

Item 1.           Financial statements:

                  Consolidated balance sheets
                   - June 30, 1996 and March 31, 1996                         3

                  Consolidated statements of operations
                   - Three Months Ended June 30, 1996 and 1995                4

                  Consolidated statements of cash flows
                   - Three months ended June 30, 1996 and 1995              5-6

                  Notes to financial statements                            7-13

Item 2.           Management's discussion and analysis of
                  financial condition and results of
                  operations                                              14-17

PART II.          OTHER INFORMATION

Item 6.           Exhibits and reports on Form 8-K                           18

SIGNATURES                                                                   19

                                  Page 2 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                           CONSOLIDATED BALANCE SHEETS
                     AS OF JUNE 30, 1996 AND MARCH 31, 1996

                                                 JUNE 30, 1996   MARCH 31, 1996
                                                 -------------   --------------
             ASSETS                               (UNAUDITED)
Current assets:
     Cash                                         $   448,402     $   178,121
     Restricted cash                                   33,020         154,749
     Marketable securities                             30,000          75,000
     Accounts receivable, net                         713,169         792,929
     Note receivable                                  750,000            -
     Net assets of discontinued operations               -          1,037,971
     Prepaid expenses & other                         295,039         354,974
                                                  -----------     -----------
          Total current assets                      2,269,630       2,593,744

Amounts due under state reimbursement
 program                                              874,320         832,922
Property & equipment, net                             527,647         573,813
Goodwill, net                                         921,665         946,554
Long term note receivable                             250,000            -
Other assets                                          298,525         298,859
                                                  -----------     -----------
          Total assets                            $ 5,141,787     $ 5,245,892
                                                  ===========     ===========

   LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
     Accounts payable                             $ 1,260,132     $ 1,861,425
     Accrued expenses                                 535,194         604,459
     Payroll taxes                                    383,528       1,051,688
     Related party note payable                        85,000          85,000
     Current portion of capital lease
      obligations & notes payable                   1,180,174       1,197,262
                                                  -----------     -----------
          Total current liabilities                 3,444,028       4,799,834

Notes payable, net of current portion                 931,206         873,113
Commitments & contingencies                               -              -

Stockholders' equity (deficit):
     Series A preferred stock:
        $.001 par value, 5,000,000 authorized,
        none issued and outstanding                       -              -
     Common stock:
        $.012 par value, 25,000,000 authorized,
        issued and outstanding:
        June 30, 1996  - 4,740,126
        March 31, 1996 - 4,590,126                     56,882          55,082
     Additional paid in capital                     6,746,198       6,635,498
     Net unrealized loss on marketable
      securities                                      (45,000)           -
     Retained earnings (deficit)                   (5,991,527)     (7,117,635)
                                                  -----------     -----------
          Total stockholders' equity (deficit)        766,553        (427,055)
                                                  -----------     -----------
          Total liabilities &
           stockholders' equity (deficit)         $ 5,141,787     $ 5,245,892
                                                  ===========     ===========

                   The accompanying notes are an integral part
                          of these financial statements

                                  Page 3 of 19


<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    THREE MONTHS ENDED JUNE 30, 1996 AND 1995
                                   (UNAUDITED)

                                                1996             1995
                                            -----------      -----------

Environmental consulting revenue            $ 1,265,045      $ 1,790,811
                                            -----------      -----------
Direct costs & expenses:
     Direct labor & employee
      benefit costs                             505,550          607,936
     Other direct costs                         278,995          388,932
                                            -----------      -----------
                                                784,545          996,868
                                            -----------      -----------
Gross profit                                    480,500          793,943
                                            -----------      -----------
Other costs & expenses:
     General, administrative &
         other operating costs                  706,396        1,005,227
     Reserve for restructuring                  350,000             -
     Other offering cost                           -             151,766
                                             -----------     -----------
Operating income (loss)                        (575,896)        (363,050)

Other income (expense):
     Gain from equipment sales                    1,000             -
     Interest, net                              (23,104)         (43,678)
                                            -----------      -----------
Income (loss) before income taxes              (598,000)        (406,728)

Provision for income taxes                         -                -
                                            -----------      -----------
Income (loss) from continuing operations       (598,000)        (406,728)

Discontinued operations:
     Income from discontinued operations           -              85,500
     Gain on disposal                           509,036             -
                                            -----------      -----------
Income (loss) before extraordinary items:       (88,964)        (321,228)
Extraordinary items:
     Net gain on vendor settlements            (280,981)            -
     Net gain on payroll tax settlement        (934,091)            -
                                            -----------      -----------

Net income (loss)                           $ 1,126,108      $  (321,228)
                                            ===========      ===========
Income (loss) per share from:
     Continuing operations                  $      (.08)     $      (.15)
     Discontinued operations                        .07              .03
     Extraordinary items                            .16               - 
                                            -----------      -----------
                                            $       .15      $      (.12)
                                            ===========      ===========


                   The accompanying notes are an integral part
                          of these financial statements

                                  Page 4 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                    THREE MONTHS ENDED JUNE 30, 1996 AND 1995
                                   (UNAUDITED)

                                                         1996           1995
                                                     -----------    -----------
Operating activities:
     Net income (loss)                               $ 1,126,108    $  (321,228)
     Adjustments to reconcile net income
      (loss) to net cash used in
      in operating activities:
        Depreciation & amortization                       65,255         80,960
        Gain on sale of equipment                         (1,000)          -
        Other                                             10,545         29,913
        Discontinued operations                         (509,036)       (85,500)
        Extraordinary items                           (1,215,072)          -
        Changes in operating assets & liabilities:
           Accounts receivable                            79,760       (240,725)
           Prepaid expenses & other                       59,935         78,588
           Amounts due under state reimbursement
            program                                      (41,398)        15,329
           Other assets                                      334            303
           Accounts payable                             (320,312)        45,023
           Accrued expenses                              259,685        (64,616)
           Payroll taxes                                 (63,019)       (15,134)
                                                     -----------    -----------
        Net cash used by operating activities of:
            Continuing operations                       (548,215)      (477,087)
            Discontinued operations                         -           (19,843)
                                                     -----------    -----------
Net cash used by operating activities                   (548,215)      (496,930)

Investing activities:
     Restricted cash                                     121,729           -
     Proceeds from disposal of discontinued
      operations, net of expenses                        547,007           -
     Proceeds from disposal of equipment                   1,000           -
     Purchases of equipment                               (4,745)       (17,196)
                                                     -----------    -----------
Net cash provided (used) by
 investing activities                                    664,991        (17,196)

                   The accompanying notes are an integral part
                          of these financial statements

                                  Page 5 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                    THREE MONTHS ENDED JUNE 30, 1996 AND 1995
                                   (UNAUDITED)

                                                         1996           1995
                                                     -----------    -----------
Financing activities:
     Proceeds from original issuance of stock        $      -       $   476,500
     Proceeds from warrant exercise                      112,500           -
     Costs associated with issuance of stock                -          (125,546)
     Proceeds from notes payable                          62,881           -
     Payments on capital lease obligations
      and notes payable                                  (21,876)       (60,578)
                                                     -----------    -----------
Net cash provided by financing activities                153,505        290,376
                                                     -----------    -----------
Net increase (decrease) in cash                          270,281       (223,750)

Cash, beginning of period                                178,121        300,743
                                                     -----------    -----------
Cash, end of period                                  $   448,402    $    76,993
                                                     ===========    ===========

                   The accompanying notes are an integral part
                          of these financial statements

                                  Page 6 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

 1.      BUSINESS

         Evans Environmental Corporation (the "Company") is engaged, through its
         wholly-owned subsidiaries, in environmental consulting and other
         environmental related services (the "Consulting Division"). Until April
         3, 1996, the Company was also engaged in the production and sale of
         cable products (the "Cable Products Division").

 2.      SIGNIFICANT ACCOUNTING POLICIES

         INTERIM FINANCIAL STATEMENTS: The accompanying unaudited financial
         statements have been prepared in accordance with the instructions to
         Form 10-QSB and do not include all of the information and footnotes
         required by generally accepted accounting principles for complete
         financial statements. The consolidated balance sheet as of March 31,
         1996 has been derived from the audited financial statements as of the
         period ended March 31, 1996, but does not include all disclosures
         required by generally accepted accounting principles. In the opinion of
         management, these statements reflect all adjustments, consisting of
         normal recurring adjustments, considered necessary for a fair
         presentation for the periods presented. Operating results for the three
         months ended June 30, 1996 and 1995 are not necessarily indicative of
         the results that may be expected for the year ending March 31, 1997.
         These statements should be read in conjunction with the financial
         statements and notes thereto included in the Company's Annual Report on
         Form 10-KSB for the period ended March 31, 1996.

         PRINCIPLES OF CONSOLIDATION: The consolidated financial statements
         include the accounts of the Company and its wholly-owned subsidiaries.
         All intercompany balances and transactions have been eliminated.

         PER SHARE DATA: Per share data is based on the weighted average number
         of shares of common stock, 7,732,202 and 2,714,796 for the quarters
         ended June 30, 1996 and June 30, 1995, respectively. For the 96 Quarter
         4,085,101 common stock options and warrants which are common stock
         equivalents were assumed to be exercised for computation of earnings
         per share under the treasury stock method. For the period ended June
         30, 1995, common stock equivalents have not been included in the
         weighted average number of shares as they are anti-dilutive.

         DISCONTINUED OPERATIONS: During April 1996, ABC Cable Products, Inc., a
         wholly-owned subsidiary, ceased operations and disposed of all of its
         operating assets. As such, the Company has treated the Cable Products
         Division as discontinued operations for all periods presented.

         PRESENTATION: Certain amounts previously reported have been
         reclassified to conform to the Fiscal 1997 financial statement
         presentation.

                                  Page 7 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                   (UNAUDITED)

 3.      SALE OF CABLE PRODUCTS DIVISION

         On April 3, 1996, ABC Cable Products, Inc. ("ABC"), a wholly-owned
         subsidiary, ceased operations and sold all of its operating assets for
         an aggregate of $550,000 in cash and a promissory note in the amount of
         $1,000,000. In addition, at closing, the purchaser assumed certain
         liabilities of ABC aggregating $595,049. The promissory note, which is
         fully collateralized by certain irrevocable letters of credit, has
         payment dates of July 1, 1996 ($500,000), March 5, 1997 ($250,000) and
         September 5, 1997 ($250,000). The September 5, 1997 payment will
         automatically accelerate if certain of the underlying letters of credit
         are not renewed. The July 1996 payment was received in a timely manner.

         In April 1996, the Company recorded a gain of $509,036, net of costs
         associated with the transaction, on the sale of its Cable Products
         Division.

 4.      VENDOR SETTLEMENTS

         During April 1996, the Company executed a Composition Agreement with
         certain of its trade creditors. The Company, due to its limited cash
         flow situation, began negotiating with these creditors in September
         1995. These creditors formed an Informal Creditors Committee, who hired
         both legal and accounting professionals. Negotiations were finalized in
         April 1996, with over 75% of the creditors accepting a payout of $.20
         for each $1.00 of their allowed claim. The payout was made in April
         1996 from funds that the Company had previously put into escrow. The
         Company continues to negotiate with the creditors who rejected the
         Company's offer. In the three months ended June 30, 1996, the Company
         recorded a benefit, net of expenses, of approximately $281,000 related
         to completed vendor settlements.

 5.      SETTLEMENT OF DELINQUENT PAYROLL TAXES

         On June 28, 1996, the Consulting Division and the IRS completed an
         Offer in Compromise Agreement settling all outstanding issues and
         disputes. In connection with the settlement the Consulting Division
         paid the IRS an aggregate of $350,000 and agreed to waive certain net
         operating tax loss carryforwards. The net operating loss carryforwards
         waived would have been available to offset future taxable income. As a
         direct result of this settlement, in June 1996, the Company recorded a
         gain of approximately $934,000, net of professional fees and costs. The
         Company, including the Consulting Division, has no other outstanding
         disputes with the IRS or delinquent payroll taxes.

                                  Page 8 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                   (UNAUDITED)

 6.      RESERVE FOR RESTRUCTURING

         During the first quarter of Fiscal 1997, the Company recorded a special
         charge of $350,000 for the restructuring of its operations and
         integration with American Remedial Technologies, Inc., which was
         acquired on July 8, 1996. These costs include accruals for severance
         pay, real and personal property lease terminations, relocation costs
         for certain offices and other costs associated with a streamlining of
         operations and administrative functions. These costs are expected to be
         paid or settled during the 1997 fiscal year.

 7.      SUBSEQUENT EVENTS

         STRATEGICA LOAN REPAYMENT: On July 12, 1996, the Company repaid the
         outstanding loan balance of $1,139,875 under the Strategica line of
         credit.

         REGULATION S OFFERING: On July 8, 1996, the Company completed a
         Regulation S stock offering. The offering involved a sale of 9,000,000
         shares of Common Stock at an offering price of $.90 per share
         generating gross proceeds to the Company of $8,100,000. The offshore
         placement agent (the "Placement Agent") handling the offering entered
         into an agency agreement which provided for a cash management and
         selling fee aggregating $607,500, or 7.5% of the gross proceeds. In
         addition, the Placement Agent received broker warrants to purchase
         630,000 shares of Common Stock, exercisable at $1.00 per share until
         July 8, 1998 and was reimbursed for out of pocket expenses of
         approximately $140,000. Thus, net cash proceeds to the Company in
         connection with this offering were approximately $7,352,500.

         ACQUISITION OF AMERICAN REMEDIAL TECHNOLOGIES: On July 8, 1996, the
         Company acquired all the outstanding stock of American Remedial
         Technologies, Inc. ("ART"). ART operates a soil remediation facility in
         Lynwood, California. The acquisition of ART will involve the Company in
         thermal remediation, a natural outgrowth of its current environmental
         consulting and remediation activities. The acquisition is to be
         accounted for as a purchase and, accordingly, the purchase price will
         be allocated to the acquired assets and assumed liabilities, based on
         their respective fair values. The excess of the purchase price over the
         fair values of assets acquired will be amortized over 15 years on a
         straight line basis.

                                  Page 9 of 19

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                   (UNAUDITED)

8. SUBSEQUENT EVENTS (CONTINUED)

         ACQUISITION OF AMERICAN REMEDIAL TECHNOLOGIES (CONTINUED): The purchase
         price of ART consisted of a cash payment of $6,000,000, the issuance of
         3,000,000 shares of unregistered Common Stock and the issuance of
         1,000,000 shares of Series B Preferred Stock. The Series B Preferred
         Stock is convertible, subject to an earn-out formula, up to a maximum
         of 10,000,000 shares of Common Stock. Furthermore, Mr. Enrique A.
         Tomeu, the current ART President, has become the Chief Executive
         Officer of the Company.

         The Series B Convertible Preferred Stock, $.001 par value per share
         (the "Series B"), is not entitled to receive any dividends. The Series
         B has a liquidation value of $.75 per share. The holders of the Series
         B are entitled to elect six members to the Company's Board of
         Directors.

         PRO FORMA INFORMATION: The following pro forma balance sheet gives
         effect to the sale of 9,000,000 shares of the Company's Common Stock
         pursuant to the Regulation S offering and the acquisition of ART, both
         events which are described therein, as if they occurred on March 31,
         1996. For purposes of the pro forma statement of operations, it has
         been assumed that the offering and acquisition occurred on April 1,
         1995. In preparing the pro forma financial information, no adjustments
         have been made to operations for the impact of certain anticipated
         operational and administrative efficiencies. The pro forma financial
         information is not necessarily indicative of the results of operations
         that necessarily would have occurred had the foregoing transactions
         been in effect on the dates and for the periods indicated or which may
         result in the future.

         The pro forma financial statements included herein are presented with
         this Form 10QSB in lieu of being filed as an amendment to Form 8-K
         dated July 22, 1996 reporting the acquisition of ART.


                                  Page 10 of 19

<PAGE>

<TABLE>
<CAPTION>

                        EVANS ENVIRONMENTAL CORPORATION
                 PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 1996


                                                                                      MARCH 31, 1996                                

                                                  ----------------------------------------------------------------------------------
                                                                                             PRO FORMA                              
                                                                                            ADJUSTMENTS               UNAUDITED     
                                                     HISTORICAL              ART              INC(DEC)                PRO FORMA     
                                                  ------------------  ------------------  ---------------          ---------------- 
                            ASSETS

<S>                                                         <C>                  <C>           <C>                       <C>        
Cash                                                        332,870              11,740        1,352,500                 1,697,110  
Accounts receivable, net                                    792,929             571,166                -                 1,364,095  
Note receivable 
Net assets of discontinued operations                     1,037,971                   -                -                 1,037,971 
Prepaid expenses & other                                    429,974              46,114                -                   476,088  
                                                  ------------------  ------------------  ---------------          ---------------- 
   Total current assets                                   2,593,744             629,020        1,352,500                 4,575,264  

Amounts due under state reimbursement program               832,922                   -                -                   832,922  
Property & equipment, net                                   573,813           1,733,585                -                 2,307,398  
Goodwill, net                                               946,554                            5,748,413                 6,694,967  
Long term note receivable
Other assets                                                298,859             519,924                -                   818,783  
                                                  ------------------  ------------------  ---------------          ---------------- 
   Total assets                                    $      5,245,892    $      2,882,529    $   7,100,913             $  15,229,334  
                                                  ==================  ==================  ===============          ================ 

         LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

Accounts payable                                   $      1,861,425             351,414                $                 2,212,839  
Accrued expenses & other                                    604,459             206,595                -                   811,054  
Delinquent payroll taxes                                  1,051,688                   -                -                 1,051,688  
Current portion of notes & capital lease obligations      1,282,262              58,545                -                 1,340,807  
                                                  ------------------  ------------------  ---------------          ---------------- 
   Total current liabilities                              4,799,834             616,554                -                 5,416,388  
                                                  ------------------  ------------------  ---------------          ---------------- 

Notes payable                                               873,113             124,388                -                   997,501  
Notes payable to affiliated company                               -             400,000                -                   400,000  
                                                  ------------------  ------------------  ---------------          ---------------- 
   Total long-term debt                                     873,113             524,388                -                 1,397,501  
                                                  ------------------  ------------------  ---------------          ---------------- 

Stockholders' equity (deficit):
   Series A Preferred stock                                       -                   -                -                         -  
   Series B Preferred stock                                       -                   -                -     (c)                 -
   Common stock                                              55,082              10,000          134,000     (b)           199,082  
Additional paid in capital                                6,635,498           3,500,000        5,198,500  (a)(b)(c)     15,333,998  
Net unrealized loss on marketable securities                                                                
Accumulated deficit                                      (7,117,635)         (1,768,413)        1,768,413               (7,117,635) 
                                                  ------------------  ------------------  ---------------          ---------------- 
   Total stockholders' equity (deficit)                    (427,055)           1,741,587        7,100,913                 8,415,445 
                                                  ------------------  ------------------  ---------------          ---------------- 

   Total liabilities & stockholders'
e      equity (deficit)                             $      5,245,892    $     2,882,529     $  7,100,913             $   15,229,334 
                                                  ==================  ==================  ===============          ================ 



Notes:

(a)  Reflects net proceeds of $7,352,500 received from the common stock offering
     less cash payment of $6,000,000 for acquisition of ART.

(b)  Reflects issuance of 9,000,000 and 3,000,000 shares of common stock from
     sale of shares in offering at $.90 per share, net of offering costs, and
     stock consideration given for acquisition of ART estimated at a total value
     of $1,500,000, respectively.

(c)  Reflects issuance of 1,000,000 shares of Series B convertible preferred
     stock given for acquisition of ART estimated at zero value.


<PAGE>
                                                                                         JUNE 30,1996

                                                     ------------------------------------------------------------------------------
                                                                                              Pro forma
                                                           EVANS              ART            adjustments            Unaudited
                                                         unaudited         Unaudited           Inc(Dec)             Pro forma
                                                     ------------------------------------  -----------------       ----------------
                            ASSETS

Cash                                                         481,422              23,862          1,325,500              1,857,784
Accounts receivable, net                                     713,169             585,791                  -              1,298,960
Note receivable                                              750,000                   -                  -                750,000
Net assets of discontinued operations                              -                   -                  -                      -
Prepaid expenses & other                                     325,039             226,673                  -                551,712
                                                     ----------------   -----------------  -----------------       ----------------
   Total current assets                                    2,269,630             836,326          1,352,500              4,458,456

Amounts due under state reimbursement program                874,320                   -                  -                874,320
Property & equipment, net                                    527,647           1,663,053                  -              2,190,700
Goodwill, net                                                921,665                   -          5,652,606              6,574,271
Long term note receivable                                    250,000                   -                  -                250,000
Other assets                                                 298,525             606,270                  -                904,795
                                                     ----------------   -----------------  -----------------       -----------------
   Total assets                                       $    5,141,787       $   3,105,649    $     7,005,106         $   15,252,542
                                                     ================   =================  =================       ================

         LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

Accounts payable                                           1,260,132             526,430                  $              1,786,562
Accrued expenses & other                                     918,722             248,618                  -              1,167,340
Delinquent payroll taxes                                           -                   -                  -                      -
Current portion of notes & capital lease obligations       1,265,174              64,019                  -              1,329,193
                                                     ----------------   -----------------  -----------------       ----------------
   Total current liabilities                               3,444,028             839,067                  -              4,283,095
                                                     ----------------   -----------------  -----------------       ----------------

Notes payable                                                931,206             132,299                  -              1,063,505
Notes payable to affiliated company                                -             495,000                  -                495,000
                                                     ----------------   -----------------  -----------------       ----------------
   Total long-term debt                                      931,206             627,299                  -              1,558,505
                                                     ----------------   -----------------  -----------------       ----------------

Stockholders' equity (deficit): 
   Series A Preferred stock                                        -                   -                  -                      -
   Series B Preferred stock                                        -                   -                  -     (c)              -
   Common stock                                               56,882              10,000            134,000     (b)        200,882
Additional paid in capital                                 6,746,198           3,500,000          5,198,500  (a)(b)(c) 15,444,698
Net unrealized loss on marketable securities                 (45,000)                   -                 -               (45,000)
Accumulated deficit                                       (5,991,527)         (1,870,717)         1,672,606            (6,189,638)
                                                     ----------------   -----------------  -----------------       ----------------
   Total stockholders' equity (deficit)                      766,553           1,639,283          7,005,106              9,410,942
                                                     ----------------   -----------------  -----------------       ----------------
   Total liabilities & stockholders'  
       equity (deficit)                                $   5,141,787       $   3,105,649      $   7,005,106          $  15,252,542
                                                     ================   =================  =================       ================



Notes:

(a)  Reflects net proceeds of $7,352,500 received from the common stock offering
     less cash payment of $6,000,000 for acquisition of ART.

(b)  Reflects issuance of 9,000,000 and 3,000,000 shares of common stock from
     sale of shares in offering at $.90 per share, net of offering costs, and 
     stock consideration given for acquisition of ART estimated at a total value
     of $1,500,000, respectively. (c) Reflects issuance of 1,000,000 shares of 
     Series B convertible preferred stock given for acquisition of ART estimated
     at zero value.


</TABLE>
                                 Page 11 of 19

<PAGE>
<TABLE>
<CAPTION>

                        EVANS ENVIRONMENTAL CORPORATION
                   CONDENSED PRO FORMA STATEMENTS OF OPERATION



                                                                              YEAR ENDED MARCH 31, 1996                           
                                                    ------------------------------------------------------------------------------
                                                                                                PRO FORMA                         
                                                                                               ADJUSTMENTS          UNAUDITED     
                                                       HISTORICAL               ART             INC (DEC)           PRO FORMA     
                                                    ------------------   ------------------  ----------------   ------------------
<S>                                                    <C>                  <C>                 <C>                 <C>
Revenues:
   Consulting services                                 $    5,721,221      $             -     $           -       $    5,721,221 
   Soil remediaation                                                -            1,503,774                 -            1,503,774 
                                                    ------------------   ------------------  ----------------   ------------------
      Total revenues                                        5,721,221            1,503,774                 -            7,224,995 
                                                    ------------------   ------------------  ----------------   ------------------

Direct costs & expenses:
   Direct labor & employee benefit costs                    1,990,786              236,962                 -            2,227,748 
   Other direct costs & expenses                            1,306,325            1,015,798                 -            2,322,123 
                                                    ------------------   ------------------  ----------------   ------------------
      Total direct costs & expenses                         3,297,111            1,252,760                 -            4,549,871 
                                                    ------------------   ------------------  ----------------   ------------------

Other costs & expenses:
   General, administrative & other operating costs          4,049,449            1,471,016           383,228 (a)        5,903,693 
   Reserve for restructuring                                        -                    -                 -                    - 
   Write down for closed offices                              629,518                    -                 -              629,518 
                                                    ------------------   ------------------  ----------------   ------------------
      Total operating and other costs & expenses            4,678,967            1,471,016           383,228            6,533,211 
                                                    ------------------   ------------------  ----------------   ------------------

Operating loss                                             (2,254,857)          (1,220,002)         (383,228)          (3,858,087) 

   Other expense, net                                        (187,388)            (415,703)                 -            (603,091) 
                                                    ------------------   ------------------  ----------------   ------------------

Loss before income taxes                                   (2,442,245)          (1,635,705)         (383,228)          (4,461,178) 

Provision for income taxes                                          -                    -                 -                    - 
                                                    ------------------   ------------------  ----------------   ------------------

Loss from continuing operations                            (2,442,245)          (1,635,705)         (383,228)          (4,461,178) 

Income from discontinued operations, net of taxes             390,880                    -                 -              390,880 
Gain on disposal of discontinued operations                         -                    -                 -                    - 
                                                    ------------------   ------------------  ----------------   ------------------

Income (loss) before extraordinary items                   (2,051,365)          (1,635,705)         (383,228)          (4,070,298) 

Extraordinary items, net of taxes                                   -                    -                 -                    - 
                                                    ------------------   ------------------  ----------------   ------------------

Net loss                                            $      (2,051,365)     $    (1,635,705)     $   (383,228)     $    (4,070,298) 
                                                    ==================   ==================  ================   ==================

(Loss) income per share from:  (B)

   Continuing operations                                                                                          $         (0.28) 
   Discontinued operations                                                                                                   0.09 
   Extraordinary item                                                                                                           - 
                                                                                                                ------------------
                                                                                                                  $        (0.18) 
                                                                                                                ==================

Notes:

(a) Reflects additional amortization of goodwill associated with ART acquisition
    amortized over 15 years on the straight line basis. 
(b) Pro forma earnings per common share computed after giving effect to the
    issuance of 12,000,000 shares related to the ART acquisition and Regulation 
    S offering


<PAGE>
                        EVANS ENVIRONMENTAL CORPORATION
             CONDENSED PRO FORMA STATEMENTS OF OPERATION (Continued)


                                                                          THREE MONTHS ENDED JUNE 30, 1996
                                                      -------------------------------------------------------------------------

                                                                                               Pro forma
                                                            EVANS               ART           adjustments        Unaudited

                                                          Unaudited          Unaudited         Inc (dec)         Pro forma
                                                      -------------------  ---------------   ---------------  -----------------

Revenues:
   Consulting services                                         1,265,045                $                 $          1,265,045
   Soil remediation                                                    -          905,095                 -            905,095
                                                      -------------------  ---------------   ---------------  -----------------
      Total revenues                                           1,265,045          905,095                 -          2,170,140
                                                      -------------------  ---------------   ---------------  -----------------

Direct costs & expenses:
   Direct labor & employee benefit costs                         505,550          142,623                 -            648,173
   Other direct costs & expenses                                 278,995          529,787                 -            808,782
                                                      -------------------  ---------------   ---------------  -----------------
      Total direct costs & expenses                              784,545          672,410                 -          1,456,955
                                                      -------------------  ---------------   ---------------  -----------------

Other costs & expenses:
   General, administrative & other operating costs               706,396          310,688            95,807          1,112,891
   Reserve for restructuring                                     350,000                -                 -            350,000
   Write down for closed offices                                       -                -                 -                  -
                                                      -------------------  ---------------   ---------------  -----------------
      Total operating and other costs & expenses               1,056,396          310,688            95,807          1,462,891
                                                      -------------------  ---------------   ---------------  -----------------

Operating loss                                                  (575,896)         (78,003)          (95,807)          (749,706)

   Other expense, net                                            (22,104)         (24,301)                 -           (46,405)
                                                      -------------------  ---------------   ---------------  -----------------

Loss before income taxes                                        (598,000)        (102,304)          (95,807)          (796,111)

Provision for income taxes                                             -                -                 -                  -
                                                      -------------------  ---------------   ---------------  -----------------

Loss from continuing operations                                 (598,000)        (102,304)          (95,807)          (796,111)

Income from discontinued operations, net of taxes                      -                -                 -                  -

Gain on disposal of discontinued operations                      509,036                -                 -            509,036
                                                      -------------------  ---------------   ---------------  -----------------

Income (loss) before extraordinary items                         (88,964)        (102,304)          (95,807)          (287,075)

Extraordinary items, net of taxes                              1,215,072                -                 -          1,215,072
                                                      -------------------  ---------------   ---------------  -----------------
Net loss                                                 $     1,126,108     $  (102,304)      $   (95,807)      $     927,997
                                                      ===================  ===============   ===============  =================

(Loss) income per share from:  (B)

   Continuing operations                                                                                         $       (0.04)
   Discontinued operations                                                                                       $        0.03
   Extraordinary item                                                                                            $        0.06
                                                                                                              -----------------
                                                                                                                 $        0.05
                                                                                                              =================

Notes:

(a) Reflects additional amortization of goodwill associated with ART acquisition
    amortized over 15 years on the straight line basis. 
(b) Pro forma earnings per common share computed after giving effect to the 
    issuance of 12,000,000 shares related to the ART acquisition and Regulation 
    S offering.

                                 Page 12 of 19
</TABLE>

<PAGE>

                         EVANS ENVIRONMENTAL CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

 9.      GOING CONCERN

         The accompanying consolidated financial statements have been prepared
         assuming that the Company will continue as a going concern. The Company
         has suffered significant net losses for the years ended March 31, 1996
         and 1995 and, at March 31, 1996 its current liabilities exceeded its
         current assets. These conditions raise substantial doubt about the
         Company's ability to continue as a going concern.

         Management has taken measures to address the Company's going concern
         issue. As discussed above, subsequent to March 31, 1996, management
         sold the operating assets of the Cable Products Division, executed a
         Composition Agreement with certain of its trade creditors and settled
         its delinquent payroll tax matter with the IRS. In addition, management
         completed a Regulation S stock offering on July 8, 1996. A substantial
         portion of the net proceeds from the stock offering were used by the
         Company to acquire all of the outstanding stock of ART and repay the
         outstanding balance of the Strategica line of credit. The acquisition
         of ART will involve the Company in thermal remediation, a natural
         outgrowth of its current environmental consulting and remediation
         activities. Management is also continuing to evaluate the need for
         future cost saving measures.

         In the absence of obtaining profitable operations or obtaining
         additional debt or equity financing the Company may not have sufficient
         funds to continue operations in 1997.

                                  Page 13 of 19


<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS

     RESULTS OF OPERATIONS

         During the fiscal year ended March 31, 1996 ("Fiscal 96"), the Company
         incurred a net loss of $2,051,365, primarily from its Consulting
         Division. These losses, from operations began in prior years and
         continued through June 30, 1996, are attributable to the Company's lack
         of sustained revenue growth, inability to balance associated labor
         costs and other operational costs. The Company took certain significant
         cost saving actions during Fiscal 96 and continues to do so, including
         significant labor reductions, restructuring of underperforming offices,
         closing of unprofitable offices, reductions of corporate overhead and
         other cost saving measures. Although these cost saving measures have
         not returned the Company to profitability, management believes that the
         Company can return to sustained and profitable revenue growth, although
         no assurances can be given. Management will continue to evaluate any
         additional cost savings measures and focus on new marketing efforts to
         increase revenues from its existing offices.

         On April 3, 1996 the Company sold all the operating assets and ceased
         operations of ABC Cable Products, Inc. ("Cable Products Division"), a
         wholly owned subsidiary, for an aggregate of $550,000 in cash and a
         promissory note in the amount of $1,000,000. In addition, the purchaser
         assumed certain liabilities of ABC aggregating $595,049. From this sale
         the Company recorded a net gain of $509,036.

         Revenues for the quarter ended June 30, 1996 (the "96 Quarter")
         decreased by $525,766 or 29.36% to $1,265,043 from $1,790,811 in the
         corresponding period of the prior fiscal year (the "95 Quarter"). This
         decrease in revenue is primarily attributable to the closing of the New
         York office during Fiscal 96 and significant revenues recorded in the
         95 Quarter from a nonrecurring emergency response contract involving
         the derailment of a railcar that was transporting hazardous material.
         The Company's direct costs and expenses, as a percentage of revenue,
         increased to 62.02% in the 96 quarter from 55.67% in the 95 Quarter.
         This increase is directly attributable to the high profit margin
         associated with the emergency response project performed in the 95
         Quarter. Direct costs consist of all labor, employee benefit costs and
         other expenses directly related to the production of revenue on a
         project. Other direct costs also includes sub-contractors, suppliers
         and other revenue generating expenses.

         Gross margin as a percentage of revenue was 37.98% and 44.33% in the 96
         Quarter and 95 Quarter, respectively. The decrease in gross margin of
         approximately 6% is directly attributable to the more profitable
         emergency response project performed in the 95 Quarter as mentioned
         above.

         General, administrative and other operating costs were $706,396 in the
         96 Quarter, a decrease of approximately $299,000 or 30% from the 95
         Quarter, The decrease is primarily related to the closing of the New
         York office during Fiscal 96, which had approximately $96,000 of
         expenses in the 95 Quarter and the realignment and termination of
         certain personnel and the reduction of office costs during Fiscal 96.
         The reduction of these costs resulted in savings of approximately
         $84,000. Penalties and interest costs accrued to the Internal Revenue
         Service were $55,000 in the 95 Quarter and none in the 96 Quarter as a
         result of the Company's settlement with the Internal Revenue Service.
         Professional fees and other operating costs were approximately $64,000
         greater in the 95 Quarter.

                                  Page 14 of 19

<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS (CONTINUED)

     RESULTS OF OPERATIONS (CONTINUED)

         The 96 Quarter also includes several nonrecurring operating
         transactions and extraordinary items totaling a net gain of $865,072.
         One of these non-recurring transactions was a charge to earnings of
         $350,000 for the Company's restructuring plans initiated in the 96
         Quarter for the streamlining of operations and administrative functions
         and integration with ART. During the 96 Quarter the Company reached a
         settlement with certain of its trade creditors who accepted a payout of
         $.20 for each $1.00 of their allowed claim. This settlement resulted in
         a net gain of $280,981 for the Company. In addition, on June 28, 1996,
         the Consulting Division completed an Offer in Compromise Agreement with
         the IRS settling all outstanding issues and disputes related to
         delinquent payroll taxes. As a direct result of this settlement, the
         Company recorded a gain of $934,091, net of professional fees and
         costs.

         In the 95 Quarter, the Company paid a $151,766 finder's fee in
         connection with an unsuccessful Regulation S offering and accordingly,
         the Company expensed the full amount of the finder's fee.

         Loss from continuing operations of $598,000 in the 96 Quarter was a
         $191,272 increase over the $406,728 loss in the 95 Quarter. Loss from
         continuing operations, excluding the nonrecurring operating
         restructuring transaction and finders' fee described above, was
         $248,000 in the 96 Quarter and $254,962 in the 95 Quarter, a decrease
         in losses of $6,962 between the comparable periods despite the decrease
         in revenue of $525,766 from the 95 Quarter to the 96 Quarter.

         Net income of $1,126,108 in the 96 Quarter was $1,447,336 higher than
         the 95 Quarter net loss of $321,228.

     LIQUIDITY AND CAPITAL RESOURCES:

         For the 96 Quarter, the Company's primary source of liquidity was
         approximately $660,000 in cash from the proceeds on the sale of its
         Cable Products division and exercise of certain warrants.

         The Company's working capital ratio increased to .66 at June 30, 1996
         from .54 at March 31, 1996. As of June 30, 1996, the Company had a
         working capital deficit of $1,174,398 representing a $1,031,692
         reduction from the March 31, 1996 working capital deficit of
         $2,206,090. The decrease in the working capital deficit is primarily
         attributable to the sale of its Cable Products division and the IRS
         settlement.

         On July 8, 1996, the Company completed a Regulation S stock offering.
         The offering involved the sale of 9,000,000 shares of Common Stock at
         an offering price of $.90 per share generating gross proceeds to the
         Company of $8,100,000. The offshore placement agent handling the
         offering entered into an agency agreement which provided for a cash
         management and selling fee aggregating $607,500, or 7.5% of the gross
         proceeds and broker warrants to purchase 630,000 shares of Common
         Stock, exercisable at $1.00 per share until July 8, 1998. In addition
         it was reimbursed for out pocket expenses of approximately $140,000.
         Net cash proceeds to the Company in connection with this offering were
         approximately $7,352,500, of which a substantial portion was used for
         the ART acquisition and reduction of outstanding debt.

                                  Page 15 of 19

<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS (CONTINUED)

         LIQUIDITY AND CAPITAL RESOURCES (CONTINUED):

         On July 8, 1996, the Company acquired all the outstanding stock of
         American Remedial Technologies, Inc. ("ART"). ART operates a soil
         remediation facility in Lynwood, California. This facility is the only
         currently licensed fixed base facility for thermal soil remediation in
         Los Angeles County, California. The acquisition of ART will involve the
         Company in thermal remediation, a natural outgrowth of its current
         environmental consulting and remediation activities. The purchase price
         of ART consisted of a cash payment of $6,000,000, the issuance of
         3,000,000 shares of unregistered Common Stock and the issuance of
         1,000,000 shares of Series B Preferred Stock. The Series B Preferred
         Stock is convertible, commencing after March 31, 1997, subject to an
         earn-out formula, up to a maximum of 10,000,000 shares of Common Stock.

         In July 1994, the Company established a $2,500,000 subordinated line of
         credit with Strategica Capital Corporation ("Strategica"). This line of
         credit bore interest at 15% and was secured by a first lien on all the
         assets of the Company, including its subsidiaries. At March 31, 1996,
         the Company was not in compliance with certain of the covenants of the
         Strategica line of credit. The covenants contained provisions regarding
         certain operating ratios, solvency ratios, material adverse changes,
         and other matters. On July 12, 1996, the Company repaid the outstanding
         loan balance under the Strategica line of credit.

         In April 1996, ABC Cable Products, Inc. a wholly owned subsidiary,
         ceased operations and disposed of all of its operating assets for an
         aggregate of $1,550,000 in cash and a promissory note and the
         assumption by the buyer of $595,049 of ABC's liabilities. ABC received
         at closing $550,000 cash and a promissory note in the amount of
         $1,000,000. The note, which is fully collateralized by certain
         irrevocable letters of credit, has payment dates of July 1, 1996
         ($500,000), March 5, 1997 ($250,000) and September 5, 1997 ($250,000).
         The July 1, 1996 payment was received on time and was used to reduce
         the then outstanding balance of the Strategica line of credit. The
         Company is currently negotiating with a local bank for a $500,000
         revolving bank loan collateralized by the foregoing letters of credit.

         In April 1996, the Company executed a Composition Agreement with
         certain of its trade creditors. The Company, due to its limited cash
         flow situation, began negotiating with these creditors in September
         1995. Negotiations were finalized in April 1996, with over 75% of the
         creditors accepting a payout of $.20 for each $1.00 of their allowed
         claim. The payout was made in April 1996 from funds that the Company
         had previously put into escrow. In April 1996, the Company recorded a
         benefit, net of expenses, of approximately $281,000 related to these
         completed vendor settlements.

         The Company has no material commitments for capital expenditures.

                                  Page 16 of 19

<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS (CONTINUED)

         The Company intends to fund its current operations from the combination
         of cash on hand, cash generated from operations, potential new equity
         from the possible exercise of outstanding warrants, as well as costs
         savings generated from its restructuring measures. These sources of
         capital are expected to largely fund the Company's current operations
         through March 31, 1997. Management expects a return to profitability in
         Fiscal 1997. However, if the Company does not return to profitability,
         then absent alternative sources of financing, there would be a material
         adverse effect on the financial condition, operations and business
         prospects of the Company. The Company has no arrangements in place for
         alternative sources of financing, except the $500,000 revolving bank
         loan currently being negotiated, and no assurance can be given that
         such financing will be available at all or on terms acceptable to the
         Company.

                                  Page 17 of 19

<PAGE>

PART II.    OTHER INFORMATION

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

                      (a)      Audited financial statements of American Remedial
                               Technologies, Inc. for the Fiscal periods ended
                               March 31, 1996 and 1995.

                      (b)(i)   Form 8-K dated April 17, 1996 incorporated by 
                               reference, reporting the sale and disposal of 
                               substantially all operating assets of ABC Cable 
                               Products, Inc. a wholly owned subsidiary on
                               April 3, 1996.

                      b(ii)    Form 8-K dated July 22, 1996 incorporated by
                               reference, reporting the acquisition of all the 
                               outstanding stock of American Remedial 
                               Technologies, Inc. on July 8, 1996. The unaudited
                               financial and Pro Forma financial information of
                               this acquisition are being filed with this Form
                               10QSB.

                             
                                  Page 18 of 19


<PAGE>

                                   SIGNATURES

     In accordance with the requirements of the Exchange Act, the Registrant
caused this Report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                   EVANS ENVIRONMENTAL
                                   CORPORATION

August 19, 1996                    By: /s/ DAVID C. LANGLE
                                       -----------------------------
                                       David C. Langle, Chief Financial Officer
                                       on behalf of the Registrant and as
                                       Principal Accounting Officer

                                  Page 19 of 19