U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 5
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of
1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section
30(f) of the Investment Company Act of 1940.
Edward S. Fleming
Name of Reporting Person
3050 Post Oak Boulevard, Suite 1080
Houston, Texas 77058
Address of Reporting Person
Affiliated Resources Corporation
ARCX: OTC Electronic Bulletin Board
Issuer Name and Trading Symbol
January 2000
Statement for Month/Year
Director
Relationship of Reporting Person
Table I. Non-Derivative Securities Beneficially Owned: None
Table II. Derivative Securities Beneficially Owned:
Common Stock, $.003 par value
Title of Derivative Security
10/13/1997
Date Exercisable
10/13/2002
Termination Date
Stock Option
Title of Securities Underlying Derivative Security
350,000
Amount of Securities Underlying Derivative Security
$.10
Exercise Price of Derivative Security
Direct
Ownership
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Common Stock, $.003 par value
Title of Derivative Security
5/13/1998
Date Exercisable
5/13/2003
Termination Date
Stock Option
Title of Securities Underlying Derivative Security
150,000
Amount of Securities Underlying Derivative Security
$.10
Exercise Price of Derivative Security
500,000
Amount of Derivative Securities Beneficially Owned at End of Year
Direct
Ownership
Edward S. Fleming
Date: February 7, 2000