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


                                   FORM 10-QSB

(Mark One)


X    QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

For quarterly period ended June 30, 2002

____ TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from _____ to _______

Commission file number:  0-27947

                        American Southwest Holdings, Inc.
                        ---------------------------------
             (exact name of registrant as specified in its charter)


        DELAWARE                                            86-0800964
        --------                                            ----------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)


c/o John A. Yellich
13545 Milwaukee Court, Thornton, Colorado                            80241
-----------------------------------------                            -----
(Address of principal executive offices)                            (ZIP Code)

Registrant's telephone number, including area code:      (303) 475-2929
                                                         --------------


Indicate  by check  mark  whether  the  registrant:  (1) has filed  all  reports
required 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 ___ -----

The number of shares of the  Registrant's  Common  Stock,  as of June 30,  2002:
22,163,950

<PAGE>

                        AMERICAN SOUTHWEST HOLDINGS, INC.
                    FORM 10-QSB, QUARTER ENDED JUNE 30, 2002


<TABLE>
                                      INDEX
<CAPTION>
                                                                                Page
                                                                                ----
<S>                                                                             <C>
PART I    FINANCIAL INFORMATION

ITEM 1    FINANCIAL STATEMENTS

Consolidated Balance Sheet as of June 30, 2002                                   4

Statement of Operations for the Quarter Ended June 30, 2002 and 2001             6

Statement of Stockholder's Equity                                                7

Statement of Cash Flows for the Quarter Ended June 30, 2002                      9

Notes to Interim Consolidated Financial Statements                              10

All schedules are omitted because they are not applicable or the required
information is shown in the financial statements or notes thereto.

Item 2  Management's Discussion and Analysis                                    16

PART II   OTHER INFORMATION

Item 1 Legal Proceedings                                                        17
Item 2 Changes in Securities                                                    17
Item 3 Defaults Upon Senior Securities                                          17
Item 4 Submission of Matters to a Vote of Security Holders                      17
Item 5 Other Information                                                        17
Item 6 Exhibits and Reports on Form 8-K                                         17

         Signatures                                                                                              17

</TABLE>

<PAGE>

                        AMERICAN SOUTHWEST HOLDINGS, INC.
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)

                                  BALANCE SHEET

                             June 30, 2002 and 2001

<TABLE>
                                     ASSETS
<CAPTION>

                                                    2002            2001
                                                    ----            ----
<S>                                                 <C>             <C>
CURRENT ASSETS
              Cash                                  $         (4)   $        (4)
              Total Assets                          $         (4)   $        (4)

</TABLE>


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


<PAGE>


                        AMERICAN SOUTHWEST HOLDINGS, INC.
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)

                                  BALANCE SHEET

                             June 30, 2002 and 2001


<TABLE>
                                   LIABILITIES
<CAPTION>

                                                                             2002              2001
                                                                             ----              ----
<S>                                                                          <C>               <C>
CURRENT LIABILITIES
    Accounts Payable                                                         $      74,582     $    183,876

                 Total Current Liabilities                                          74,582          183,876

STOCKHOLDER'S EQUITY
    Common stock-authorized, 100,000,000 shares at
    $.001 par value; issued and outstanding, 18,863,950
    shares in 2001 and 22,163,950 in 2002                                           22,164           18,864
    Stock warrants                                                                 130,500           97,500
    Paid in Capital                                                             12,277,582       12,148,882
    Deficit accumulated during the development stage                           (12,504,833)     (12,449,126)

                 Total Stockholder's Equity                                        (74,586)        (183,880)

                 Total liabilities and stockholder's equity                             (4)    $         (4)

</TABLE>


<PAGE>

                        AMERICAN SOUTHWEST HOLDINGS, INC.
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)

                             STATEMENT OF OPERATIONS

                             June 30, 2002 and 2001

<TABLE>
<CAPTION>
                                                               Cumulative
                                                               during           6 Months Ended   6 Months Ended
                                                               development      30-Jun           30-Jun
                                                               stage            2002             2001
                                                               -----            ----             ----
<S>                                                            <C>              <C>              <C>
Revenue
             Miscellaneous Income                              $     76,794     $         -      $          -


Expenses
             General and Administrative                           4,709,691          52,750            57,098
             Organizational Costs                                   120,000
                Restatement of prior year expenses resulting
             from write-off of liabilities on the Miab Project    (266,135)
                Write-down of Hiab mining properties, net         3,477,840
                Loss of Disposal of Equipment                        19,753
                Write-off of exploration and development costs            -
                on the Hiab Project                               4,466,157
             Depreciation                                            61,465
                Total expenses                                   12,588,771          52,750            57,098
             Loss from development stage operations            (12,461,977)         (52,750)          (57,098)
             Interest Income                                          7,144


             Net (loss)                                        $(12,504,833)    $   (52,750)     $    (57,098)
            Net (loss) per share                               $      (0.56)                     $      (0.00)
            Weighted average shares                              22,163,950                        18,863,950

</TABLE>

        The accompanying notes are an integral part of these statements.

<PAGE>


                        AMERICAN SOUTHWEST HOLDINGS, INC.
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)

                  STATEMENTS OF STOCKHOLDER'S EQUITY (DEFICIT)

                           December 31, 2001 and 2000


<TABLE>
<CAPTION>
                                                                                        Deficit
                                                                                        Accumulated
                                                              Additional    Common      During The
                                          Common Stock        Paid-in       Stock       Development
                                       Shares     Amount      Capital       Subscribed  Stage             Total
                                       ------     ------      -------       ----------  -----             -----
<S>                                    <C>        <C>         <C>           <C>         <C>               <C>
Balance at December 31, 1998            9,263,950 $   9,264   $ 11,243,483              $    (11,194,666) $    58,081
Shares issued for cash
900,000 at $.02                           900,000      900          17,100                                     18,000
Shares issued for services
    100,000 shares at $.02                100,000      100           1,900                                      2,000
Shares issued for cash
680,000 shares at $.10                    680,000      680          67,320                                     68,000
Net Loss                                                                                        (251,399)    (251,399)
Balance at December 31, 1999           10,943,950   10,944      11,329,803         -         (11,446,065)    (105,318)
Shares issued for services
    900,000 shares at $.10                900,000      900          89,100                                     90,000
Warrants issued
    2,400,000 warrants at $.01                                      24,000                                     24,000
Shares Issued for cash with
    warrents attached at $.09           2,400,000    2,400         213,600                                    216,000
Shares issued for services
    1,500,000 at $0.15 per share        1,500,000    1,500         223,500                                    225,000
Shares issued for cash with warrants
    attached 1,600,000 shares at $.09
    per share                           1,600,000    1,600         142,400                                    143,800
Stock issued for cash
    1,520,000 shares at $.10 per share  1,520,000    1,520         150,480                                    152,000
Warrants issued for services rendered
    5,750,000 warrants with value of
    $.01 per warrant                                                57,500                                     57,500

</TABLE>

<PAGE>

                        AMERICAN SOUTHWEST HOLDINGS, INC.
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)

                  STATEMENTS OF STOCKHOLDER'S EQUITY-CONTINUED

                             June 30, 2002 and 2001

<TABLE>
<CAPTION>
                                                                                       Deficit
                                                                                       Accumulated
                                                              Additional   Common      During The
                                         Common Stock         Paid-in      Stock       Development
                                       Shares     Amount      Capital      Subscribed  Stage         Total
                                       ------     ------      -------      ----------  -----         -----
<S>                                    <C>        <C>         <C>          <C>         <C>           <C>
Warrants issued with stock purchase
    1,600,000 warrants with value
    of $.01 per warrant                                           16,000                                16,000
Net Loss                                                                                  (945,964)   (945,964)
Balance at December 31, 2000           18,863,950     18,864  12,246,382         -     (12,392,028)   (126,982)
Net Loss                                                                                   (60,055)    (60,055)
Balance at December 31, 2001           18,863,950     18,864  12,246,382         -     (12,452,083)   (187,037)
Stock issued for cash
400,000 at $.04/share                     400,000        400      15,600                                16,000
Warants issued with stock purchase
    400,000 warrants with value of
    $0.01 per warrant                                              4,000                                 4,000
Stock issued for payment of amounts
    due on account at $.04/share        2,900,000      2,900     113,100                               116,000
Warrants issued for amounts owed
    2,900,000 warrants with value of
    $.01 perwarrant                                               29,000                                29,000
Net loss                                                                                  (52,750)     (52,750)
Balance at June 30, 2002               22,163,950     22,164  12,408,082         -    (12,504,833)     (74,787)

</TABLE>

    The accompanying notes are an integral part of these financial statements

<PAGE>

                        AMERICAN SOUTHWEST HOLDINGS, INC.
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)
                             STATEMENT OF CASH FLOWS
                           December 31, 2001 and 2000

<TABLE>
<CAPTION>
                                                                Cumulative
                                                                during           6 Months Ended   6 Months Ended
                                                                development      30-Jun           30-Jun
                                                                stage            2002             2001
                                                                -----            ----             ----
<S>                                                             <C>              <C>              <C>
Cash flows from operating activities
             Net (loss)                                         $   (12,439,833) $      (2,750)   $     (22,808)
             Adjustments to reconcile net loss to net
               used in operating activities:
               Services paid by common stock                             76,202
               Depreciation                                              61,464
               Decrease in accounts receivable                              760
               Amortization of organizational costs                     120,000
               Decrease (increase) in deposits and other assets            (760)
               Increase (decrease) in accounts payable                 (906,329)      (162,250)          18,475
               Increase (decrease) in notes payable                  (1,696,722)
               Increase (decrease) in interest payable                    7,113
             Net cash (used) by operating activities                (14,778,104)      (165,000)          (4,333)
Cash flows from investing activities
             Write-off of exploration costs                           4,466,157
             Write-off of machinery & office eqpt                        19,753
             Purchase of property and equipment                        (931,920)
             Expenditures on mineral exploration costs               (3,283,917)
             Write down of mining properties                          5,654,010
             Net cash (used) by investing activities                  5,924,083                              -
Cash flows from financing activities
             Sales of common stock                                    8,049,016        165,000
             Common stock subscriptions received                        805,000
             Net cash provided by financing activities                8,854,016        165,000               -
             Net increase (decrease) in cash                                 (4)             -          (4,333)
             Cash at the beginning of period                                                (4)          4,329
             Cash at end of period                              $            (4) $          (4)   $         (4)

</TABLE>

    The accompanying notes are an integral part of these financial statements

<PAGE>

                        AMERICAN SOUTHWEST HOLDINGS, INC
                     (Formerly Namibian Copper Mines, Inc.)
                          (A Development Stage Company)

                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2002


American  Southwest  Holdings,  Inc.,  (formerly Namiban Copper Mines,  Inc,), a
Development  Stage  Company,  (the  "Company"),  is a  mineral  exploration  and
development  company whose sole purpose was to initially explore and develop the
Hiab  Copper  Project in Namibia,  Africa.  Currently  the Company is  exploring
business opportunities in China in the petroleum industry, and other ventures in
the United States and world community.

The Company was incorporated in the state of Delaware on October 20, 1989, under
the name of Cordon  Corporation and  subsequently  changed its name to Ameriserv
Financial Corporation  ("Ameriserv").  On April 19, 1994, bankruptcy proceedings
for Ameriserv were finalized in the US Bankruptcy  Court,  Northern  District of
Texas.  Under the terms of the  reorganization  plan,  Ameriserv  was  forced to
liquidate all of its assets and proceeds were  distributed  among the creditors,
thereby  satisfying  all of  Ameriserv's  outstanding  debts.  Ameriserv  ceased
operations at the conclusion of the bankruptcy proceedings.

At a special shareholder's meeting held on July 28, 1995,  shareholders ratified
the name change of the company from Ameriserv to Namibian Copper Mines, Inc. The
shareholders  also approved the Company  entering into a Farm-In  Agreement with
Great Fitzroy  mines N.L. in order to earn a 70% equity in the Hiab  Agreements,
the  Company  undertook a reverse  split on the basis of 50:1 which  reduced the
shares held by the pre-bankruptcy shareholders to 30,367.

In July 1995, a private  placement of the Company's  common stock was undertaken
in order to fund  preliminary  work on the Hiab Copper Project,  provide working
capital to the Company,  and to enable the company to undertake more substantial
capital  raising in the  future.  Seed  capital  was raised  which  resulted  in
2,967,493 fully paid shares being issued.  As compensation for services rendered
in conjunction with the private  placement,  the Company issued 1,502,000 shares
to two entities: such shares were recorded at their par value.

The Company  issued  Peter  Prentice  and Alan Doyle,  directors of the Company,
249,000  fully paid shares each as  compensation  for  services  rendered;  such
shares were recorded at the private  placement price of $0.15 per share,  with a
corresponding charge to expenses.

<PAGE>

                        American Southwest Holdings, Inc.
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 2002

The Company is party to an agreement (the "Swanson Agreement") to acquire mining
claims owned by Mr.  Swanson's  company,  Haib Copper Co.,  (Pty)  Limited.  The
purchase consideration is $3,780,000 subject to the CPI indexation. Installments
totaling $427,000 has been paid to Mr. Swanson.  The Swanson Agreement  entitled
the Company to explore  the claims and carry out mining to obtain bulk  samples.
When the Company  defaulted on their Farm-in  Agreement,  their interests in the
Swanson  Agreement  transferred  to Great  Fitzroy  Mines,  their  joint-venture
partner.

At the Annual Stockholder's Meeting, held June 9, 2000, in Phoenix, Arizona, the
stockholders  agreed to change the name of the Corporation to American Southwest
Holdings, Inc., and gave the Board of Directors authority to pursue negotiations
and  discussions  for a joint venture in Zichang County of Shaanxi  Province and
other areas in the Republic of China  regarding oil and gas exploration in their
country.

At a Board of Directors meeting,  held May 20, 2002, in Sydney,  Australia,  the
board extended the expiration date of 4,000,000 stock warrants expiring June 30,
2002, to be extended to June 30, 2004,  the 5,750,000  stock  warrants  expiring
June 30,  2002,  to be  extended  to June 30,  2004.  The Board also  authorized
issuing  2,900,000  shares of stock with warrants  expiring  June 30, 2004,  for
payment of amounts owing to various  individuals.  A placement of 400,000 shares
of stock with  warrants was made at this time for a price of $0.04 per share for
the stock and $0.01 for each warrant attached. The warrants are exercisable at a
price of $.10 per share.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Accounting Method
-----------------

The Company's  financial  statements are prepared using United States  generally
accepted accounting principles with a fiscal year ending December 31.

Deferred Mineral Exploration Costs and Mineral Properties
---------------------------------------------------------

Costs  of  acquisition  and  development   relating  to  the  Haib  Project  are
capitalized on an area of interest basis.

Depreciation
------------

Depreciation is computed on a straight-line basis over an estimated service life
of five years.

<PAGE>

                       American Southwest Holdings, Inc.
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 2002

Income Taxes
------------

The Company has a net operating loss of approximately $12,000,000,  which may be
carried  forward to reduce taxable income in future years through 2011.  Because
of the loss,  no current  provision  for income taxes has been  recorded for the
year ended December 31, 2001.

Foreign Currency Transactions
-----------------------------

Monetary  assets  and  liabilities  in  foreign  exchange  currencies  have been
translated  into United States dollars at the exchange  rates  prevailing at the
balance sheet date. Other assets and  liabilities,  revenue and expenses arising
from foreign  currency  transactions  have been  translated at the exchange rate
prevailing at the date of the  transaction.  Gains and losses arising from these
translation policies are included in income.

Use of Estimates
----------------

In  preparing  financial   statements  in  conformity  with  generally  accepted
accounting principles,  management is required to make estimates and assumptions
that affect the reported  amounts of assets and  liabilities,  the disclosure of
contingent assets and liabilities at the date of the financial  statements,  and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

Estimated Fair Value Information
--------------------------------

Statement of Financial  Accounting Standards ("SFAS") No. 107, "Disclosure about
Fair Value of Financial  Instruments"  requires disclosure of the estimated fair
value of an entity's  financial  instrument assets and liabilities,  as defined,
regardless of whether  recognized  in the financial  statements of the reporting
entity.  The fair value  information does not purport to represent the aggregate
net fair value of the Company.

The following  methods and  assumptions  were used to estimate the fair value of
each class of financial instruments for which it is practicable to estimate that
value:


<PAGE>

                       American Southwest Holdings, Inc.
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 2002

Cash
----

The carrying value amount approximates fair value.

Notes Payable
-------------

Fair value can not be determined due to the Company's lack of credit history.

NOTE C- DEVELOPMENT STAGE AND GOING CONCERN

Since July 28,  1995,  the  Company  has been in the  development  stage and its
principal  activities have consisted of raising capital,  obtaining  property or
exploration  rights and conducting  exploratory  operations in  anticipation  of
completing a feasibility study on the Haib Copper Project.

The accompanying financial statements have been prepared on the basis of a going
concern,  which  contemplates  the  realization  of assets  and  liquidation  of
liabilities in the normal course of business.  The Company is not yet generating
revenue from mining  operations  and, at December 31, 1997,  has  accumulated  a
deficit from its operating activities and has incurred substantial  obligations.
Continuation  of the Company as a going concern is dependent  upon,  among other
things,  obtaining  additional  capital,  and achieving  satisfactory  levels of
profitable  operations.  The financial statements include adjustments  resulting
from the default on the Farm-In  Agreement  with Great  Fitzroy Mines NL and the
write-down of assets  relating to the Haib  Project.  It is unlikely the Company
will continue in the mining industry.

In  April  1999,  the  Company  commenced  discussions  with two  Cypress  firms
regarding  acquiring  their rights to various  interests and  agreements  with a
Russian government corporation involved with diamond cutting and marketing.  The
Company proposed to enter into identical  agreements with two entities formed in
and operating out of the island nation of Cyprus.  These  entities were Mosquito
Mining Limited ("Mosquito") and Select Mining Limited ("Select").  Both entities
are controlled by the same parties.

The  agreements  were  options to purchase  rights to  strategic  interests  and
agreements  developed  by  Mosquito  and Select  with the  Russian  governmental
company JVSC  Alrosazoloto  Co. Ltd. Each set of interests and agreements was to
be purchased in exchange for US $3,250,000 or, at the option of each of Mosquito
and Select, common shares in the Company. The Company was to be able to exercise
its right to the interests and agreements at any time within 120 days of signing
each agreement at its discretion if certain conditions were met.

<PAGE>

                       American Southwest Holdings, Inc.
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 2002

A  shareholder's  meeting  was held on  August 2,  1999.  At this  meeting,  the
shareholders  approved the proposed  agreements.  Members authorized a corporate
name change,  and an 8:1 rollback of the Company's common stock subject to a 120
due diligence period.

After a further period of due diligence, the company decided not to proceed with
The transaction as had been presented at the annual meeting.

<PAGE>

                       American Southwest Holdings, Inc.
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 2002

NOTE C - DEVELOPMENT STAGE AND GOING CONCERN (CONTINUED)

Discussions  have been held with various firms during 2001 in regards to selling
the shares of the company.  These  discussions have not been advantageous to the
Company, and no discussions are currently in process.

In 2001 and early 2001 the  Company  was  engaged in the due  diligence  process
regarding a possible  project in the  People's  Republic  of China.  A letter of
intent  had  been  signed   between  the   parties.   The  project  was  located
approximately 800 KM  west-southwest  of Beijing in the Shaanxi  Province.  This
project entailed drilling 40 production wells in the oil fields,  where reserves
are  estimated at 90 million tons of oil. The Company  would be joint  venturing
with  Wuhan  Pengling  Group  Company,  Limited,  and would be  entering  into a
contract  with the county  government  of Zichang in the Shaanxi  Province.  The
Company would have the right to drill 300 well in the onshore  Yanchang field in
the Zichang  County,  which has  estimated  reserves  approximating  560 million
barrels of oil and  unspecified  amounts of gas. The company  would  receive 80%
equity in these 300 wells for the full  expenditure  which would be recouped out
of production. The Company would also have the right to refurbish up to 2,000 of
the existing  government  wells,  with a right of equity  participation in these
wells.  There were also  exploration  rights over certain  areas not  previously
explored in the Zichang  county,  which  encompasses  part of the  Yanchang  oil
field.

Further  discussions  have  not  been  made on the  matter  with  China  and all
negotiations  have been  teminated.  At the  present  time the  Company is still
having  discussions  with  various  firms in regard to selling the shares of the
company.  These  discussions  have not been  adventageous  to the  Company,  and
discussions continue with new firms as they are located.

NOTE D - DEFAULT ON FARM-IN AGREEMENT

During 1997, the Company was unable to raise  sufficient funds for the continued
development of the Haib Project.  As a result,  the Company has defaulted on its
Farm-In  Agreement  with Great  Fitzroy  Mines NL to earn an 80% interest in the
Haib project.  At December 31, 1997, the following  adjustments  and write-downs
were made to reduce assets to their expected net realizable value.

Deferred Mineral Exploration costs in the amount of $4,887,852 were written off.

<PAGE>

                       American Southwest Holdings, Inc.
                          (A Development Stage Company)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                  June 30, 2002

In 1997,  total  capitalized  costs of the Haib mining property in the amount of
$5,740,262 were reduced by $4,151,463 to $1,588,799  representing a 20% interest
in the Haib project.

Liabilities  in the amount of $2,684,118  relating to the Haib project have been
written off.

Prior year expenses  resulting  from the write-off  liabilities in the amount of
$266,136 have been restated (reduced).

Effective  December 31, 1998,  additional  write-offs  of  $1,588,788  were made
resulting in the Company owning no residual interest in the Haib Project.

In 1999,  the Company  determined  that it needed to write off all its remaining
fixed  assets,  as they we no longer owned by the  Company.  All  machinery  and
office  equipment  were  removed  from  the  balance  sheet  and the loss on the
disposition  of these assets were noted.  Expenses were recorded for the purpose
of getting  the  Company  ready to  re-register  its stock on the NASD  Bulletin
Board.  The  Company  has  successfully  completed  the filing of its  financial
information with the SEC. Accordingly, the Company is in compliance with the new
NASD OTC Bulletin  Board  eligibility  rules for continued  quotation as a fully
reporting company.

NOTE E - WARRANTS

As of June 30, 2002, the Company has 13,050,000  warrants  outstanding  that are
due to expire on June 30, 2004

<PAGE>

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

     When  used  in  this  discussion,  the  words  "believes",   "anticipates",
"expects"  and similar  expressions  are  intended  to identify  forward-looking
statements.  Such  statements  are subject to certain  risks and  uncertainties,
which could cause  actual  results to differ  materially  from those  projected.
Readers  are  cautioned  not to place undue  reliance  on these  forward-looking
statements,  which speak only as of the date hereof.  The Company  undertakes no
obligation to republish revised forward-looking  statements to reflect events or
circumstances   after  the  date  hereof  or  to  reflect  the   occurrence   of
unanticipated  events.  Readers are also urged to carefully  review and consider
the various  disclosures made by the Company which attempt to advise  interested
parties of the factors which affect the Company's  business,  in this report, as
well as the Company's periodic reports on Forms 10-KSB, 10QSB and 8-K filed with
the Securities and Exchange Commission.

Overview
--------

     The  Company is  non-operational  and has been since  1997.  The Company is
searching for an acquisition or business  combination  and will have no activity
until that time.

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

     Revenues.  The Company  generated  $0 in revenues  for the six months ended
June 30,  2002,  versus $0 revenues  for the same period in 2001.  To date,  the
Company has not relied on revenues  for funding.  The Company  expects to derive
its funding from private sources.

     General and Administrative  Expenses.  During the six months ended June 30,
2002, the Company incurred $52,750 in general and administrative  expenses.  The
total  cumulative  expense during the  development  stage is  $4,709,691.  These
expenses  were incurred for legal,  accounting  and  administrative  expenses to
maintain the good standing of the Company.

     Income. There has been no income in 2001 or 2002 and only $76,794 from July
28, 1995 to the present.

     Provision for Income Taxes. As of June 30, 2002, the Company's  accumulated
deficit was $12,454,833, and as a result, there has been no provision for income
taxes.

     Net Income.  For the six months ended June 30, 2002, the Company recorded a
net loss of $52,750.

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

<PAGE>

     As at June 30, 2002,  the Company had a cash  balance of $(4),  compared to
$(4) as of June 30, 2001.  The amounts  expended  were used to bring the Company
current in all regulatory matters and filings and came from private funds.

     As at June 30, 2002, the Company had $0 in accounts receivable, compared to
$0 as at June 30, 2001.  The Company has been  non-functioning  during this time
frame.

     As at June 30,  2002,  the  Company  had  $74,582 in  accounts  payable and
$183,876 for the period ended June 30, 2001. The income was due to added expense
for compliance activities.

     The Company's future funding  requirements will depend on numerous factors.
These factors  include the Company's  ability to receive  additional  funding to
meet its reporting  obligations  and find some form of  acquisition  or business
combination.  The  Company  does not  have  enough  cash to meet  its  operating
requirements and has no business plan.

     The Company may raise  additional  funds  through  private or public equity
investment  in order to expand the range and scope of its  business  operations.
The  Company  may seek  access to the  private or public  equity but there is no
assurance  that such  additional  funds  will be  available  for the  Company to
finance its operations on acceptable terms.

                          PART II -- OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

None

ITEM 2.    CHANGES IN SECURITIES

None.

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

None

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

None

ITEM 5.    OTHER INFORMATION

None.

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

None.


<PAGE>


                                 SIGNATURE PAGE

Pursuant to the requirements of section 13 or 15(d) 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 SOUTHWEST HOLDINGS, INC.


                                                                  /s/ Alan Doyle
                                                                  --------------
                                                                      Alan Doyle
                                                                       President

Dated:   September 27, 2002

<PAGE>

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
                       AS ADOPTED PURSUANT TO SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002


     I, Alan Doyle, state and attest that:


     (1)  I  am  the  President  of  American  Southwest  Holdings,   Inc.  (the
          "issuer").

     (2)  Accompanying  this  certification is the Form 10-QSB for the quarterly
          period ended June 30, 2002, a periodic report (the "periodic  report")
          filed by the issuer with the Securities  Exchange  Commission pursuant
          to Section 13(a) or 15(d) of the Securities  Exchange Act of 1934 (the
          "Exchange Act"), which contains financial statements.

     (3)  I hereby  certify,  pursuant  to 18 U.S.C.  Section  1350,  as adopted
          pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002, that based
          on my knowledge:

          -    the periodic  report  containing the financial  statements  fully
               complies with the  requirements  of Section 13(a) or 15(d) of the
               Exchange Act, and

          -    the information contained in the periodic report fairly presents,
               in all material respects,  the financial condition and results of
               operations of the issuer for the periods presented therein.


/s/ Alan Doyle
--------------
Alan Doyle, President
Date: September 27, 2002


<PAGE>

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
                       AS ADOPTED PURSUANT TO SECTION 906
                        OF THE SARBANES-OXLEY ACT OF 2002


     I, Alan Doyle, state and attest that:

          (1)  I am the  Treasurer of American  Southwest  Holdings,  Inc.  (the
               "issuer").

          (2)  Accompanying  this  certification  is the  Form  10-QSB  for  the
               quarterly  period  ended June 30,  2002,  a periodic  report (the
               "periodic  report")  filed  by the  issuer  with  the  Securities
               Exchange  Commission  pursuant  to Section  13(a) or 15(d) of the
               Securities  Exchange  Act of 1934  (the  "Exchange  Act"),  which
               contains financial statements.

          (3)  I hereby certify,  pursuant to 18 U.S.C. Section 1350, as adopted
               pursuant to Section 906 of the  Sarbanes-Oxley  Act of 2002, that
               based on my knowledge:

               -    the periodic  report  containing  the  financial  statements
                    fully  complies  with the  requirements  of Section 13(a) or
                    15(d) of the Exchange Act, and

               -    the  information  contained  in the periodic  report  fairly
                    presents, in all material respects,  the financial condition
                    and  results of  operations  of the  issuer for the  periods
                    presented therein.


/s/ Alan Doyle
--------------
Alan Doyle, Treasurer
Date: September 27, 2002