AMERICAN ELECTRIC AUTOMOBILE CO INC
10QSB, 2000-08-22
MOTOR VEHICLES & PASSENGER CAR BODIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC 20549

                                 FORM 10-QSB

     Quarterly report under Section 13 or 15(d) of the Securities Exchange
                                   Act of 1934

                For the quarterly period ended June 30, 2000.

                     Commission file number  0-29657

               American Electric Automobile Company, Inc.
             ----------------------------------------------
             (Name of Small Business Issuer in its Charter)

             Delaware                                          33-0727323
  ------------------------------                           ------------------
 (State or Other Jurisdiction of                            (I.R.S. Employer
  Incorporation or Organization)                           Identification No.)

   4190 Bonita Rd., Suite 105, Bonita, CA                    91902
  ---------------------------------------                 ----------
  (Address of Principal Executive Offices)                (ZIP Code)

                             (619) 479-2809
           ------------------------------------------------
           (Issuer's Telephone Number, Including Area Code)

                         Not applicable
    --------------------------------------------------------------
   (Former Name, Former Address and Former Fiscal Year, if changed
                        since last report)

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


There were 2,526,533 shares of Common stock issued and outstanding as of
June 30, 2000.

                                                                1




<PAGE>
                        PART I - FINANCIAL INFORMATION
                         ITEM 1. FINANCIAL STATEMENTS.

                                                                2

<PAGE>
                         AMERICAN ELECTRIC AUTOMOBILE
                         COMPANY, INC. AND SUBSIDIARY
                         (A DEVELOPMENT STAGE COMPANY)
                       CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF JUNE 30, 2000
                                                                3



<PAGE>
                   AMERICAN ELECTRIC AUTOMOBILE COMPANY, INC.
                                AND SUBSIDIARY

                                 CONTENTS


PAGE                1          INDEPENDENT ACCOUNTANTS' REPORT

PAGE                2          CONSOLIDATED BALANCE SHEETS AS OF JUNE 30,
                               2000 (UNAUDITED)AND DECEMBER 31, 1999

PAGE                3          CONSOLIDATED STATEMENTS OF OPERATIONS FOR
                               THE THREE MONTHS AND SIX MONTHS ENDED
                               JUNE 30, 2000 AND 1999 AND FROM JUNE 15, 1996
                               (INCEPTION) TO JUNE 30, 2000 (UNAUDITED)

PAGE                4          CONSOLIDATED STATEMENTS OF CASH FLOWS
                               FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND
                               1999 AND FROM JUNE 15, 1996 (INCEPTION) TO
                               JENE 30, 2000 (UNAUDITED)

PAGES               5 - 6      NOTES TO CONSOLIDATED FINANCIAL
                               STATEMENTS (UNAUDITED)

                                                                4





<PAGE>
                        INDEPENDENT ACCOUNTANTS' REPORT


To the Board of Directors of:
American Electric Automobile Company, Inc.
and Subsidiary


We have reviewed the accompanying consolidated balance sheet of American
Electric Automobile Company, Inc. and Subsidiary as of June 30, 2000 and the
related consolidated statements of operations and cash flows for the three and
six months then ended.  These financial statements are the responsibility of
the Company's management.

We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants.  A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for financial
and accounting matters.  It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that
should be made to the accompanying consolidated financial statements in order
for them to be in conformity with generally accepted accounting principles.

The accompanying consolidated financial statements have been prepared assuming
that the Company will continue as a going concern.  As discussed in Note 4 to
the consolidated financial statements, the Company's level of continuing
losses and the significant cash requirements for operating activities raise
substantial doubt about its ability to continue as a going concern.
Management's plans concerning this matter are also described in Note 4.  The
accompanying consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty.


WEINBERG & COMPANY, P.A.


//Boca Raton, Florida//
August 15, 2000
                                      -1-
                                                                5





<PAGE>
            AMERICAN ELECTRIC AUTOMOBILE COMPANY, INC. AND SUBSIDIARY
                           (A DEVELOPMENT STAGE COMPANY)
                            CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

                                              June 30, 2000
                                              (Unaudited)     December 31,
1999

CURRENT ASSETS
  Cash and cash equivalents                   $   10,507       $    1,941
  Due from related party                           1,267            7,212
  Inventories                                     46,640           15,995
  Prepaid rent and legal fees                      9,361                -
                                              ----------       ----------
TOTAL CURRENT ASSETS                              67,775           25,148
                                              ----------       ----------

PROPERTY & EQUIPMENT - NET                        49,927           35,593
                                              ----------       ----------

OTHER ASSETS
  Investments                                     34,750           18,750
  Securities deposit                               3,000                -
                                              ----------       ----------

TOTAL OTHER ASSETS                                37,750           18,750
                                              ----------       ----------

TOTAL ASSETS                                  $  155,452      $    79,491
------------                                  ==========      ===========

LIABILITIES

CURRENT LIABILITIES
  Accounts payable                            $    2,212      $     9,910
  Accounts payable - related parties              34,177           23,006
  Accrued expenses                                     -            2,138
  Income tax payable                                   -            4,340
  Notes payable - related party                   17,809           27,809
                                              ----------      -----------
TOTAL CURRENT LIABILITIES                         54,198           67,203
                                              ----------      -----------

STOCKHOLDERS' EQUITY
Preferred stock, $.0001 par value,
20,000,000 shares authorized, none
issued and outstanding                                 -                -
Common stock, $.0001 par value,
50,000,000 shares authorized,
2,526,533 and 1,191,867 shares issued
and outstanding at June 30, 2000 and
December 31, 1999, respectively                      252              119
Common stock to be issued, 298,667 shares
at December 31, 1999                                   -               30
Additional paid-in capital                       798,719          410,321
Accumulated deficit                             (510,176)        (394,182)
                                              ----------      -----------
                                                 288,795           16,288
                                              ----------      -----------
Less subscription receivable                    (187,541)          (4,000)
                                              ----------      -----------
TOTAL STOCKHOLDERS' EQUITY                       100,254           12,288
                                              ----------      -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    $  155,452     $     79,491
                                              ==========     ============
See accompanying notes to consolidated financial statements
                                    2
                                                                6



<PAGE>
           AMERICAN ELECTRIC AUTOMOBILE COMPANY, INC. AND SUBSIDIARY
                        (A DEVELOPMENT STAGE COMPANY)
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                                (UNAUDITED)
<TABLE>
<CAPTION>


For the Period From
                           For the Three  For the Three  For the Six    For the  Six   June 15, 1996
                           Months Ended   Months Ended   Months Ended   Months Ended   (Inception) to
                           June 30, 2000  June 30, 1999  June 30, 2000  June 30, 1999  June 30, 2000
                           -------------  -------------  -------------  ------
-------  -------------
<S>                       <C>            <C>            <C>             <C>            <C>
NET REVENUES              $          101 $        3,500 $         101   $      3,500   $    64,989
                           -------------  -------------  ------------   ------------  -----------
COST OF REVENUES                       -          1,974             -          1,796       81,512
                           -------------  -------------  ------------   ------------  -----------
GROSS MARGINS                        101          1,526           101          1,704      (16,523)
                           -------------  -------------  ------------   ------------  -----------
OPERATING EXPENSES
  Compensatio                     14,199              -        14,199              -            -
  Legal and professional
  Fees                            39,227              -        52,512             94       106,060
  General and
  Administrative                  36,491            624        49,253          6,176       357,650
                           -------------  -------------  ------------   ------------  ------------
TOTAL OPERATING EXPENSES          84,917            624       115,964          6,270       463,710
                           -------------  -------------  ------------   ------------  ------------
INCOME (LOSS)
FROM OPERATIONS                  (89,816)           902      (115,863)        (4,566)     (480,233)
                           -------------  -------------  ------------   -------------  ------------
OTHER EXPENSES
  Interest expense                     -              -           132            534         2,269
  Loss on investment                   -              -             -              -        22,224
                           -------------  -------------  -------------  ------------  ------------
TOTAL OTHER EXPENSES                   -              -           132            534        24,493
                           -------------  -------------  -------------  ------------  ------------
INCOME (LOSS)
BEFORE INCOME TAXES              (89,816)           902      (115,995)        (5,100)     (504,726)

FEDERAL AND
STATE INCOME TAXES                     -              -             -              -         5,450
                           =============  =============  =============  =============  ===========
NET INCOME (LOSS)          $     (89,816) $         902  $   (115,995)  $     (5,100)  $  (510,176)
                           =============  =============  =============  =============  ===========
Net loss per common share
- basic and diluted        $        (.04) $           -  $       (.06)  $       (.01)  $      (.47)
                           =============  =============  =============  =============  ============
Weighted average number
of common shares
outstanding -
basic and diluted              2,428,089       994,696      2,099,528         991,452     1,077,971
                           =============  =============  =============  =============  ============
</TABLE>

                   See accompanying notes to consolidated financial statements
                                      3
                                                                7



<PAGE>
           AMERICAN ELECTRIC AUTOMOBILE COMPANY, INC. AND SUBSIDIARY
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 For the
Period
                                                                 From
                                  For the Six    For the Six     June 15, 1996
                                  Months Ended   Months Ended   (Inception) to
                                  June 30, 2000  June 30, 1999   June 30, 2000
<S>                               <C>            <C>             <C>

Cash flows from
operating activities
Net loss                          $   (115,995)  $     (5,100)   $   (510,176)
Adjustments to reconcile
net loss to net cash used
in operating activities:
  Depreciation                               -              -           21,957
Loss from investee                           -              -            3,474
Loss on investment                           -              -           18,750
Stock issued for services                    -              -          161,416
(Increase) decrease in:
  Accounts and loans receivable          5,945            450          (1,741)
  Inventory                            (30,645)        (3,699)         (38,640
  Prepaid rent                          (9,361)             -          (9,361)
  Deposit                               (3,000)             -          (3,000)
Increase (decrease) in:
  Accounts payable and accrued
  Expenses                              (9,836)        (4,201)          12,100
  Accounts payable -
  related parties                       11,171          8,369           71,930
  Income taxes payable                  (4,340)        (2,400)               -
                                  ------------   -------------   -------------
Net cash used in operating
Activities                            (156,061)        (6,581)       (273,291)
                                  ------------   -------------   -------------
Cash flows from investing
activities
  Purchase of property and
  Equipment                            (14,333)             -         (36,883)
  Investment                           (16,000)          (200)        (16,955)
                                  ------------   -------------   -------------
Net cash used in investing
Activities                             (30,333)          (200)        (53,838)
                                  ------------   -------------   -------------
-
Cash flows from financing
activities
  Proceeds from stock
  Issuance                             204,960         11,326          347,636
  Notes payable - related party        (10,000)             -         (10,000)
                                  ------------   -------------   -------------
-
Net cash provided by financing
Activities                             194,960         11,326          337,636
                                  ------------   -------------   -------------
-
NET INCREASE  (DECREASE) IN CASH         8,566          4,545           10,507

CASH AND CASH EQUIVALENTS  -
BEGINNING OF PERIOD                      1,941            753                -
                                  ------------   -------------   -------------
-
CASH AND CASH EQUIVALENTS -
END OF PERIOD                     $     10,507   $      5,298    $      10,507
                                  ============   ============    =============
</TABLE>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
-----------------------------------------------------------------------
During the six months ended June 30, 2000, the Company issued 1,046,667 shares
of its common stock for a subscription receivable of $187,541.

     See accompanying notes to consolidated financial statements
                                  4
                                                                8



<PAGE>
             AMERICAN ELECTRIC AUTOMOBILE COMPANY, INC. AND SUBSIDIARY
                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            AS OF JUNE 30, 2000

NOTE 1     BASIS OF PRESENTATION
------     ---------------------
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles and the rules and
regulations of the Securities and Exchange Commission for interim financial
information.  Accordingly, they do not include all the information necessary
for a
comprehensive presentation of financial position and results of operations.

It is management's opinion, however that all material adjustments (consisting
of
normal recurring adjustments) have been made which are necessary for a fair
financial statements presentation.  The results for the interim period are not
necessarily indicative of the results to be expected for the year.

For further information, refer to the financial statements and footnotes for
the year ended December 31, 1999 included in the Company's Form 10-SB/A2 filed
on April 21, 2000.

NOTE 2     INVESTMENTS
------     -----------
During the six months ended June 30, 2000, the Company contributed an
additional $16,000 to its joint venture with American Electric Automobile
Company (ASIA), Inc.  The Company's 45% interest in the joint venture did not
Change since the 55% partner of the joint venture also contributed $16,000.
No equity method adjustment was recorded for the six months ended June 30,
2000 since the joint venture had no activity for the period.

NOTE 3     COMMON STOCK
------     ------------
On December 13, 1999, the Board agreed to offer up to 3,000,000 shares of
common stock, pursuant to section 4(2) of the Securities Act of 1933, as
amended, at $0.375 per share (as adjusted for the one for three reverse stock
split discussed below).  From January 2000 through June 30, 2000, the Company
issued 1,046,667 shares with cash receipts of $204,959 and subscriptions
receivable of $187,541.

In March 2000 the Company's Board of Directors authorized a one for three
reverse stock split without a change in par value.  All share quantities,
amounts, and per share data have been retroactively restated in the
accompanying consolidated financial statements to reflect the split.

                      5
                                                                       9



<PAGE>
NOTE 4     GOING CONCERN
------     -------------

The Company's financial statements for the six months ended June 30, 2000 have
been prepared on a going concern basis which contemplates the realization of
assets and the settlement of liabilities and commitments in the normal course
of business. The Company has incurred accumulated losses of $510,176 and has
substantial cash requirements for operating activities which raises
substantial doubt about its ability to continue as a going concern.  The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.

The ability of the Company to continue as a going concern is dependent upon
the Company's ability to attain a satisfactory level of profitability and
obtain suitable, adequate financing.  Management's plans include obtaining
additional funding through its stock offering (See Note 3) and collecting on
its subscriptions receivable.

                              6
                                                                10






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

CERTAIN FORWARD-LOOKING INFORMATION

Information provided in this Quarterly Report on Form 10QSB may contain
forward-looking statements within the meaning of Section 21E of the Securities
Exchange Act of 1934 that are not historical facts and information.  These
statements represent the Company's expectations or beliefs, including, but not
limited to, statements concerning future and operating results, statements
concerning industry performance, the Company's operations, economic
performance, financial conditions, margins and growth in sales of the
Company's products, capital expenditures, financing g needs, as well
assumptions related to the forgoing.  For this purpose, any statements
contained in this Quarterly Report that are not statements of historical fact
may be deemed to be forward-looking statements.  These forward-looking
statements are based on current expectations and involve various risks and
uncertainties that could cause actual results and outcomes for future
periods to differ materially from any forward-looking statement or views
expressed herein.  The Company's financial performance and the forward-looking
statements contained herein are further qualified by other risks including
those set forth from time to time in the documents filed by the Company with
the Securities and Exchange Commission, including the Company's most recent
Form 10SB.


COMPANY BACKGROUND

The Company is a development stage company engaged in the business of
converting gasoline-powered vehicles to electric and hybrid power uses.  The
Company accomplishes this by replacing the internal combustion engine of a
standard gasoline-powered vehicle with readily obtainable commercial electric
motors that are controlled by the Company's proprietary computerized electric
drive controllers.  The Company is also working to develop a serial hybrid
electric-gasoline vehicle ("HEV").

The Company conducts its business domestically through its wholly-owned
subsidiary, California Electric Automobile Company ("CEAC").  Through its
sales office located in San Diego, California, CEAC has focused on the
conversion of customer-owned vehicles from gasoline power to electric
vehicles.  To date, the Company has converted and sold five (5) such customer-
owned EVs.  Additionally, in March 2000, the Company purchased a Hyundai(r)
Accent which it has converted to use as an EV.  The Company intends to use the
Hyundai as a floor-model to demonstrate to prospective customers the
advantages of the EV Hyundai.  While there are no federal or state testing
standards for EVs, the Company has had the Hyundai road tested by a former
two-time winner of the Indianapolis 500, who praised the vehicle's performance.

In addition to the conversion of gasoline-powered vehicles to electric
vehicles, the Company is pursuing development of a serial hybrid electric
vehicle (HEV).  HEVs combine a specially modified, small gasoline or methanol
powered internal combustion engine and generator with the battery and electric
motor of an electric vehicle.

                                                                11

<PAGE>
The batteries can be recharged by the gasoline engine as the HEV is driven,
thus reducing or eliminating the need for recharging equipment or extra stops
at recharging stations, as the cars can be refueled at regular gas stations.
HEVs have substantially increased fuel economy when compared to regular
gasoline powered vehicles.  They also produce significantly lower levels of
pollution.

The Company has completed the production work at its San Diego facility on the
Company's first HEV.  The HEV is currently being test-driven to determine the
vehicle's performance characteristics and reliability factors.

Despite all of the foregoing, however, there are no assurances that the
Company will be able successfully to sell any of its vehicles, including the
Hyundai EVs, or any HEVs.  Among other reasons, the Company does not have
sufficient funds to implement an effective marketing program, or to fund the
necessary growth in inventory and operational costs that occur when sales
expand.  While the Company intends to seek funds for such marketing efforts
and operational costs, there can be no assurance that such additional
financing sources will be available at acceptable terms, if any at all.
Additionally, the Company's accountants have expressed their doubt about the
Company's ability to continue as a going concern due to its ongoing
substantial cash requirements for operating activities.

RESULTS OF OPERATIONS.

THREE MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999

Net sales were $101 for the quarter ended June 30, 2000, a reduction from the
$3,500 for the quarter ended June 30, 1999.  The principal reason for this
decline is that there was a sale of a converted EV in 1999 for which a portion
of the revenue attributable thereto was recognized during the second quarter
of 1999.  Net sales were low due to a variety of factors, including the
fact that there was no production prototype available upon which to base a
marketing and sales plan; and the lack of adequate funding to carry out any
effective marketing campaign even if the prototype was available.

Total operating expenses for the Company increased by $84,293 over the same
period last year, which is over 14,000 percent above the $624 of total operating
expenses for the quarter ended June 30, 1999.  The principle reason for the
increase was the increase in general operating expenses resulting from the
Company becoming a reporting company under the Securities Exchange Act of
1934, as amended, including the payment of certain legal and professional
fees.

Net Loss for the quarter ended June 20, 2000 was $89,816, compared to a
net loss of only $902 for the similar period in 1999.  The principal reasons
for this are the combined impact of the factors discussed immediately

                                                                12




<PAGE>
hereinabove:  the substantial increase in operating expenses and the
purchase of the two vehicles.  However, even without these expenses, it is
unlikely that the Company would have had a profit, as neither the prototype EV
or HEV was then complete.

During the six months ended June 30, 2000, the Company issued 1,046,667 shares
of common stock for cash proceeds of $204,959 and subscriptions receivable of
$187,541, aggregating $392,500 or $0.375 per share.  Of those total shares
issued, 340,000 were issued in the three month period ended June 30, 2000.
Included in the 1,046,667 shares were 50,000 shares issued to an affiliate,
China Electric Automobile, Ltd., a Hong Kong corporation, which shares were
issued in the first quarter of 2000, for $18,750.

The company effected a 3-for-1 reverse stock split, which had been approved by
the shareholders on March 20, 2000, during April 2000.  All share amounts in
this Form 10QSB have been retroactively restated to give effect to the reverse
Stock split.

DEFAULT BY SHAREHOLDERS ON CERTAIN PROMISSORY NOTES

As was reported in the Company's Form 10QSB for the first quarter of 2000,
from January through April 21, the Company carried out a private placement
offering to a small number of accredited investors in three states.  Of the
total amount subscribed of $373,750, the Company received $186,209 in cash and
$187,541 in notes as of June 30, 2000. Installment payments on the notes were
due from five investors, with all such installments due by July 31, 2000.  All
of those investors are now in default on their notes.  Of the total amount
due, the Company has received only $23,750 as payments against those notes,
and there is a total balance due of $163,791.The inability of the Company to
collect on these notes would have a very negative impact upon the Company, and
could adversely impact the Company's ability to remain in business.

The Company currently is weighing its options to how to collect on the
notes.  Shares of stock in the full amount of each investor's
subscription were issued in the name of each investor at the time each made
its initial payment on the note.  However, the note gives the Company the
power to hold the issued shares as collateral to assure payment of the balance
of the note, and the Company elected to do so.  As a result, the Company
currently is holding various stock certificates representing Five Hundred
Thousand and Two (500,002) issued and outstanding shares of Company stock.
This sum represents nearly 20% of the Company's total of 2,526,533 shares of
stock.

The alternatives the Company is considering to collect on the notes from
these shareholders include the filing of a law suit against each shareholder
to collect on the full amount owing under the note, or foreclosing upon the
securities being held as collateral and reselling such securities, and holding
the note holders liable for any deficiency.  There are, however, substantial
costs and risks attendant to each course of action, in addition to the risks
inherent in all litigation, including, without way of limitation, the costs of
pursuing claims in jurisdictions outside of California, and the likelihood of
counter claims against the Company that are standard practice in most
securities litigation.

                                                                13

<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

If the EV and/or HEV that the Company is developing appear likely to generate
substantial sales activity, the Company plans to expand its operations
by leasing additional space for production to meet sales demand.  However,
such expansion efforts require large sums of cash.  The Company had intended
to use a substantial amount of the proceeds from the balance owing on the
Notes, when collected, to help finance such expansion.  Now, however, even if
the new vehicles generate substantial consumer interest, the Company may not
be able to raise sufficient capital, or any capital, to fund such expansion
requirements.


RISK FACTORS THAT MAY AFFECT FUTURE OPERATING RESULTS

1.  LIMITED HISTORY OF OPERATIONS.  The Company was organized in May of 1996,
and has had limited operations to date. Therefore its operations are subject
to all of the risks inherent in new business enterprises.  The likelihood of
the success of the Company must be considered in light of the problems,
expenses, difficulties, complications and delays frequently encountered in
connection with the start up of new businesses and the competitive environment
in which the Company will operate.  The Company has had no significant
revenues to date.

2.  DEVELOPMENT STAGE COMPANY.  Company is a "development stage" company.
This means that it is still in the mode of developing its proposed product,
and has yet to generate market recognition or strength.  Operations therefore
will depend upon the continued availability of investment capital to fully
fund subsequent Projects.  If operating revenues are insufficient to continue
the Company's operations, additional funds would have to be raised through
equity or debt financing.  The Company has no commitments for any additional
debt or equity financing and there can be no assurance that any such
commitments will be obtained on favorable terms, if at all.

3.  COMPETITION.  Competition in the electric automobile industry may be
expected to intensify.  General Motors started leasing its first Electric Auto
in December 1996. Several of the other major automobile manufacturers also
have announced that they have entered or intend to enter the market.

4.  FAILURE TO ATTRACT AND RETAIN MANAGEMENT COULD HARM OUR ABILITY
TO ACHIEVE PROFITABILITY.  The Company's success is dependent in large part
upon its continued ability to identify, hire, retain and motivate highly
skilled management employees.  These types of qualified individuals are
currently in great demand in the marketplace.  Competition for these employees
is intense and the Company may not be able to hire additional qualified
personnel in a timely manner and on reasonable terms.  The inability of the
Company to retain competent professional management could adversely affect our
ability to execute our business strategy.

                                                                14


<PAGE>
5.  INDUSTRY AND ECONOMIC FACTORS.  The automobile industry in which the
Company expects to operate is subject to constant changes based upon changes
in public taste as well as the condition of the general economy.  Factors
beyond the control of the Company or those on whom it intends to rely could
cause the Company to fail.

6.  CONTROL OF THE COMPANY.  The Officers, Directors and Principal
ShareholderGroup  own more than 50% of the Common Shares of the Company.
Therefore, the Control Group will either control or significantly influence a
voting control of the Company.  Pursuant to the laws of Delaware, a majority
of all shareholders entitled to vote an any regularly called shareholders
meeting, may act, as a majority, without notice or meeting, giving notice to
other shareholders only after such action may have been taken.  While there
are some limits upon this right of the majority, Investors should understand
that Management commands a voting majority in control of the Company.

7.  DIVIDENDS.  The Company has paid no dividends on its Common Shares since
its inception.  The Company does not anticipate paying any dividends on its
Common Stock unless and until the Company makes a substantial profit, and even
then may determine no to pay out any dividends.

8. UNAUDITED FINANCIAL STATEMENTS.  The interim financial statements as of
June 30, 2000, and for the three and six months then ended, are unaudited.

9.  GOVERNMENT REGULATION.  The automobile industry in general is heavily
regulated both as to crash survival and motor emissions. The Company expects
to have no problems with the latter and because of the use of bodies which
have already been approved for gasoline engine use, less severe problems
with the former.

10.  POTENTIAL CONFLICTS OF INTEREST.  The officers and directors are
associated with other firms, including others with material contractual
relationships with this Issuer, and are involved in a range of business
activities.  Due to these affiliations and the fact that some officers
are expected to devote only a portion of their time to the business of the
Company, there are potential inherent conflicts of interest in their acting as
directors and as officers.  Each of the officers and directors is or may
become an officer, director, controlling shareholder, partner or participant
in other entities engaged in a variety of businesses.  These existing and
potential conflicts of interest are irreconcilable and could involve the
participating officers and directors in litigation brought by the Company's
shareholders or by the shareholders of other entities with which the
officers and directors are currently, or may become, affiliated.   To help
alleviate this position somewhat, Management has adopted a policy of full
disclosure with respect to business transactions with any entity in which any
or all of the officers or directors are affiliated, either directly or
indirectly.  An officer or director may continue any business activity in
which such officer or director engaged prior to joining the Company.

                                                                15


<PAGE>
11.  GOING CONCERN.  As of June 30, 2000 the company had a stockholders'
equity of $100,254.  The auditors issued a "going concern" opinion in the
audited consolidated financial statements for the year ended December 31, 1999,
and the Company raised a going concern issue in the unaudited consolidated
financial statements as of June 30, 2000, and for the three and six
months then ended.


                                   PART II
                              OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

           None

ITEM 2.  CHANGES IN SECURITIES.

            None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

            None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None

ITEM 5.  OTHER INFORMATION

None

Item 6.   Exhibits and Reports on Form 8-K

            (a) (2) Filed by reference: Form 10SB filed February 23, 2000
                (3) Filed by reference: Form 10SB filed February 23, 2000
                (27) Financial Data Schedule

            (b)     There were no reports filed on Form 8-K

                                  SIGNATURES

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

                    AMERICAN ELECTRIC AUTOMOBILE COMPANY, INC.


Date: 8/20/2000              By    // Edward F. Myers //

                                                                16



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