U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported):
November 30, 1998
AMERICAN ASSET MANAGEMENT CORPORATION
(Exact name of registrant as specified in its charter)
NEW JERSEY 0-19154 22-2902677
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
150 Morristown Road, Suite 108, Bernardsville, New Jersey 07924
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(908) 766-1701
_________________________________________________________________
(Former name or former address, if changed since last report)
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.
On November 30, 1998 the Registrant and its principal
independent auditor, R. D. Hunter & Company, LLP, mutually agreed
to cease their auditor-client relationship. Neither of R. D.
Hunter & Company's reports on the financial statements of the
Registrant for the years ended December 31, 1996 or December 31,
1997 contained an adverse opinion or disclaimer of opinion, nor
was modified as to uncertainty, audit scope or accounting
principles. The decision to change accountants was approved by
the Registrant's Board of Directors. During the year ended
December 31, 1996 and December 31, 1997 and during the period
from January 1, 1998 through November 30, 1998, there were no
disagreements with R. D. Hunter & Company, LLP, on any matter of
accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which, is not resolved
to R. D. Hunter & Company's satisfaction, would have casued it to
make reference in connection with its reports to the subject
matter of the disagreement.
Item 7. Financial Statements and Exhibits.
(a) and (b). Financial Statements and Pro Forma Financial
Information. Not applicable.
(c) Exhibits
16. Letter re: Cessation in Certifying Accountant.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
AMERICAN ASSET MANAGEMENT CORPORATION
By:_s/Richard G. Gagliardi__
Richard G. Gagliardi
President
Date: November 30, 1998
<PAGE>
RD HUNTER & COMPANY LLP
Certified Public Accountants
One Mack Centre Drive
Paramus, New Jersey
07652-3900
December 4, 1998
U. S. Securities and Exchange Commission
Washington, D.C. 20549
RE: American Asset Management Corporation, File Number 0-19154
Form 8K, Dated November 30, 1998
Gentlemen:
This is to advise you that we have been dismissed as the
accountant's for American Asset Management Corporation on
November 30, 1998. They have submitted to us Form 8K dated
November 30, 1998 regarding the dismissal. We have reviewed the
form and agree to the items stated, as there were no
disagreements that were not resolved during our audits for the
years ended December 31, 1996 and 1997.
We wish them well in their future endeavors.
Sincerely,
s/Joseph E. Koscielny
Joseph E. Koscielny, CPA
Partner
JEK
cc: American Asset Management Corp.
