UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Name of Issuer)
Affiliated Resources, Inc.
(Title of Class of Securities)
Common Stock
(CUSIP Number)
00827A108
(Date of Event which requires this Statement)
September 25, 2000
1) NAME OF REPORTING PERSON
Ron F. Bearden
2) MEMBER OF A GROUP?
(b) X
3) SEC Use Only
4) CITIZENSHIP/PLACE OF ORGANIZATION
US CITIZEN
NUMBER 5) SOLE VOTING POWER
OF 2,500,000
SHARES 6) SHARED VOTING POWER
BENEFICIALLY None
OWNED BY 7) SOLE DISPOITIVE POWER
EACH 2,500,000
REPORTING 8) SHARE DISPOSITIVE POWER
PERSON None
WITH
9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,500,000
10) CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ]
11) PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED
11.3%
12) TYPE OF REPORTING PERSON
IN
ITEMS 1 - 10 OF GENERAL INSTRUCTIONS
Item 1.
(a)Name of Issuer: Affiliated Resources
(b)Address of Issuer: 3050 Post Oak Blvd., Suite 1080 Houston, TX 77056
Item 2.
(a)Name of Person Filing: Ron F. Bearden
(b)Address of Person Filing:2800 Post Oak Blvd., Suite 5260 Houston, TX 77056
(c)Citizenship: US Citizen
(d)Title of Class of Securities: Common Stock
(e)CUSIP Number: 00827A108
Item 3.
If this statement is filed pursuant to 13d-1(b) or 13d-2(b) or (c), check
whether the person filing is a: N/A
Item 4. Ownership
(a)Amount Beneficially Owned: 2,500,000
(b)Percent of Class: 11.3%
(c)Number of Shares as to which such person has:
(i)sole power to vote or to direct the vote:
2,500,000
(ii)shared power to vote or to direct the vote:
0
(iii)sole power to dispose or to direct the disposition of:
2,500,000
(iv)shared power to dispose or to direct the disposition of:
0
Item 5. Ownership of Five Percent or Less of Class:
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another
Person: N/A
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company: N/A
Item 8. Identification and Classification of Members of the Group:
N/A
Item 9. Notice of Dissolution of Group:
N/A
Item 10. Certification:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired in the ordinary course of business and were not acquired
for the purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any
transaction having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Date: October 10, 2000
/s/ Ron F. Bearden
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Ron F. Bearden
