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

                                   FORM 10-QSB

                                   (Mark One)

     [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934
                   For the quarterly period ended May 31, 2002

          [ ] Transition under Section 13 or 15(d) of the Exchange Act
              For the transition period from _________ to _________


                         COMMISSION FILE NUMBER 33-98682


                        AMERICAN COMMERCE SOLUTIONS, INC.
        (Exact name of small business issuer as specified in its charter)


           Delaware                                              05-0460102
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)


                     1400 Chamber Dr., Bartow, Florida 33830
                    (Address of Principal Executive Offices)


                                 (863) 533-0326
                (Issuer's Telephone Number, Including Area Code)


                                       N/A
              (Former Name, Former Address and Former Fiscal Year,
                          if Changed Since Last Report)

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the last practicable date.

Common Stock, $.002 par value per share, 18,556,344 shares outstanding at June
10, 2002

    TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (CHECK ONE) YES [X] NO [ ]
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES

                              INDEX TO FORM 10-QSB

                                                                            Page
                                                                            ----

PART I. FINANCIAL INFORMATION

     Item 1. Financial Statements

             Consolidated Balance Sheet as of May 31, 2002                     3

             Consolidated Statements of Operations for the three months
               ended May 31, 2002 and May 31, 2001                             5

             Consolidated Statements of Cash Flows for the three months
               ended May 31, 2002 and  May 31, 2001                            6

             Notes to the Consolidated Financial Statements                    8

     Item 2. Management's Discussion and Analysis of Financial Condition
               and Results of Operations                                      10

PART II. OTHER INFORMATION

     Item 1. Legal Proceedings                                                11

     Item 2. Changes in Securities                                            12

     Item 3. Defaults Upon Senior Securities                                  12

     Item 4. Submissions of Matters to a Vote of Security Holders             12

     Item 5. Other Information                                                12

     Item 6. Exhibits and Reports on Form 8-K                                 12

                                       2
<PAGE>
                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)

                                                                    May 31, 2002
                                                                    ------------
ASSETS

Current Assets:
  Cash and Cash Equivalents                                          $    10,078
  Accounts Receivable, Net of Allowance $8,732                           184,289
  Inventory                                                              282,931
  Other Receivables                                                      244,878
  Other Current Assets                                                     8,810
                                                                     -----------
     Total Current Assets                                                730,986

Property and Equipment, Net of Depreciation $591,451                   5,294,521
Real Property for Resale                                                 170,000
Equipment for Resale                                                     243,150
                                                                     -----------
     TOTAL ASSETS                                                    $ 6,438,657
                                                                     ===========

              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.

                                       3
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                    CONSOLIDATED BALANCE SHEET -- CONTINUED
                                   (Unaudited)

                                                                   May 31, 2002
                                                                   ------------
LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Current Portion of Long-Term Debt                                $  1,682,831
  Accounts Payable                                                      532,462
  Accrued Expenses                                                      152,435
  Accrued Payroll Taxes                                                 335,041
  Accrued Interest                                                      291,282
  Due to Stockholders                                                    83,674
                                                                   ------------
     Total Current Liabilities                                        3,077,745

Long-Term Debt, Net of Current Portion                                  973,368

STOCKHOLDERS' EQUITY:

Preferred Stock, total authorized 1,000,000 shares:
  Series A, cumulative and convertible, authorized
  600 shares, $.001 par value, 102 shares issued and
  outstanding, liquidating preference                              $    376,125

Series B, cumulative and convertible, authorized
  3,950 shares, $.001 par value, 3,609 shares issued and
  outstanding, liquidating preference $3,609,595                              3

Common Stock, $.002 par value, authorized 30,000,000 shares,
  18,556,344 issued and 17,974,344 outstanding                           37,043
Additional Paid-In Capital                                           14,676,703
Stock Receivable                                                        (20,000)
Treasury Stock                                                         (265,526)
Accumulated Deficit                                                 (12,040,679)
                                                                   ------------
     Total Stockholders' Equity                                       2,387,544
                                                                   ------------
          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY               $  6,438,657
                                                                   ============

              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.

                                       4
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                                    For the Three Months Ended
                                                   ----------------------------
                                                   May 31, 2002   *May 31, 2001
                                                   ------------    ------------

Net Sales                                          $    516,056    $    494,980
Cost of Goods Sold                                      301,485         266,702
                                                   ------------    ------------
Gross Profit                                            214,571         228,278

Selling, General and Administrative Expenses:
  Payroll and Payroll Taxes                             316,258         215,265
  Consulting Expenses                                    96,800         100,250
  Depreciation                                           19,601          19,483
  Professional Fees                                                     201,571
  Other                                                 182,933         124,517
                                                   ------------    ------------
Total Selling, General and Administrative
  Expenses                                              615,592         661,086
                                                   ------------    ------------
  Loss from Operations                                 (401,021)       (432,808)

  Other income                                            8,827
  Interest Expense                                      (77,477)        (52,706)
                                                   ------------    ------------
Loss from Continuing Operations                        (469,671)       (485,514)

Loss from Discontinued Operations                                      (126,284)
                                                   ------------    ------------

Net Loss to Common Shareholders                        (469,671)       (611,798)
                                                   ============    ============

Loss Per Share:

  Basic + Fully Diluted Loss Per
   Common Share from Continuing Operations         $      (0.03)   $      (0.04)

  Basic + Fully Diluted Loss Per
   Common Share from Discontinued Operations                       $      (0.02)
                                                   ------------    ------------

Net Loss per Common Shareholders,
 Basic and Diluted                                 $      (0.03)   $      (0.06)
                                                   ============    ============

Weighted Average Number of
 Common Shares Outstanding                           17,678,844      10,897,217
                                                   ============    ============
*As Restated

              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.

                                        5
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                  For the Three Months Ended
                                                  --------------------------
                                                  May 31, 2002  May 31, 2001
                                                  ------------  ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss                                            $(469,671)   $(611,798)
Adjustments to Reconcile Net Loss to Net Cash
  Used in Operating Activities:
   Depreciation and Amortization                       70,719       80,367
   Stock Issued for Services                          273,900
   Gain On sale of Assets                                            6,105
Changes in Operating Assets and Liabilities:
   Accounts Receivable                                (14,969)      63,424
   Inventory                                          (14,901)      29,970
   Prepaid Expenses                                     2,544      (69,046)
   Other Assets                                                     (8,172)
   Accounts Payable                                   (40,494)     102,335
   Accrued Expenses                                   136,196      177,849
                                                    ---------    ---------
   Total Adjustments                                  412,995      382,832

   Net Cash Used in Operating Activities              (56,676)    (228,966)
                                                    ---------    ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Equipment Purchased                                 (5,979)
                                                    ---------    ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Advances on Notes Payable and Long-Term Debt       149,007       27,435
   Repayments on Notes Payable and Long-Term Debt     (90,482)     (33,626)
   Exercise of Stock Options and Warrants                          221,200
   Proceeds Received on Common Stock Receivable                      5,000
                                                    ---------    ---------
   Net Cash Provided by Financing Activities           58,525      220,009
                                                    ---------    ---------
Net Decrease in Cash                                   (4,130)      (8,957)

Cash and Cash Equivalents - Beginning of Period        14,208       34,885
                                                    ---------    ---------
Cash and Cash Equivalents - End of Period           $  10,078    $  25,928
                                                    =========    =========

              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.

                                        6
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                                   (Unaudited)

                                                  For the Three Months Ended
                                                  ---------------------------
                                                  May 31, 2002   May 31, 2001
                                                  ------------   ------------
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

  Cash Paid During the Period for Interest           $ 19,298       $    138
                                                     ========       ========
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING
  AND FINANCING ACTIVITIES:

  Property Surrendered for Note Repayment            $              $133,416
                                                     ========       ========

  Securities Issued for Debt Repayment               $              $  7,843
                                                     ========       ========

              The accompanying notes are an integral part of these
                       Consolidated Financial Statements.

                                        7
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                                   (Unaudited)
                                  May 31, 2002

NOTE 1: THE COMPANY

     The Company was  incorporated  in Rhode Island in 1991 under the name Jaque
Dubois,  Inc. and was  re-incorporated  in Delaware in 1994.  In July 1995,  the
Company's  name was changed to JD American  Workwear,  Inc. In December 2001 the
shareholders voted at the annual shareholders' meeting to change the name of the
Company to American Commerce Solutions,  Inc. The Company is primarily a holding
company  whose  wholly  owned   subsidiary  is  engaged  in  the  machining  and
fabrication  of parts used in  industry  and parts  sales and  service for heavy
construction equipment.

     The  financial  statements  for the  period  ended  May 31,  2001 have been
restated to reflect the  discontinued  operations  that had existed  during this
period to aid in the comparative analysis of current operations.

NOTE 2: GOING CONCERN

     The Company has incurred substantial operating losses since inception.  The
Company  recorded  losses from  operations  of  $469,671  and  $485,514  for the
three-month  periods  ended May 31, 2002 and 2001,  as  restated,  respectively.
Current  liabilities  exceed  current  assets  by  $2,346,759  at May 31,  2002.
Additionally,  the Company has been unable to meet  obligations to its creditors
as they have become due.  These  conditions  raise  substantial  doubt about the
Company's ability to continue as a going concern.

     Management  has revised its  business  strategy to include  expansion  into
other lines of business  through the  acquisition of other companies in exchange
for the Company's stock. Management is currently negotiating new debt financing,
the  proceeds  from  which  would be used to  settle  outstanding  debts at more
favorable  terms,  to finance  operations  and to complete  additional  business
acquisitions.  Subsequent to May 31, 2002,  the Company has an agreement  with a
lender  that  has  agreed  to a lump sum  offer in the  amount  of  $551,283  in
settlement of approximately $1.3 million, subject to SBA approval.

     However,  there can be no assurance  that the Company will be able to raise
capital,  obtain debt financing or improve  operating  results  sufficiently  to
continue  as a going  concern.  The  accompanying  financial  statements  do not
include any adjustments  relating to the  recoverability  and  classification of
recorded assets or the amounts and  classification  of liabilities that might be
necessary if the Company is unable to continue as a going concern.

                                        8
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                                   (Unaudited)
                                  May 31, 2002

NOTE 3: BASIS OF PRESENTATION

     The interim  financial  statements  are prepared  pursuant to the rules and
regulations  of the Securities and Exchange  Commission.  The interim  financial
information included herein is unaudited; however, such information reflects all
adjustments (consisting solely of normal recurring adjustments) that are, in the
opinion  of  management,  necessary  to a fair  presentation  of  the  Company's
financial  position,  results  of  operations  and cash  flows  for the  interim
periods.  The  accompanying  financial  statements  do  not  contain  all of the
disclosures  required by generally accepted accounting  principles and should be
read in conjunction with the financial  statements and related notes included in
the Company's  Annual  Report on Form 10-KSB for the fiscal year ended  February
28, 2002. The results of operations for the interim periods shown in this report
are not  necessarily  indicative  of results to be expected  for the fiscal year
ending February 28, 2003.

     Prior year  financial  information  was  restated to conform to the current
year presentation by removing discontinued operations.

NOTE 4: STOCK TRANSACTIONS

     During the period, 750,000 options were granted and exercised by management
in lieu of $133,100 of compensation and $48,400 of consulting fees. In addition,
the Company issued 440,000 shares for $92,400 of services.

                                        9
<PAGE>
               AMERICAN COMMERCE SOLUTIONS, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                                   (Unaudited)
                                  May 31, 2002


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

FORWARD LOOKING STATEMENTS

     This  report  contains  forward-looking  statements  within the  meaning of
section 27A of the  Securities  Act of 1933 and  Section  21E of the  Securities
Exchange  Act of  1934.  Actual  results  could  differ  materially  from  those
projected in the forward-looking  statements as a result of the risk factors set
forth in this  report,  the  Company's  Annual  Report on Form  10-KSB and other
reports and documents  that the Company files with the  Securities  and Exchange
Commission.

RESULTS OF OPERATIONS

     The acquisition of International  Machine and Welding, Inc. provided a full
service  welding and machine shop with expertise in metal  fabrication,  various
types  of  welding,   machining  and  boring   operations.   The  subsidiary  is
particularly  strong in the  re-manufacturing  of large,  complex  shaped  heavy
components,  pumps, valves,  bearings,  shafts etc. The company's boring mill is
one of the largest in the Southeast  allowing the company to machine items up to
20 feet in diameter and 55 feet in length.

     Other  operations  housed at  International  Machine and Welding include an
independent  full  service  repair  facility  capable  of  repairing  most heavy
construction  equipment,  including  rebuilding engines,  transmissions,  torque
converters,  undercarriage  and tracks for crawler  tractors.  The Company has a
fleet of field  service  trucks  capable  of doing  most  repairs  in the field.
Coupled with these  operations is a direct to the consumer parts sales operation
for heavy construction equipment.

COMPARISON OF THE RESULTS OF OPERATIONS  FOR THE THREE MONTHS ENDED MAY 31, 2002
AND 2001.

     Net sales for the three  months  ended May 31,  2002  increased  by 4.8% to
$516,086 from $494,980 for the three months ended May 31, 2001.  The increase is
directly  attributable to the heavy equipment repair. Cost of goods sold for the
three months ended May 31, 2002 was $301,485  compared to $266,702 for the three
months ended May 31, 2001.  Gross margin for the three months ended May 31, 2002
was $214,571  compared to $228,278 for the three months ended May 31, 2001.  The
gross profit  margin  percentage  decreased to 41.6% for the three months ending
May 31, 2002 from a 46% gross  profit  margin  percentage  for the three  months
ended May 31, 2001. The decrease is due to the lower gross profit margins of the
parts used in heavy equipment repair.

                                       10
<PAGE>
     Operating expenses decreased to $615,592 for the three months ended May 31,
2002 from  $661,086  for the three  months  ended May 31,  2001 as a result  the
reduction of salaries across all operations.

     The net loss for the three months ended May 31, 2002 was $469,671 ($.03 per
common share) compared to a net loss of $485,514 ($.04 per common share) for the
three  months  ended May 31,  2001.  The  decrease is  directly a  reduction  in
salaries offset by an increase interest expense.

LIQUIDITY AND CAPITAL RESOURCES

     Net cash used in  operating  activities  was  $412,995 for the three months
ended May 31, 2002 compared to $228,961 for the three months ended May 31, 2001.
Receivables  decreased  $14,969 from May 31, 2001 to May 31, 2002 as a result of
increased  collections  and a change  in  payment  terms to  certain  customers.
Inventory increased $14,901 in the manufacturing segment.

     Short and long-term  loans provided the working capital needs and principal
payments on long-term debt through the three months ended May 31, 2002. However,
the Company requires  additional  financing to provide for working capital needs
and  principal  payments on long-term  debt during the year ending  February 28,
2003 and to meet its  business  strategy of achieving  significant  expansion in
revenue for all  divisions  and to expand  through  strategic  acquisitions  and
alliances.  The Company has been actively seeking  additional debt and/or equity
financing;  however,  there can be no assurance that financing will be available
to the Company on acceptable terms, if at all.

     Through May 31, 2002, the Company has experienced  substantial  losses, and
at May 31, 2002 had an accumulated  deficit of  approximately  $12,040,679.  The
Company has not been able to pay all of its obligations as they have become due,
and  expects  to  incur  much  smaller  additional  losses  before  it  achieves
profitable operations.  The receipt of funding from any current commitments will
allow the Company to continue its restructuring plan.

RESULTS OF OPERATIONS - MANUFACTURING

     Manufacturing  revenues were $198,483 from  machining  operations,  $99,823
from the parts sales  operation,  and $217,750 from the heavy equipment  service
operations for the three months ended May 31, 2002 compared to $256,256, $67,697
and $171,027  for the three  months ended May 31, 2001.  Cost of goods sold were
$301,485 and $266,702  from the division for the three months ended May 31, 2002
and 2001,  respectively.  General and administrative  expenses were $615,592 and
$661,086 for the three months ended May 31, 2002 and 2001, respectively.

                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     N/A

                                       11
<PAGE>
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

     N/A

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

     The Company has  defaulted  on a total of  $465,561 of notes  payable.  The
amount of principal  payments in arrears was $115,897 with an additional  amount
of $72,641 of interest  due at May 31,  2002.  These  defaults  were  created by
failure to pay under the terms of the agreements.

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

     N/A

ITEM 5. OTHER INFORMATION

     N/A

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     The Company filed a Form 8K in June 2002  explaining the change in auditors
from Bella Hermida  Gillman  Hancock and Mueller to Pender  Newkirk and Company,
CPA's.

     There were no disagreements  between the prior auditor and the Company over
accounting issues. Pender Newkirk and Company, CPA's had rendered no services to
the Company prior to being chosen as auditors for fiscal year 2003.

                                       12
<PAGE>
                                   SIGNATURES

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

                                       AMERICAN COMMERCE SOLUTIONS, INC.


                                       By: /s/ Daniel L. Hefner
                                           -------------------------------------
                                           Daniel L. Hefner,
                                           President and Chief Executive Officer
                                           (Principal Executive Officer)

                                           /s/ Frank D. Puissegur
                                           -------------------------------------
                                           Frank D. Puissegur,
                                           Chief Financial Officer
Date: July 10, 2002                        (Principal Accounting Officer)