SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                             ----------------------

                                   FORM 10-KSB

                             Annual Report Pursuant
                          to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                            For the fiscal year ended
                                December 31, 2001

                             Commission file number
                                     0-20642

                        AMERICAN CONSOLIDATED MINING CO.
             (Exact name of registrant as specified in its charter)


                    Utah                                  87-0375093
---------------------------------------------  ---------------------------------
(State or other jurisdiction of incorporation) (IRS employer identification no.)

   70 West Canyon Crest Rd., Suite D,
           Alpine, Utah 84004                           (801) 756-1414
----------------------------------------       --------------------------------
(Address of principal executive offices)       (Registrant's telephone number,
                                                      including area code)


         Securities registered pursuant to Section 12(b) of the Act: None

         Securities registered pursuant to Section 12(g) of the Act: Common
Stock, $.01 Par Value

         Check whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Exchange Act of 1934 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.
[X] Yes [ ] No

         Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-KSB. [ ]

         Issuers revenues for its most recent fiscal year: None.

         The aggregate market value of common stock held by non-affiliates
computed by reference to the average bid and asked price of such common stock,
as of March 22, 2002: $683,850

        Shares outstanding of the registrant's common stock as of March 22,
2002: 69,998,900.

<PAGE>

                        AMERICAN CONSOLIDATED MINING CO.

                       TABLE OF CONTENTS TO ANNUAL REPORT
                                 ON FORM 10-KSB
                          YEAR ENDED DECEMBER 31, 2001


                                     PART I

Item 1.    Description of Business ..........................................3
Item 2.    Description of Property ..........................................4
Item 3.    Legal Proceedings ................................................5
Item 4.    Submission of Matters to a Vote of Security Holders ..............5

                                     PART II

Item 5.    Market for Common Equity and Related Stockholder Matters .........6
Item 6.    Management's Discussion and Analysis or Plan of Operation ........7
Item 7.    Financial Statements .............................................8
Item 8.    Changes In and Disagreements with Accountants on Accounting
            and Financial Disclosure ........................................8

                                    PART III

Item 9.    Directors, Executive Officers, Promoters and Control Persons;
            Compliance With Section 16(a) of the Exchange Act ...............9
Item 10.   Executive Compensation ..........................................10
Item 11.   Security Ownership of Certain Beneficial Owners and Management ..11
Item 12.   Certain Relationships and Related Transactions ..................12
Item 13.   Exhibits and Reports on Form 8-K ................................13

                                       2
<PAGE>

                                     PART I

Item 1. Description of Business

Business Development

         American Consolidated Mining Co. (the "Company or "Registrant") was
incorporated on November 5, 1980 under the name American Consolidated Mines Co.
On November 24, 1980 the Company's name was changed to American Consolidated
Mining Co.

         From inception through 1994, the Company was engaged in the mining
business. The Company's efforts in the mining business were unsuccessful and
from 1994 to date the Company has had no mining or other current business
operations. The Company currently owns eight patented mining claims located in
Tooele County, Clifton Mining District, Utah, on approximately 133 acres of
property. The Company does not intend to explore these claims. Rather, subject
to shareholder approval, the Company intends to transfer these claims to one or
more debtors in exchange for the release of Company debts.

         On June 3, 1993, Clifton Mining Company ("Clifton") was incorporated
under the laws of the State of Utah. Upon formation, Clifton issued to the
Company common stock and preferred stock, which represented all of the issued
and outstanding equity securities of Clifton. In consideration for the Clifton
securities, Company transfer to Clifton various patented and unpatented mining
claims located in Tooele County, Clifton Mining District, Utah (the "Clifton
Claims"). The Clifton Claims consist of approximately one square mile of mining
property located about nine miles southeast of the townsite of Goldhill, State
of Utah. Since 1993 the Company has transferred a substantial number of its
Clifton shares to various parties in consideration of lien cancellations,
repayment of Company debt and payment of other Company obligations. The Company
no longer owns a significant percentage of Clifton's outstanding equity
securities.

         The Company defaulted in the payment of certain amounts owed to a
creditor which amounts were secured by approximately twenty patented and
eighty-five unpatented mining claims. In 1998, the creditor foreclosed on the
mining claims, leaving the Company with only the eight patented mining claims
that it current holds in the Clifton Mining District.

         The Company has a working capital deficiency, an accumulated deficit,
incurred an operating loss, and substantial liabilities. These conditions raise
substantial doubt about the Company's ability to continue as a going concern.

Business of Issuer

         The Company has no mining or other current business operations. The
Company's business plan is to seek one or more potential business ventures that,
in the opinion of management, may warrant involvement by the Company. The
Company recognizes that because of its limited financial, managerial and other
resources, the type of suitable potential business ventures which may be
available to it will be extremely limited. The Company's principal business
objective will be to seek long-term growth potential in the business venture in
which it participates rather than to seek immediate, short-term earnings. In
seeking to attain the Company's business objective, it will not restrict its
search to any particular business or industry, but may participate in business
ventures of essentially any kind or nature. It is emphasized that the business
objectives discussed are extremely general and are not intended to be
restrictive upon the discretion of management.

         The Company will not restrict its search for any specific kind of
firms, but may participate in a venture in its preliminary or development stage,
may participate in a business that is already in operation or in a business in
various stages of its corporate existence. It is impossible to predict at this
stage the status of any venture in which the Company may participate, if that
the venture may need additional capital, may merely desire to have its shares
publicly traded, or may seek other perceived advantages which the Company may

                                       3
<PAGE>

offer. In some instances, the business endeavors may involve the acquisition of
or merger with a corporation which does not need substantial additional cash but
which desires to establish a public trading market for its common stock.

         In July 2001, the Company entered into an Agreement and Plan of Share
Exchange (the "Share Exchange Agreement") with Renaissance Man, Inc., a Texas
corporation ("RMI"). Under the Share Exchange Agreement all of the issued and
outstanding shares of RMI stock would be transferred to the Company in exchange
for ACMC stock. In the event the Share Exchange Agreement is closed, the
stockholders of RMI immediately prior to the closing will own approximately 88%
of the issued and outstanding shares of the Company immediately after the
closing. The Share Exchange Agreement is subject to a number of contingencies,
including (i) the Company effecting a 100 to 1 reverse stock split prior to the
closing, (ii) the Company having no more than 1,500,000 shares of common stock
outstanding at the closing date, (iii) the Company having no more than $10,000
in liabilities at the closing date, (iv) satisfactory completion of due
diligence by the parties, (v) the Company changing its name to "American
Consolidated Management Group, Inc.", (vi) the Company's shareholders having
approved the transaction, and (vii) the resignation of all of the Company's
officers and directors at the closing and appointment of the designees named by
RMI. Messrs. Walker and Mappin, who are members of the Company's Board, also act
as directors of RMI. There can be no assurance that such contingencies will be
satisfied, that the Share Exchange Agreement will be closed, that RMI's business
operations will prove successful or that the transaction will prove to be
favorable for the historical shareholders of the Company.

         In May 1998, the Company entered into a non-interest bearing Revolving
Loan Agreement with Clifton Mining Company. The Company owns less than one
percent of the outstanding shares of Clifton Mining Company. Under the terms of
the agreement, Clifton Mining Company agreed to make periodic loans to the
Company in an aggregate principal amount at any one time outstanding not to
exceed $250,000. As of December 31, 2001 the principal amount of $93,808 was
owing under the Revolving Loan Agreement. Clifton Mining Company may refuse to
lend additional amounts in its sole and absolute discretion under the Revolving
Loan Agreement. Principal is due and payable in a single balloon payment on May
6, 2002. The Company and Clifton Mining Company are discussing the possibility
of the Company transferring to Clifton Mining Company the eight patented mining
claims, subject to the related liabilities, that the Company currently owns that
are located in Tooele County, Clifton Mining District, Utah, on approximately
133 acres of property and other assets. In consideration therefore, Clifton
Mining Company would forgive the Company from all amounts owing to Clifton
Mining Company.

         RMI was organized in July 1997 and is privately held. RMI is a
marketing company that is in the development stage that expects to focus on
selling health drinks. RMI had $1,000 in cash, $3,706,168 in current liabilities
and $4,766,168 in total liabilities as of December 31, 2001. Its working capital
(deficit) as of December 31, 2001 was ($3,705,168). RMI had net sales of $4,676
and $52,679 in 2001and 2000, respectively. RMI had net losses of ($1,779,210)
and ($800,190) in 2001 and 2000, respectively.

         The Company currently employs five management officers who work for the
Company on a part time basis. The Company's CEO, President, Vice-Presidents,
Secretary and Treasurer and acting Secretary and controller spend approximately
5%, 1%, 5%, 1% and 5% percent of their time, respectively, working for the
Company. The Company has no other employees. The Company presently maintains its
business office at 70 West Canyon Crest Rd., Suite D, Alpine, Utah 84004.

Item 2.  Description of Property

         The Company currently owns eight patented mining claims located in
Tooele County, Clifton Mining District, Utah, on approximately 133 acres of
unimproved property. The Company does not intend to explore these claims and has
conducted no mining activities on these claims. Rather, subject to shareholder
approval, the Company intends to transfer these claims to one or more debtors in
exchange for the release of such obligations.

         The Company holds fee simple title to six of said claims free and clear
of any debt obligations. The Company has financed the purchase of its remaining
two patented claims. The total purchase price for these claims was $43,791.
Floyd Myers, the seller, financed the Company's purchase of these patents and
the Company is obligated to pay at least $700 per month toward the purchase

                                       4
<PAGE>

price thereof. The obligation is non-interest bearing (although an 8% imputed
interest rate has been assumed in the financial statements) and the obligation
is payable on demand. The Company currently does not have sufficient capital to
service this obligation and is in default on the obligation. At December 31,
2001, $68,127 in principle and interest was owing on this obligation.

         The claims are comprised of quartz-adularia-beryllium enriched veins
associated with thrust faulting in both altered quartz monzonite and a
sedimentary package of silty and shaley rocks. Access if via all-weather dirt
and gravel roads. The roads are generally passable with a high-entered two-wheel
drive vehicles, but a four wheel drive is generally needed to access to
property.

         No depletion has been taken with respect to any of the Company's mining
claims. In addition, the Company has not recorded any amount in its balance
sheet for mining claims or mine exploration costs.

Item 3.  Legal Proceedings

         The Company is not a party to, nor are its properties the subject of,
any pending legal proceedings.

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

         No matter was submitted to a vote of the security holders during the
4th quarter of the fiscal year covered by this report.


                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

                                       5
<PAGE>

                                     PART II


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


Market Information

         The Company's common stock (the "Common Stock") is quoted on the NASD
Over-the-Counter market under the symbol "ACMG." The following table sets forth
the high and low bid information of the Common Stock for the periods indicated
which information was obtained from America Online and its information service
providers. It should be understood that such over the counter market quotations
reflect inter-dealer prices without retail mark-up, mark-down or commission, and
the quotations may not reflect any actual market transactions in the Common
Stock.

         Quarter Ended                                  High           Low
         -------------                                  ----           ---
         2000
         ----
         March 31..............................          $.01          $.00
         June 30...............................          $.01          $.00
         September 30..........................          $.00          $.00
         December 31...........................          $.00          $.00

         2001
         ----
         March 31..............................          $.00          $.00
         June 30...............................          $.00          $.00
         September 30..........................          $.00          $.00
         December 31...........................          $.06          $.00


Holders

         At March 27, 2002, there were approximately 2,366 holders of record of
the Company's common stock.

Dividends

         The Company has not declared any cash dividends within the past two
years on its common stock. The Company does not anticipate or contemplate paying
dividends in the foreseeable future. It is the present intention of management
to utilize available funds, if any, in furtherance of its business plan.

Sales of Equity Securities

         The Company has not sold any securities of the Company during the
period covered by this report.

                                       6
<PAGE>

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

         The following discussion and analysis provides information which
management believes is relevant to an assessment and understanding of the
Company's consolidated results of operations and financial condition. The
discussion should be read in conjunction with the consolidated financial
statements and notes thereto.

Plan of Operation

         The Company had $982 in cash and $2,591,495 in current liabilities as
of December 31, 2001. Working capital (deficit) as of December 31, 2001 was
($2,573,573) as compared to ($2,556,775) at December 31, 2000. The Company had
no revenues in the past two fiscal years. The Company had a shareholders'
deficit of ($2,561,051) at December 31, 2001 and net losses of ($10,495) and
($16,484) for the years ended December 31, 2001 and 2000, respectively.

         The Company has no business operations, and very limited assets or
capital resources. The Company's business plan is to seek one or more potential
business ventures that, in the opinion of management, may warrant involvement by
the Company. The Company recognizes that because of its limited financial,
managerial and other resources, the type of suitable potential business ventures
which may be available to it will be extremely limited. The Company's principal
business objective will be to seek long-term growth potential in the business
venture in which it participates rather than to seek immediate, short-term
earnings. In seeking to attain the Company's business objective, it will not
restrict its search to any particular business or industry, but may participate
in business ventures of essentially any kind or nature. It is emphasized that
the business objectives discussed are extremely general and are not intended to
be restrictive upon the discretion of management.

         The Company will not restrict its search for any specific kind of
firms, but may participate in a venture in its preliminary or development stage,
may participate in a business that is already in operation or in a business in
various stages of its corporate existence. It is impossible to predict at this
stage the status of any venture in which the Company may participate, in that
the venture may need additional capital, may merely desire to have its shares
publicly traded, or may seek other perceived advantages which the Company may
offer. In some instances, the business endeavors may involve the acquisition of
or merger with a corporation which does not need substantial additional cash but
which desires to establish a public trading market for its common stock.

         In July 2001, the Company entered into an Agreement and Plan of Share
Exchange (the "Share Exchange Agreement") with Renaissance Man, Inc., a Texas
corporation ("RMI"). Under the Share Exchange Agreement all of the issued and
outstanding shares of RMI stock would be transferred to the Company in exchange
for ACMC stock. In the event the Share Exchange Agreement is closed, the
stockholders of RMI immediately prior to the closing will own approximately 88%
of the issued and outstanding shares of the Company immediately after the
closing. The Share Exchange Agreement is subject to a number of contingencies,
including (i) the Company effecting a 100 to 1 reverse stock split prior to the
closing, (ii) the Company having no more than 1,500,000 shares of common stock
outstanding at the closing date, (iii) the Company having no more than $10,000
in liabilities at the closing date, (iv) satisfactory completion of due
diligence by the parties, (v) the Company changing its name to "American
Consolidated Management Group, Inc.", (vi) the Company's shareholders having
approved the transaction, and (vii) the resignation of all of the Company's
officers and directors at the closing and appointment of the designees named by
RMI. Messrs. Walker and Mappin, who are members of the Company's Board, also act
as directors of RMI. There can be no assurance that such contingencies will be
satisfied, that the Share Exchange Agreement will be closed, that RMI's business
operations will prove successful or that the transaction will prove to be
favorable for the historical shareholders of the Company.

         In May 1998, the Company entered into a non-interest bearing Revolving
Loan Agreement with Clifton Mining Company. The Company owns less than one
percent of the outstanding shares of Clifton Mining Company. Under the terms of
the agreement, Clifton Mining Company agreed to make periodic loans to the

                                       7
<PAGE>

Company in an aggregate principal amount at any one time outstanding not to
exceed $250,000. As of December 31, 2001 the principal amount of $93,808 was
owing under the Revolving Loan Agreement. Clifton Mining Company may refuse to
lend additional amounts in its sole and absolute discretion under the Revolving
Loan Agreement. Principal is due and payable in a single balloon payment on May
6, 2002. The Company and Clifton Mining Company are discussing the possibility
of the Company transferring to Clifton Mining Company the eight patented mining
claims, subject to the related liabilities, that the Company currently owns that
are located in Tooele County, Clifton Mining District, Utah, on approximately
133 acres of property and other assets. In consideration therefore, Clifton
Mining Company would forgive the Company from all amounts owing to Clifton
Mining Company.

         RMI was organized in July 1997 and is privately held. RMI is a
marketing company that is in the development stage that expects to focus on
selling health drinks. RMI had $1,000 in cash, $3,706,168 in current liabilities
and $4,766,168 in total liabilities as of December 31, 2001. Its working capital
(deficit) as of December 31, 2001 was ($3,705,168). RMI had net sales of $4,676
and $52,679 in 2001and 2000, respectively. RMI had net losses of ($1,779,210)
and ($800,190) in 2001 and 2000, respectively.

         The Company does not have sufficient funding to meet its short term
cash needs. Management has expressed an intent that to the extent necessary the
Company will seek to raise additional funds through the sale of equity
securities or by borrowing funds until a suitable business venture can be
completed. There are no arrangements in place whereby the Company could sell
equity securities or borrow funds. In addition, the Company has very little
authorized capital available from which it may sell equity securities. There is
no assurance that the Company will be able to successfully identify and/or
negotiate a suitable potential business venture or raise additional funds.

         The Company has a working capital deficiency, an accumulated deficit
and substantial liabilities. The Company has experienced net losses and does not
have revenues during the past two years. During the past two years the Company
has had no business operations. In light of these circumstances, the ability of
the Company to continue as a going concern is significantly in doubt. The
attached financial statements do not include any adjustments that might result
from the outcome of this uncertainty.

Forward-Looking Statements

         When used in this Form 10-KSB or other filings by the Company with the
Securities and Exchange Commission, in the Company's press releases or other
public or shareholder communications, or in oral statements made with the
approval of an authorized officer of the Company's executive officers, the words
or phrases "would be", "will allow", "intends to", "will likely result", "are
expected to", "will continue", "is anticipated", "estimate", "project", or
similar expressions are intended to identify "forward-looking statements."

         The Company cautions readers not to place undue reliance on any
forward-looking statements, which speak only as of the date made, and advises
readers that forward-looking statements involve various risks and uncertainties.
The Company does not undertake, and specifically disclaims any obligation to
update any forward-looking statements to reflect occurrences or unanticipated
events or circumstances after the date of such statement.

Item 7.  Financial Statements

         See attached financial statements.

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

         The Company is not aware, and has not been advised by its auditors, of
any disagreement on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure.

                                       8
<PAGE>

                                    PART III


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

Identify Directors and Executive Officers

         Set forth below is certain information concerning each of the directors
and executive officers of the Company as of March 22, 2002:


                                                                    With Company
         Name          Age              Position                        Since
         ----          ---              --------                        -----

William D. Moeller     64     Director and Chief Executive Officer      1981

Steven J. Haslam       61     Director and President                    1982

Robert J. Holladay     53     Director and Vice-President               1983

John M. DeNiro         61     Director, Secretary and Treasurer         1986

Keith W. Moeller       40     Vice-President                            1981

Scott S. Moeller       38     Acting Secretary and Controller           1990

Herschel J. Walker     39     Director                                  2001

George E. Mappin       53     Director                                  2001
---------------

         William D. Moeller. Mr. Moeller has been with the Company since 1981.
He a director and the Chief Executive Officer of the Company. His principal
occupation for the past five years was acting as the Chief Executive Officer of
the Company and president of Clifton Mining Company. Mr. Moeller spends
approximately five percent of his time working for the Company. Mr. Moeller
holds no other directorships in reporting companies.

         Steven J. Haslam. Mr. Haslam has been with the Company since 1982. He
is the President and a director of the Company. His principal occupation for the
past five years has been acting as a sales representative for Paragon Press. Mr.
Haslem spends approximately one percent of his time working for the Company. He
graduated from the University of Utah with a Bachelors of Science degree in Fine
Arts. Mr. Haslam holds no other directorships in reporting companies.

         Robert J. Holladay. Mr. Holladay has been with the Company since 1983.
He is a Vice-President and director of the Company. His principal occupation for
the past five years was acting as the Vice-President of Clifton Mining Company
and as a managing partner of Resource Recycling. Mr. Holladay spends
approximately one percent of his time working for the Company. He graduated from
Brigham Young University with a Bachelors of Science degree in Chemistry and a
Masters in Business Administration. Mr. Holladay holds no other directorships in
reporting companies.

                                       9
<PAGE>

         John M. DeNiro. Mr. DeNiro has been with the Company since 1986. He is
the Secretary, Treasurer and a director of the Company. His principal occupation
for the past five years was acting as the Chief Financial Officer of American
Asphalt and Grading Company. Mr. DeNiro spends approximately one percent of his
time working for the Company. He graduated from the University of Utah with a
Bachelors of Science degree in Accounting. Mr. DeNiro holds no other
directorships in reporting companies.

         Keith W. Moeller. Mr. Moeller has been with the Company since 1981. He
is a Vice-President of the Company. His principal occupation for the past five
years was acting as the Vice-President of Clifton Mining Company. Mr. Moeller
spends approximately five percent of his time working for the Company. He
graduated from Brigham Young University with a Bachelors of Science degree in
Business. Mr. Moeller holds no other directorships in reporting companies.

         Scott S. Moeller. Mr. Moeller has been with the Company since 1990. He
is the acting Secretary and the Controller of the Company. Mr. Moeller's
principal occupation for the past five years was acting as a Vice-President of
Clifton Mining Company. Mr. Moeller spends approximately five percent of his
time working for the Company. He graduated from Brigham Young University with a
Bachelors of Science degree in Accounting. Mr. Moeller holds no other
directorships in reporting companies.

         Herschel J. Walker. Mr. Walker was appointed to the Company's Board in
2001. From 2000 to present Mr. Walker has acted as the Chairman of Renaissance
Man, Inc., a Texas corporation ("RMI"). Mr. Walker has been actively involved
with RMI as a shareholder and director since its creation in 1997. His principal
occupation for the past five years has been acting as spokesman for the health
drink Aloe Lu Ya and serving as an officer and director of RMI. Mr Walker
attended the University of Georgia and enjoyed an extremely successful career as
a professional football player. Mr. Walker is currently a member of
HealthSouth's Sports Medicine Counsel. Mr. Walker holds no other directorships
in reporting companies.

         George E. Mappin. Mr. Mappin was appointed to the Company's Board in
2001. From 1969 to present Mr. Mappin's principal occupation for the past five
years has been acting as the Chairman of Mappin Industries, Inc. Mappin
Industries, Inc. is a custom drapery and bedspread manufacturer, providing
design, manufacture and installation services to hospitality-based concerns. Mr.
Mappin holds no other directorships in reporting companies.

Identify Significant Employees

         The Company has no significant employees.

Family Relationships

         William D. Moeller, the Company's Chief Executive Officer, is the
father of Keith W. Moeller, a Vice-President of the Company, and Scott S.
Moeller, the acting Secretary and Controller of the Company.

Involvement in Certain Legal Proceedings

         The executive officers and directors of the Company have not been
involved in any material legal proceedings which occurred within the last five
years of any type as described in Regulation S-B.

Compliance With Section 16(a) of the Exchange Act

         Section 16(a) of the Securities Exchange Act of 1934 requires the
Company's executive officer, directors and persons who beneficially own more
than 10% of the Company's Common Stock to file initial reports of ownership and
reports of changes in ownership with the Securities and Exchange Commission
("SEC"). Such persons are required by SEC regulations to furnish the Company
with copies of all Section 16(a) forms filed by such persons.

                                       10
<PAGE>

         Based solely on the lack of forms provided to the Company, the Company
believes that, other than Messrs. Walker and Mappin who serve as directors of
the Company, none of the Company's executive officers or other directors have
ever filed initial reports of ownership or reports of changes in ownership.

     Compensation

         The table below set forth certain information concerning compensation
paid by the Company to its Chief Executive Officer and all other executive
officers with annual compensation in excess of $100,000 (determined for the year
ended December 31, 2001) (the "Named Executive Officers"). The table include
information related to stock options granted to the Named Executive Officers.

         Summary Compensation Table. The following table provides certain
information regarding compensation paid by the Company to the Named Executive
Officers.
<TABLE>
<CAPTION>
                                            SUMMARY COMPENSATION TABLE

                                            Annual Compensation                 Long-Term Compensation Awards
                                            -------------------                 -----------------------------
                                                                             Restricted  Stock                     All Other
       Name and                                             Other Annual     Stock       Options/    LTIP        Compensation
   Principal Position     Year   Salary ($)   Bonus ($)    Compensation($)   Awards ($)    SAR(#)    Payouts($)       ($)
   ------------------     ----   ----------   ---------    ---------------   ----------    ------    ----------       ---
<S>                       <C>    <C>             <C>             <C>            <C>        <C>          <C>          <C>
William D. Moeller        1999   $6,000 (1)      ---             ---            ---         ---         ---           ---
CEO                       2000   $4,500 (1)      ---             ---            ---         ---         ---           ---
                          2001   $6,000 (1)      ---             ---            ---         ---         ---           ---
---------------
</TABLE>
(1)  The Company has not had sufficient funds to pay all of Mr. Moeller's
     salary, the unpaid portion of which has accrued from late 1980 at the rates
     of $4,500 to $60,000 per year. In 2001, Mr. Moeller received a $20,000
     payment toward the accrued amounts owing. He has received no other salary
     payments during the past three years. The amount deferred at December 31,
     2001 for William D. Moeller was approximately $989,350. As of December 31,
     2001, no interest had been accrued on the deferred amount. In addition,
     total deferred salaries for the Company, including the above amount, at
     December 31, 2001 was $1,776,925.

Compensation of Directors

         No cash fees or other consideration was paid to directors of the
Company by the Company for service on the Board during 1994 through the date
hereof because of the lack of funding. The Company has agreed to compensation
Messrs. William Moeller, Haslam, Holladay and DeNiro with an award of 10,000
shares of common stock (after giving effect to the proposed 100 for 1 reverse
stock split) as payment for services rendered which shares are in addition to
the amount of deferred compensation that is owing. However, no stock
compensation will be paid until and unless the Company closes on the Share
Exchange Agreement. No other arrangements have been made with respect to future
compensation. All directors are entitled to reimbursement for reasonable
expenses incurred in the performance of their duties as Board members.

Employment Agreements

         The Company does not have employment agreements with any of its
officers or employees. The Company has not had sufficient funds to pay the
salaries for its officers since prior to 1994. As a result, the salary
obligations have been deferred until the Company has the ability to pay the
amounts owed. The amount deferred at December 31, 2001 was $1,776,925. At
present, no interest has been accrued on the deferred amount. The Company has,
however, agreed to compensation Messrs. Keith Moeller and Scott Moeller with an
award of 10,000 shares of common stock (after giving effect to the proposed 100
for 1 reverse stock split) as payment for services rendered which shares are in
addition to the amount of deferred compensation that is owing. However, the
stock compensation will not be paid unless the Company closes on the Share
Exchange Agreement.

                                       11
<PAGE>

Compensation Committee Interlocks and Insider Participation

         No executive officers of the Company serve on the Compensation
Committee (or in a like capacity) for the Company or any other entity.

Item 11. Security Ownership of Certain Beneficial Owners and Management

         The following table sets forth certain information with respect to the
beneficial ownership of the common stock of the Company as of March 22, 2002,
for: (i) each of the Company's directors, (ii) each of the Company's Named
Executive Officers, and (iii) all directors and executive officers as a group.
As of March 22, 2002, the Company had 69,998,900 shares of common stock
outstanding no person was known by the Company to beneficially own more than 5
percent of the Company's outstanding common stock.
<TABLE>
<CAPTION>
   Name and Address                 Shares Beneficially     Percentage of Shares
Of Beneficial Owner(1)                     Owned             Beneficially Owned           Position
----------------------              -------------------     --------------------          --------
<S>                                  <C>                         <C>                <C>
William D. Moeller                        100,000                     *             Chief Executive Officer

Steven J. Haslam                        1,291,000                 1.32%             Director and President

Robert J. Holladay                        197,778                     *             Director and Vice-President

John M. DeNiro(2)                             364                     *             Director, Secretary and Treasurer

Keith W. Moeller                           22,141                     *             Vice-President

Scott S. Moeller                            2,580                     *             Acting Secretary and Controller

Herschel J. Walker                             --                     *             Director

George E. Mappin                               --                     *             Director

Executive Officers and Directors        1,613,863                 2.31%
as a Group (8 persons)
--------------------------
* Less than 1%.
------------------
</TABLE>
(1)      Except where otherwise indicated, the address of the beneficial owner
         is deemed to be the same address as the Company.
(2)      Does not include 391,500 shares of common stock that are held by
         various family members of Mr. DeNiro for which Mr. DeNiro disclaims
         beneficial ownership.

                                       12
<PAGE>

Changes in Control

         In July 2001, the Company entered into an Agreement and Plan of Share
Exchange (the "Share Exchange Agreement") with RMI. Under the Share Exchange
Agreement all of the issued and outstanding shares of RMI stock would be
transferred to the Company in exchange for shares of the Company's common stock.
In the event the Share Exchange Agreement is closed, the stockholders of RMI
will own approximately 87% of the issued and outstanding shares of the Company
immediately after the closing. The Share Exchange Agreement is subject to a
number of contingencies, including (i) the Company effecting a 100 to 1 reverse
stock split prior to the closing, (ii) the Company having no more than 1,500,000
shares of common stock outstanding at the closing date, (iii) the Company having
no more than $10,000 in liabilities at the closing date, (iv) satisfactory
completion of due diligence by the parties, (v) the Company changing its name to
"American Consolidated Management Group, Inc.", (vi) the Company's shareholders
having approved the transaction, and (vii) the resignation of all of the
Company's officers and directors at the closing and appointment of the designees
named by RMI. Messrs. Walker and Mappin, who are members of the Company's Board,
also act as directors of RMI. There can be no assurance that such contingencies
will be satisfied, that the Share Exchange Agreement will be closed, that RMI's
business operations will prove successful or that the transaction will prove to
be favorable for the shareholders of the Company.

Item 12. Certain Relationships and Related Transactions

         In May 1998, the Company entered into a non-interest bearing Revolving
Loan Agreement with Clifton Mining Company. The Company owns less than one
percent of the outstanding shares of Clifton Mining Company. Under the terms of
the agreement, Clifton Mining Company agreed to make periodic loans to the
Company in an aggregate principal amount at any one time outstanding not to
exceed $250,000. As of December 31, 2001 the principal amount of $93,808 was
owing under the Revolving Loan Agreement. Clifton Mining Company may refuse to
lend additional amounts in its sole and absolute discretion under the Revolving
Loan Agreement. Principal is due and payable in a single balloon payment on May
6, 2002. The Company and Clifton Mining Company are discussing the possibility
of the Company transferring to Clifton Mining Company the eight patented mining
claims, subject to the related liabilities, that the Company currently owns that
are located in Tooele County, Clifton Mining District, Utah, on approximately
133 acres of property and other assets. In consideration therefore, Clifton
Mining Company would forgive the Company from all amounts owing to Clifton
Mining Company.

Item 13. Exhibits and Reports on Form 8-K

Exhibits

         Listed on page 15 hereof.

Reports on Form 8-K

         A Current Report on Form 8-K was filed on December 27, 2001. It
reported an amendment to the Share Exchange Agreement under Items 7 and 9 of the
report. This report was amended on the same date.

                                       13
<PAGE>

                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant has duly caused this report to be signed by the undersigned,
thereunto duly authorized.

                                      AMERICAN CONSOLIDATED MINING CO.
                                      (Registrant)



Date: March 28, 2002                  By  /s/ William D. Moeller
                                         ----------------------------------
                                           William D. Moeller
                                           Chief Executive Officer and Director


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

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

 /s/ William D. Moeller        Chief Executive Officer          March 28, 2002
----------------------------   and Director
William D. Moeller


 /s/ Steven J. Haslam          Director and President           March 28, 2002
----------------------------
Steven J. Haslam


/s/ Robert J. Holladay         Director and Vice-President      March 28, 2002
----------------------------
Robert J. Holladay


 /s/ John M. DeNiro            Director, Secretary and          March 28, 2002
----------------------------   Treasurer
John M. DeNiro


 /s/ Scott S. Moeller          Controller, Principal Financial   March 28, 2002
----------------------------   Officer and Acting Secretary
Scott S. Moeller

                                       14
<PAGE>

                                  EXHIBIT INDEX

EXHIBIT NO.                       DESCRIPTION OF EXHIBIT


3(i).1         Articles of Incorporation of the Company, dated November 4, 2980
               (Incorporated by reference to Exhibit 3(i).1 of the Company's
               Annual Report on Form 10-KSB, dated December 31, 2000)

3(i).2         Articles of Amendment, dated November 24, 1980 (Incorporated by
               reference to Exhibit 3(i).2 of the Company's Annual Report on
               Form 10-KSB, dated December 31, 2000)

3(i).3         Articles of Amendment to the Articles of Incorporation, dated
               July 31, 1986 (Incorporated by reference to Exhibit 3(i).3 of the
               Company's Annual Report on Form 10-KSB, dated December 31, 2000)

3(i).4         Amendment to the Articles of Incorporation, dated May 29, 1992
               (Incorporated by reference to Exhibit 3(i).4 of the Company's
               Annual Report on Form 10-KSB, dated December 31, 2000)

3(ii).1        Bylaws of the Company (Incorporated by reference to Exhibit 3(i)
               of the Company's Annual Report on Form 10-KSB, dated December 31,
               2000)

10.1           Agreement and Plan of Share Exchange Between American
               Consolidated Mining Co. and Renaissance Man, Inc., dated July
               2001 (Incorporated by reference to Exhibit 10.1 of the Company's
               Annual Report on Form 10-KSB, dated December 31, 2000)

10.2           Amendment No. 1 to the Agreement and Plan of Share Exchange
               Between American Consolidated Mining Co. and Renaissance Man,
               Inc., dated December 21, 2001 (Incorporated by reference to
               Exhibit 10.2 of the Company's Quarterly Report on Form 10-QSB,
               dated March 31, 2001)

10.3           Settlement and Release Agreement between the Company and Clifton
               Mining Co., dated September 25, 2001 (Incorporated by reference
               to Exhibit 10.2 of the Company's Annual Report on Form 10-KSB,
               dated December 31, 2000)

10.4           Revolving Loan Agreement, by and between the Company and Clifton
               Mining Company, dated May 6, 1998 (Incorporated by reference to
               Exhibit 10.3 of the Company's Annual Report on Form 10-KSB, dated
               December 31, 2000)

                                       15
<PAGE>

                        AMERICAN CONSOLIDATED MINING CO.
                              Financial Statements
                           December 31, 2001 and 2000



<PAGE>

                        AMERICAN CONSOLIDATED MINING CO.

                          Index to Financial Statements


                                                                    Page


         Independent Auditor's Report                               F-2


         Balance Sheet                                              F-3


         Statement of Operations                                    F-4


         Statement of Shareholders' Deficit                         F-5


         Statement of Cash Flows                                    F-6


         Notes to Financial Statements                              F-7


                                      F-1
<PAGE>

                          INDEPENDENT AUDITORS' REPORT



To the Board of Directors and Stockholders
of American Consolidated Mining Co.

We have audited the accompanying balance sheet of American Consolidated Mining
Co. as of December 31, 2001 and 2000, and the related statements of operations,
shareholders' deficit, and cash flows for the years then ended. These financial
statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of American Consolidated Mining
Co. as of December 31, 2001 and 2000, and the results of its operations and its
cash flows for the years then ended in conformity with accounting principles
generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 2 to the
financial statements, the Company has a working capital deficiency, an
accumulated deficit, incurred an operating loss, and has substantial
liabilities. These conditions raise substantial doubt about its ability to
continue as a going concern. Management's plans regarding those matters also are
described in Note 2. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

                               TANNER + CO.


Salt Lake City, Utah
February 22, 2002

<PAGE>
<TABLE>
<CAPTION>
                                                                           AMERICAN CONSOLIDATED MINING CO.
                                                                                              Balance Sheet

                                                                                               December 31,
-----------------------------------------------------------------------------------------------------------


                                                                              2001             2000
                                                                        -----------------------------------
<S>                                                                     <C>              <C>
         Assets

Current assets:
     Cash                                                               $            982 $               4
     Marketable securities                                                        16,940            29,893
                                                                        -----------------------------------

                  Total current assets                                            17,922            29,897

Property and equipment, net                                                        2,000             2,000
Other assets                                                                      10,522            10,500
                                                                        -----------------------------------

                                                                        $         30,444 $          42,397
                                                                        ===================================

-----------------------------------------------------------------------------------------------------------

         Liabilities and Shareholders' Deficit

Current liabilities:
     Payables and accrued expenses                                      $        546,025 $         536,427
     Notes payable                                                               143,409           143,409
     Related party payables                                                    1,902,061         1,906,836
                                                                        -----------------------------------

                  Total current liabilities                                    2,591,495         2,586,672
                                                                        -----------------------------------

Commitments and contingencies                                                          -                 -

Shareholders' deficit:
     Common stock, $.01 par value, 70,000,000 shares
       authorized; 69,998,900 shares issued and outstanding                      699,990           699,990
     Capital in excess of par value                                            7,323,739         7,323,739
     Accumulated other comprehensive income                                       10,268            16,549
     Accumulated deficit                                                     (10,595,048)      (10,584,553)
                                                                        -----------------------------------

                  Total shareholders' deficit                                 (2,561,051)       (2,544,275)
                                                                        -----------------------------------

                                                                        $         30,444 $          42,397
                                                                        ===================================

-----------------------------------------------------------------------------------------------------------
See accompanying notes to financial statements.                                                         F-3
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                           AMERICAN CONSOLIDATED MINING CO.
                                                                                    Statement of Operations

                                                                                   Years Ended December 31,
-----------------------------------------------------------------------------------------------------------

                                                                              2001             2000
                                                                        -----------------------------------
<S>                                                                     <C>               <C>
Revenue                                                                 $              -  $              -

General and administrative expenses                                               12,804            14,680
                                                                        -----------------------------------

Loss from operations                                                             (12,804)          (14,680)

Other income (expense):
     Interest income                                                                 432               448
     Interest expense                                                            (11,451)          (15,579)
     Gain on sale of marketable securities                                        13,328            13,327
                                                                        -----------------------------------

Loss before provision for income taxes                                           (10,495)          (16,484)

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

Net loss                                                                $        (10,495) $        (16,484)
                                                                        ===================================

Loss per share, basic and diluted                                       $           (.00) $           (.00)
                                                                        ===================================

Weighted average shares - basic and diluted                                   69,999,000        69,999,000
                                                                        ===================================

------------------------------------------------------------------------------------------------------------
See accompanying notes to financial statements.                                                          F-4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                              AMERICAN CONSOLIDATED MINING CO.
                                                                            Statement of Shareholders' Deficit

                                                                        Years Ended December 31, 2001 and 2000
--------------------------------------------------------------------------------------------------------------

                                                               Accumulated
                            Common Stock         Capital in       Other
                     --------------------------- Excess of    Comprehensive     Accumulated
                        Shares        Amount     Par Value        Income          Deficit         Total
                     ----------------------------------------------------------------------------------------
<S>                     <C>        <C>          <C>          <C>               <C>            <C>
Balance at
January 1, 2000         69,998,900 $    699,990 $  7,323,739 $         24,824  $ (10,568,069) $  (2,519,517)

Comprehensive
income:

  Net loss                       -            -            -                -        (16,484)       (16,484)

  Reclassification
  adjustment on
  unrealized holding
  gain                           -            -            -           (8,275)             -         (8,275)
                                                                                              ---------------
  Total
  comprehensive loss                                                                                (24,759)
                                                                                              ---------------

                     ----------------------------------------------------------------------------------------
Balance at              69,998,000      699,990    7,323,739           16,549    (10,584,553)    (2,544,275)
December 31, 2000

Comprehensive
Income:

  Net loss                       -            -            -                -        (10,495)       (10,495)

  Unrealized holding
  gain on
investments                      -            -            -            1,989              -          1,989

  Reclassification
  adjustment on
  unrealized holding
  gain                           -            -            -          (8,270)              -         (8,270)
                                                                                              ---------------
  Total
  comprehensive
  loss                                                                                              (16,776)
                                                                                              ---------------
                     ----------------------------------------------------------------------------------------
Balance at
December 31, 2001       69,998,000 $    699,990 $  7,323,739 $         10,268  $ (10,595,048) $  (2,561,051)
                     ========================================================================================

--------------------------------------------------------------------------------------------------------------
See accompanying notes to financial statements.                                                            F-5
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                                           AMERICAN CONSOLIDATED MINING CO.
                                                                                   Statement of Cash Flows

                                                                                   Years Ended December 31,
-----------------------------------------------------------------------------------------------------------

                                                                               2001             2000
                                                                         ----------------------------------
<S>                                                                      <C>               <C>
Cash flows from operating activities:
     Net loss                                                            $        (10,495) $       (16,484)
     Adjustments to reconcile net loss to
     net cash used in operating activities:
         Depreciation and amortization                                                  -            1,804
         Gain on disposal of marketable securities                                (13,328)         (13,327)
         (Increase) decrease in:
              Other assets                                                            (22)           7,100
         Increase (decrease) in:
              Accounts payable and accrued expenses                                 9,598           13,617
              Related party payables                                               15,225          (12,900)
                                                                         ----------------------------------

                  Net cash provided by (used in)
                  operating activities                                                978          (20,190)
                                                                         ----------------------------------

Cash flows from investing activities-
     proceeds from sale of marketable securities                                        -           20,000
                                                                         ----------------------------------

                  Net cash provided by
                  investing activities                                                  -           20,000
                                                                         ----------------------------------

Cash flows from financing activities -                                                  -                -
                                                                         ----------------------------------

Net change in cash                                                                    978             (190)

Cash, beginning of year                                                                 4              194
                                                                         ----------------------------------

Cash, end of year                                                        $            982  $             4
                                                                         ==================================

-----------------------------------------------------------------------------------------------------------
See accompanying notes to financial statements.                                                         F-6
</TABLE>
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                      December 31, 2001 and 2000
--------------------------------------------------------------------------------
1.   Organization          Organization
     and Summary of        American Consolidated Mining Co. (the Company), did
     Significant           not have ongoing operations during the years ended
     Accounting            December 31, 2001 and 2000. During this period, the
     Policies              Company has been primarily engaged in seeking a
                           potential merger opportunity with an operating
                           company.

                           Cash Equivalents
                           For purposes of the statement of cash flows, cash
                           includes all cash and investments with original
                           maturities to the Company of three months or less.

                           Marketable Securities
                           The Company classifies marketable debt securities as
                           "held to maturity" if it has the positive intent and
                           ability to hold the securities to maturity. All other
                           marketable debt and equity securities are classified
                           as "available for sale." Securities classified as
                           "available for sale" are carried in the financial
                           statements at fair value. Realized gains and losses,
                           determined using the specific identification method,
                           are included in earnings; unrealized holding gains
                           and losses are included in other comprehensive income
                           which is reported as a separate component of
                           shareholders deficit. Securities classified as held
                           to maturity are carried at amortized cost.

                           For both categories of securities, declines in fair
                           value below amortized cost that are other than
                           temporary are included in earnings.

                           Property and Equipment
                           Property and equipment are recorded at cost, less
                           accumulated depreciation and amortization.
                           Depreciation and amortization on capital leases and
                           property and equipment is determined using the
                           straight-line method over the estimated useful lives
                           of the assets or terms of the lease. Expenditures for
                           maintenance and repairs are expensed when incurred
                           and betterments are capitalized. Gains and losses on
                           sale of property and equipment are reflected in
                           operations.

                           Costs incurred to purchase mining claims and
                           development costs incurred on properties identified
                           as having development potential are capitalized. Once
                           operations at commercial levels commence, these costs
                           are charged against operations using the units-of
                           production method.

--------------------------------------------------------------------------------
                                                                             F-7
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

1.   Organization          Property and Equipment - Continued
     and Summary of        In accordance with SFAS 121, the Company reviews its
     Significant           long-lived assets, including mining claims and
     Accounting            development costs, for impairment whenever events or
     Policies              changes in circumstances indicate that the carrying
     Continued             amount of the asset may not be recoverable through
                           undiscounted future cash flows. If it is determined
                           that an impairment loss has occurred based on
                           expected cash flows, such loss is recognized in the
                           statement of operations.

                           Other Assets
                           Other assets consist of cash bonds on deposit at a
                           bank.

                           Income Taxes
                           Deferred income taxes are provided in amounts
                           sufficient to give effect to temporary differences
                           between financial and tax reporting, principally
                           related to the capitalization of mine development
                           costs.

                           Concentration of Credit Risk
                           The Company maintains its cash in bank deposit
                           accounts which, at times, may exceed federally
                           insured limits. The Company has not experienced any
                           losses in such accounts and believes it is not
                           exposed to any significant credit risk on cash and
                           cash equivalents.

                           Use of Estimates in the Preparation of Financial
                           Statements The preparation of financial statements in
                           conformity with generally accepted accounting
                           principles requires management to make estimates and
                           assumptions that affect the reported amounts of
                           assets and liabilities and 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.

                           Earnings Per Common and Common Equivalent Share
                           The computation of basic earnings per common share is
                           computed using the weighted average number of common
                           shares outstanding during the year.

--------------------------------------------------------------------------------
                                                                             F-8
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

1.   Organization and      Earnings Per Common and Common Equivalent Share -
     Summary of            Continued
     Significant           The computation of diluted earnings per common share
     Accounting            is based on the weighted average number of shares
     Policies              outstanding during the year plus common stock
     Continued             equivalents which would arise from the exercise of
                           stock options and warrants outstanding using the
                           treasury stock method and the average market price
                           per share during the year. Common stock equivalents
                           are not included in the diluted earnings per share
                           calculation when their effect is antidilutive.

2.   Going Concern         At December 31, 2001, the Company has a working
                           capital deficiency, a shareholders' deficit, incurred
                           a loss for the years ended December 31, 2001 and
                           2000, and has significant liabilities. These
                           conditions raise substantial doubt about the ability
                           of the Company to continue as a going concern. The
                           financial statements do not include any adjustments
                           that might result from the outcome of this
                           uncertainty.

                           The Company's ability to continue as a going concern
                           is subject to its ability to settle its liabilities
                           and obtain sufficient cash to fund the expenses
                           related to the ongoing public reporting obligations
                           and continued search for a merger partner. The
                           Company has entered into an agreement and plan of
                           share exchange with another company (see note 13). In
                           relation to this transaction, the Company has entered
                           into various preliminary agreements with creditors
                           that provide for the settlement of liabilities
                           through the issuance of common stock. There can be no
                           assurance that these agreements will result in final
                           settlement of outstanding obligations nor that the
                           agreement and plan of share exchange will be
                           completed.

3.   Payables
     and
     Accrued Expenses                                         December 31,
                                                            2001       2000

                           Payables and accrued expenses:

                             Trade Payables               $134,755    $136,601
                             Accrued interest              147,336     135,863
                             Advances                      217,894     217,894
                             Other accrued liabilities      46,040      46,069
                                                          $546,025    $536,427

--------------------------------------------------------------------------------
                                                                             F-9
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

4.   Marketable            All of the Company's marketable securities consist of
     Securities            Clifton Mining Company (Clifton) common stock and are
                           classified as available for sale. Some of the
                           officers of the Company are also officers of Clifton.

                           Information related to marketable securities
                           classified as available for sale is as follows:

                                                             Years Ended
                                                             December 31,
                                                          2001           2000
                           Cost                       $   6,672      $   13,344
                           Unrealized holding gain       10,268          16,549
                           Carrying value             $  16,940      $   29,893


                           Changes in the unrealized holding gain on marketable
                           securities available-for-sale and reported as a
                           separate component of stockholders' deficit are as
                           follows:

                                                              Years Ended
                                                              December 31,
                                                        2001              2000
                           Balance, beginning of year    $  16,549    $  24,824
                           Unrealized holding gain           1,989            -
                           Decrease due to disposal of
                             marketable securities          (8,270)      (8,275)
                           Deferred income tax effect
                             related to the unrealized
                             holding gain                        -            -
                                                         $  10,268     $ 16,549

--------------------------------------------------------------------------------
                                                                            F-10
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

5.   Property              Property and equipment consists of the following at
     and Equipment         December 31, 2001 and 2000:

                           Land                                  $    2,000
                           Machinery and equipment                   44,216
                           Vehicles                                   2,221
                           Office equipment and fixtures             13,341
                                                                 ----------
                                                                     61,778

                            Less accumulated depreciation and
                              amortization                          (59,778)
                                                                 ----------
                                                                 $    2,000
                                                                 ==========

                           Mining Properties
                           The Company owns property that lies in the Gold
                           Hill/Clifton Mining District, Tooele County, in
                           northwest Utah. The Company's property consists of 8
                           patented mining claims of approximately 133 acres.
                           Due to the lack of a formal reserve study documenting
                           the estimated proven reserves of such property, the
                           Company's book basis in such properties was
                           previously reduced to $0 through an impairment loss
                           of $78,883.


6.   Notes Payable         Notes payable are comprised of the following at
                           December 31, 2001 and 2000:
<TABLE>
<CAPTION>
                           <S>                                                     <C>
                           Unsecured note payable to an individual, with
                           interest at 8%, due on demand                           $  82,500

                           Non-interest bearing note payable to a shareholder,
                           with 8% imputed interest, secured by mining claims
                           and due on demand                                          41,159

                           Unsecured notes payable to Individuals, with interest
                           ranging from 7% to 12%, due on demand                      19,750
                                                                                   ---------
                                                                                   $ 143,409
                                                                                   =========
</TABLE>
--------------------------------------------------------------------------------
                                                                            F-11
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

7.   Related Party         Payables to related parties consist of the following:
     Payables
<TABLE>
<CAPTION>
                                                                                      2001            2000
                                                                                ------------    ------------
                           <S>                                                    <C>             <C>
                           Accrued salaries and wages due to certain officers/
                           shareholders of the Company. These amounts are
                           non-interest bearing and are payable on demand         $  1,776,925    $  1,778,925

                           Unsecured non-interest bearing cash advances from
                           Clifton Mining Company. The company is a shareholder
                           of Clifton and has some common management                    93,808          96,583

                           Unsecured non-interest bearing notes payable to
                           directors of the Company, due on demand                      31,328          31,328
                                                                                  ------------    ------------
                                                                                  $  1,902,061    $  1,960,836
                                                                                  ============    ============
</TABLE>

8.   Income                The provision for income taxes differs from the
     Taxes                 amount computed at federal statutory rates as
                           follows:
<TABLE>
<CAPTION>
                                                                              Years Ended
                                                                              December 31,
                                                                         2001                2000
                                                                      -----------        ------------
                           <S>                                        <C>                <C>
                           Income tax benefit at statutory
                             rate                                     $     3,000        $      6,000
                           Expiration of net operating loss              (173,000)           (162,000)
                           Expiration of investment tax
                             credit                                             -             (23,000)
                           Change in valuation allowance                  170,000             179,000
                                                                      -----------        ------------
                                                                      $         -        $          -
                                                                      ===========        ============

--------------------------------------------------------------------------------
                                                                            F-12
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------
<CAPTION>
8.   Income                Deferred tax assets (liabilities) are comprised of
     Taxes                 the following:
     Continued
                                                                              Years Ended
                                                                              December 31,
                                                                         2001                2000
                                                                      -----------        ------------
                           <S>                                        <C>                <C>
                           Net operating loss carryforward            $ 3,273,000        $  3,443,000
                           Valuation allowance                         (3,273,000)         (3,443,000)
                                                                      -----------        ------------
                                                                      $         -        $          -
                                                                      ===========        ============
</TABLE>

                           As of December 31, 2001, the Company had net
                           operating losses of approximately $9,628,000, which
                           begin to expire in 2002. If substantial changes in
                           the Company's ownership should occur, would be an
                           annual limitation of the amount of net operating loss
                           carryforwards which could be utilized. The ultimate
                           realization of these carryforwards is due, in part,
                           on the tax law in effect at the time and future
                           events which cannot be determined.


9.   Supplemental          Actual amounts paid for interest and income taxes are
     Cash Flow             as follows:
     Information
<TABLE>
<CAPTION>
                                                                               December 31,
                                                                         2001                2000
                                                                      -----------        ------------
                           <S>                                        <C>                <C>
                           Interest                                   $         -        $      4,106
                           Income taxes                               $         -        $          -
</TABLE>

                           During the year ended December 31, 2001, the Company
                           settled $20,000 of accounts payable through the
                           transfer of marketable securities with a cost basis
                           of $6,672.

10.  Fair Value of         The Company's financial instruments consist of cash,
     Financial             marketable securities, payables, and notes payable.
     Instruments           The carrying amount of cash, marketable securities,
                           and payables approximates fair value because of the
                           short-term nature of these items. The carrying amount
                           of the notes payable approximates fair value as the
                           individual borrowings bear interest at market
                           interest rates.

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                                                                            F-13
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

11.  Commitments and       The Company may become subject to investigations,
     Contingencies         claims or lawsuits ensuing out of the conduct of its
                           business, including those related to environmental
                           safety and health, product liability, commercial
                           transactions etc. The Company is currently not aware
                           of any such items which it believes could have a
                           material adverse affect on its financial position.

12.  Recent                In July 2001, SFAS No. 141, "Business Combinations"
     Accounting            and SFAS No. 142, "Goodwill and Other Intangible
     Pronouncements        Assets" were issued. SFAS 142 addresses financial
                           accounting and reporting for acquired goodwill and
                           other intangible assets. It requires, among other
                           things, that companies no longer amortize goodwill,
                           but instead test goodwill for impairment at least
                           annually. SFAS 142 is required to be applied for
                           fiscal years beginning after December 15, 2001.
                           Currently, the Company has no recorded goodwill and
                           will assess how the adoption of SFAS 141 and SFAS 142
                           will impact its financial position and results of
                           operations in any future acquisitions.

                           The FASB recently issued FASB Statement No. 143
                           Accounting for Asset Retirement Obligations. This
                           Statement addresses financial accounting and
                           reporting for obligations associated with the
                           retirement of tangible long-lived assets and the
                           associated asset retirement costs. This Statement
                           applies to all entities. It applies to legal
                           obligations associated with the retirement of
                           long-lived assets that result from the acquisition,
                           construction, development and (or) the normal
                           operation of a long-lived asset, except for certain
                           obligations of leases. This Statement amends SFAS 19.
                           The effective date for this Statement is June 15,
                           2002. Currently, the Company has no tangible
                           long-lived assets and will assess how the adoptions
                           SFAS 143 will impact its financial position and
                           future operations.

                           The FASB recently issued FASB Statement No. 144,
                           Accounting for the Impairment or Disposal of
                           Long-Lived Assets. The new guidance resolves
                           significant implementation issues related to FASB
                           Statement No. 121, Accounting for the Impairment of
                           Long-Lived Assets and for Long-Lived Assets to be
                           Disposed of. Statement 144 is effective for fiscal
                           years beginning after December 15, 2001. Management
                           has not determined the potential impact on financial
                           position or results of operations.

--------------------------------------------------------------------------------
                                                                            F-14
<PAGE>

                                                AMERICAN CONSOLIDATED MINING CO.
                                                   Notes to Financial Statements
                                                                       Continued
--------------------------------------------------------------------------------

13.  Significant           Stock Purchase Agreement
     Agreements            The Company has entered into an agreement and plan of
                           share exchange with another company. The agreement
                           calls for the issuance of capital stock in exchange
                           for all of the issued and outstanding capital stock
                           of the other company.

                           Settlement and Release Agreement
                           The Company has entered a settlement and release
                           agreement with Clifton. The agreement calls for the
                           transfer of mining claims and certain other assets,
                           which carry an aggregate book value at December 31,
                           2001 of $0, to Clifton in exchange for the release of
                           the Clifton obligation, which at December 31, 2001
                           was $93,808.

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                                                                            F-15