<PAGE>   1
     As filed with the Securities and Exchange Commission on October 2, 2001
                                                           Registration No. 333-


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                         AMERICAN ENERGY SERVICES, INC.
             (Exact Name of Registrant as Specified in Its Charter)

                  Texas                                   76-0279288
       (State or Other Jurisdiction of                 (I.R.S. Employer
       Incorporation or Organization)               Identification Number)

                                  7224 Lawndale
                              Houston, Texas 77012
                    (Address of Principal Executive Offices)


             Stock Compensation Payable To Employees And Consultants
                            (Full title of the plan)

                          Patrick S. Elliott, President
                       7224 Lawndale, Houston, Texas 77012
                     (Name and address of agent for service)

                                 (713) 928-5311
          (Telephone number, including area code, of agent for service)

                                   Copies to:
                             Jeffrey A. Rinde, Esq.
                               Bondy & Schloss LLP
                         6 East 43rd Street, 25th Floor
                            New York, New York 10017
                              Phone: (212) 661-3535
                               Fax: (212)972-1677
<PAGE>   2
                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
Title of                            Proposed         Proposed
Securities                          Maximum          Maximum
to be              Amount to be     Offering Price   Aggregate        Amount of
Registered         Registered       Per Share        Offering Price   Registration Fee
--------------------------------------------------------------------------------------
<S>                <C>              <C>              <C>              <C>
Common Stock,      122,000          $0.20            $24,400          $100(2)
no par value per   shares(1)
share
--------------------------------------------------------------------------------------
TOTAL              122,000 shares                    $24,400          $100
</TABLE>


(1) Represents common stock issued to Registrant's counsel for legal services
rendered.

(2) Estimated solely for purposes of calculating the filing fees and calculated
pursuant to Rule 457(c) under the Securities Act based upon the average of the
bid and asked price as of October 1, 2001.


                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

      Note: The document(s) containing the information specified in this Part I
will be sent or given to employees as specified by Rule 428(b)(1). Such
documents need not be filed with the Commission either as part of this
registration statement or as prospectuses or prospectus supplements pursuant to
Rule 424. These documents and the documents incorporated by reference in the
registration statement in Item 3 of Part II of this Form S-8, taken together,
constitute a prospectus that meets the requirements of Section 10(a) of the
Securities Act.

      This Registration Statement on Form S-8 (the "Registration Statement") of
American Energy Services, Inc., a Texas corporation, (the "Registrant") cover
122,000 shares of the Registrant's common stock, no par value per share ("Common
Stock").

ITEM 1. PLAN INFORMATION

      American Energy Services, Inc. ("AES") is offering the common stock as
compensation for services rendered and not compensated in cash. The common stock
will be issued to the intended recipients upon the effective date of this
registration statement. The common stock is not being offered pursuant to a
plan. The issuance of the common stock is not subject to the Employee Retirement
Income Security Act of 1974. Additional information may be obtained from Patrick
S. Elliott, President of AES. Mr. Elliot's address is 7224 Lawndale, Houston,
Texas 77012 and his telephone number is (713) 928-5311.

                                        2
<PAGE>   3
      AES is offering an aggregate of 122,000 shares of its common stock, no par
value per share pursuant to this registration statement.

      The following persons are participating in the distribution made pursuant
to this registration statement:

<TABLE>
<CAPTION>
Name                        Number of Shares         Nature of services
----                        ----------------         ------------------
<S>                         <C>                      <C>
Keith S. Denoti                   30,000               Legal services
Phillip J. Kochman                16,000               Legal services
Samuel S. Griffith III            76,000               Legal services
</TABLE>

      Each of these participating persons has provided a bona fide service to
AES in payment for the shares and are believed to be within the term "employee"
as defined for purposes of Form S-8.

      The shares will be treated as ordinary income at the fair market value
thereof on the date of receipt under the Internal Revenue Code ("Code").

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

      Upon written or oral request, AES will provide, without charge, a copy of
all documents incorporated by reference in Item 3 of Part II of this
Registration Statement. The Registrant shall also provide to the Participants,
without charge, upon written or oral request, all of the documents required to
be delivered to the Participants pursuant to Rule 428(b) promulgated under the
Securities Act of 1933, as amended, (the "Securities Act"). Any and all such
requests shall be directed to American Energy Services, Inc., Attn: Patrick S.
Elliott, President, at 7224 Lawndale, Houston, Texas 77012 and his telephone
number is (713) 928-5311.


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

      The following documents filed by the Registrant with the Commission are
incorporated herein by reference:

      (a)   The Registrant's Annual Report on Form 10-KSB/A for the fiscal year
ended February 28, 2001 filed on August 3, 2001.

      (b)   The Registrant's Quarterly Report on Form 10-QSB filed for the three
months ended May 31, 2001 filed on July 13, 2001.

                                        3
<PAGE>   4
      (c)   (i)   The description of securities contained in the Registrant's
Registration of Securities pursuant to Section 12(g) of the Act filed on March
15, 2000.

      (c)   (ii)   Registration Statement on Form S-8 (File Number 333- 38498),
filed on June 2, 2000.

      In addition, all documents subsequently filed by the Registrant pursuant
to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the filing
of a post-effective amendment which indicates that all securities registered
hereby have been sold or which deregisters all securities then remaining unsold,
shall be deemed to be incorporated by reference herein and to be a part hereof
from the date of the filing of such documents.

      Any statement contained herein or in a document incorporated or deemed to
be incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any other subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any statement so modified or superseded shall not be deemed, except
as so modified or superseded, to constitute a part of this Registration
Statement.

ITEM 4. DESCRIPTION OF SECURITIES.

      Not Applicable

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

      Not Applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

      The Texas Business Corporation Act (the "TBCA"), in general, allows
corporations to indemnify their directors and officers against expenses actual
and reasonable incurred in connection with a proceeding, if the person acted in
good faith and in a manner the person reasonably believed to be in, or not
opposed to, the best interests of the corporation. In the case of a criminal
action or proceeding, the director or officer must have had no reasonable cause
to believe that the person's conduct was unlawful. Except as set forth below, a
corporation may not indemnify a director in respect of a proceeding (a) in which
the person is found liable on the basis that personal benefit was improperly
received by him, whether or not the benefit resulted from an action taken in the
person's official capacity; or (b) in which the person is found liable to the
corporation. However, a director may be indemnified against judgments, penalties
(including excise and similar taxes), fines, settlements and reasonable expenses
actually incurred by the person in connection with the proceeding, but if the
person is found liable to the corporation or is found liable on the basis that
personal benefit was improperly

                                        4
<PAGE>   5
received by the person, the indemnification (1) is limited to reasonable
expenses actually incurred by the person in connection with the proceeding and
(2) shall not be made in respect of any proceeding in which the person shall
have been found liable for willful or intentional misconduct in the performance
of this duty to the corporation.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

      None of the shares of the Company's common stock covered hereby has been
previously issued in reliance upon an exemption from the registration
requirements of the Securities Act.

ITEM 8. EXHIBITS.

      The exhibits listed in the Index to Exhibits, which appears on page 9
herein, are filed as part of this Registration Statement.

ITEM 9. UNDERTAKINGS.

      (a)   The undersigned Registrant hereby undertakes:

            (1) To file, during any period in which offers or sales are being
            made, a post-effective amendment to this Registration Statement to
            include any material information with respect to the plan of
            distribution not previously disclosed in the Registration Statement
            or any material change to such information in the Registration
            Statement; (2) That, for the purpose of determining any liability
            under the Securities Act of 1933, each such post-effective amendment
            shall be deemed to be a new registration statement relating to the
            securities offered therein, and the offering of such securities at
            that time shall be deemed to be the initial bona fide offering
            thereof; and (3) To remove from registration by means of a
            post-effective amendment any of the securities being registered
            which remain unsold at the termination of the offering.

      (b)   The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
Registration Statement shall be deemed to be a new registration statement
relating to the securities offered herein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

      (c)   Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that, in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling

                                        5
<PAGE>   6
person in connection with the securities being registered, the Registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act and will be governed by the final adjudication of such issue.

                                        6
<PAGE>   7
                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, hereunto
duly authorized, in Houston, Texas on the 2nd day of October, 2001.


                                         AMERICAN ENERGY SERVICES, INC.

                                     By: /s/ Patrick S. Elliott
                                         ------------------------------
                                         Patrick S. Elliott, President


      Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons in the
capacities indicated on the 2nd day of October, 2001.

<TABLE>
<CAPTION>
      SIGNATURE                                   TITLE
      ---------                                   -----
<S>                                     <C>
/s/ Patrick S. Elliott
---------------------------             President and Director
Patrick S. Elliott

/s/ Larry S. Elliott
---------------------------             Vice President and Chairman of the
Larry S. Elliot                         Board


/s/ Mark P. Elliott
---------------------------             Vice President and Director
Mark P. Elliott

/s/ Cary P. McCarra
---------------------------             Vice President and Director
Cary P. McCarra

/s/ Sidney J. McCarra
---------------------------             Vice President and Director
Sidney J. McCarra
</TABLE>

                                        7
<PAGE>   8
                                POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Patrick S. Elliott, his true and lawful
attorneys-in-fact and agent with full power of substitution and resubstitution
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments (including post- effective amendments) of and supplements to
this Registration Statement and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto such attorneys-in-fact and agent full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, to all intents and purposes and as fully
as they might or could do in person, hereby ratifying and confirming all that
such attorneys-in-fact and agent, or his substitute, may lawfully do or cause to
be done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933, as amended,
this Power of Attorney has been signed by the following persons in the
capacities indicated on the 2nd day of October, 2001.

<TABLE>
<CAPTION>
      SIGNATURE                                   TITLE
      ---------                                   -----
<S>                                     <C>
/s/ Patrick S. Elliott                  President and Director
---------------------------
Patrick S. Elliott

/s/ Larry S. Elliott                    Vice President and Chairman of
---------------------------             the Board
Larry S. Elliott

/s/ Mark P. Elliott                     Vice President and Director
---------------------------
Mark P. Elliott

/s/ Cary P. McCarra                     Vice President and Director
---------------------------
Cary P. McCarra

/s/ Sidney J. McCarra                   Vice President and Director
---------------------------
Sidney J. McCarra
</TABLE>

                                        8
<PAGE>   9
                                  EXHIBIT INDEX

INDEX AND DESCRIPTION OF EXHIBITS.

<TABLE>
<CAPTION>
EXHIBIT NO.           DESCRIPTION
-----------           -----------
<S>                   <C>
4.1                   Articles of Incorporation of the Company(1)

4.2                   Bylaws of the Company(1)

5.1                   Opinion of Bondy & Schloss LLP as to the
                      legality of the securities being offered.

23.1                  Consent of Bondy & Schloss LLP  (included in
                      Exhibit 5.1).

23.2                  Consent of Simonton, Kutac & Barnidge, L.L.P.

24.1                  Powers of Attorney (included on p.8 of this
                      Registration Statement).
</TABLE>

-------------------------
(1) Incorporated by reference from the Company's Registration Statement on Form
10-SB filed August 19, 1998.

                                        9
[{"type": "S-8", "sequence": "1", "filename": "y53670s-8.txt", "description": "AMERICAN ENERGY SERVICES INC.", "secsgml_size_bytes": 17822}]
{"company-data": {"conformed-name": "AMERICAN ENERGY SERVICES INC", "cik": "0001068205", "assigned-sic": "3490", "irs-number": "760279288"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-70742", "film-number": "1750674"}, "business-address": {"street1": "7224 LAWNDALE", "city": "HOUSTON", "state": "TX", "zip": "77012", "phone": "7139285311"}, "mail-address": {"street1": "7224 LAWNDALE", "city": "HOUSTON", "state": "TX", "zip": "77012"}}
1
     As filed with the Securities and Exchange Commission on October 2, 2001
                                                           Registration No. 333-

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                         AMERICAN ENERGY SERVICES, INC.
             (Exact Name of Registrant as Specified in Its Charter)

                  Texas                                   76-0279288
       (State or Other Jurisdiction of                 (I.R.S. Employer
       Incorporation or Organization)               Identification Number)

                                  7224 Lawndale
                              Houston, Texas 77012
                    (Address of Principal Executive Offices)

             Stock Compensation Payable To Employees And Consultants
                            (Full title of the plan)

                          Patrick S. Elliott, President
                       7224 Lawndale, Houston, Texas 77012
                     (Name and address of agent for service)

                                 (713) 928-5311
          (Telephone number, including area code, of agent for service)

                                   Copies to:
                             Jeffrey A. Rinde, Esq.
                               Bondy & Schloss LLP
                         6 East 43rd Street, 25th Floor
                            New York, New York 10017
                              Phone: (212) 661-3535
                               Fax: (212)972-1677
2
                         CALCULATION OF REGISTRATION FEE
Title of                            Proposed         Proposed
Securities                          Maximum          Maximum
to be              Amount to be     Offering Price   Aggregate        Amount of
Registered         Registered       Per Share        Offering Price   Registration Fee
--------------------------------------------------------------------------------------
Common Stock,      122,000          $0.20            $24,400          $100(2)
no par value per   shares(1)
share
--------------------------------------------------------------------------------------
TOTAL              122,000 shares                    $24,400          $100
(1) Represents common stock issued to Registrant's counsel for legal services
rendered.

(2) Estimated solely for purposes of calculating the filing fees and calculated
pursuant to Rule 457(c) under the Securities Act based upon the average of the
bid and asked price as of October 1, 2001.

                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

      Note: The document(s) containing the information specified in this Part I
will be sent or given to employees as specified by Rule 428(b)(1). Such
documents need not be filed with the Commission either as part of this
registration statement or as prospectuses or prospectus supplements pursuant to
Rule 424. These documents and the documents incorporated by reference in the
registration statement in Item 3 of Part II of this Form S-8, taken together,
constitute a prospectus that meets the requirements of Section 10(a) of the
Securities Act.

      This Registration Statement on Form S-8 (the "Registration Statement") of
American Energy Services, Inc., a Texas corporation, (the "Registrant") cover
122,000 shares of the Registrant's common stock, no par value per share ("Common
Stock").

ITEM 1. PLAN INFORMATION

      American Energy Services, Inc. ("AES") is offering the common stock as
compensation for services rendered and not compensated in cash. The common stock
will be issued to the intended recipients upon the effective date of this
registration statement. The common stock is not being offered pursuant to a
plan. The issuance of the common stock is not subject to the Employee Retirement
Income Security Act of 1974. Additional information may be obtained from Patrick
S. Elliott, President of AES. Mr. Elliot's address is 7224 Lawndale, Houston,
Texas 77012 and his telephone number is (713) 928-5311.

                                        2
3
      AES is offering an aggregate of 122,000 shares of its common stock, no par
value per share pursuant to this registration statement.

      The following persons are participating in the distribution made pursuant
to this registration statement:
Name                        Number of Shares         Nature of services
----                        ----------------         ------------------
Keith S. Denoti                   30,000               Legal services
Phillip J. Kochman                16,000               Legal services
Samuel S. Griffith III            76,000               Legal services
Each of these participating persons has provided a bona fide service to
AES in payment for the shares and are believed to be within the term "employee"
as defined for purposes of Form S-8.

      The shares will be treated as ordinary income at the fair market value
thereof on the date of receipt under the Internal Revenue Code ("Code").

ITEM 2. REGISTRANT INFORMATION AND EMPLOYEE PLAN ANNUAL INFORMATION.

      Upon written or oral request, AES will provide, without charge, a copy of
all documents incorporated by reference in Item 3 of Part II of this
Registration Statement. The Registrant shall also provide to the Participants,
without charge, upon written or oral request, all of the documents required to
be delivered to the Participants pursuant to Rule 428(b) promulgated under the
Securities Act of 1933, as amended, (the "Securities Act"). Any and all such
requests shall be directed to American Energy Services, Inc., Attn: Patrick S.
Elliott, President, at 7224 Lawndale, Houston, Texas 77012 and his telephone
number is (713) 928-5311.

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

      The following documents filed by the Registrant with the Commission are
incorporated herein by reference:

      (a)   The Registrant's Annual Report on Form 10-KSB/A for the fiscal year
ended February 28, 2001 filed on August 3, 2001.

      (b)   The Registrant's Quarterly Report on Form 10-QSB filed for the three
months ended May 31, 2001 filed on July 13, 2001.

                                        3
4
      (c)   (i)   The description of securities contained in the Registrant's
Registration of Securities pursuant to Section 12(g) of the Act filed on March
15, 2000.

      (c)   (ii)   Registration Statement on Form S-8 (File Number 333- 38498),
filed on June 2, 2000.

      In addition, all documents subsequently filed by the Registrant pursuant
to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to the filing
of a post-effective amendment which indicates that all securities registered
hereby have been sold or which deregisters all securities then remaining unsold,
shall be deemed to be incorporated by reference herein and to be a part hereof
from the date of the filing of such documents.

      Any statement contained herein or in a document incorporated or deemed to
be incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this Registration Statement to the extent that a statement
contained herein or in any other subsequently filed document which also is or is
deemed to be incorporated by reference herein modifies or supersedes such
statement. Any statement so modified or superseded shall not be deemed, except
as so modified or superseded, to constitute a part of this Registration
Statement.

ITEM 4. DESCRIPTION OF SECURITIES.

      Not Applicable

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

      Not Applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

      The Texas Business Corporation Act (the "TBCA"), in general, allows
corporations to indemnify their directors and officers against expenses actual
and reasonable incurred in connection with a proceeding, if the person acted in
good faith and in a manner the person reasonably believed to be in, or not
opposed to, the best interests of the corporation. In the case of a criminal
action or proceeding, the director or officer must have had no reasonable cause
to believe that the person's conduct was unlawful. Except as set forth below, a
corporation may not indemnify a director in respect of a proceeding (a) in which
the person is found liable on the basis that personal benefit was improperly
received by him, whether or not the benefit resulted from an action taken in the
person's official capacity; or (b) in which the person is found liable to the
corporation. However, a director may be indemnified against judgments, penalties
(including excise and similar taxes), fines, settlements and reasonable expenses
actually incurred by the person in connection with the proceeding, but if the
person is found liable to the corporation or is found liable on the basis that
personal benefit was improperly

                                        4
5
received by the person, the indemnification (1) is limited to reasonable
expenses actually incurred by the person in connection with the proceeding and
(2) shall not be made in respect of any proceeding in which the person shall
have been found liable for willful or intentional misconduct in the performance
of this duty to the corporation.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

      None of the shares of the Company's common stock covered hereby has been
previously issued in reliance upon an exemption from the registration
requirements of the Securities Act.

ITEM 8. EXHIBITS.

      The exhibits listed in the Index to Exhibits, which appears on page 9
herein, are filed as part of this Registration Statement.

ITEM 9. UNDERTAKINGS.

      (a)   The undersigned Registrant hereby undertakes:

            (1) To file, during any period in which offers or sales are being
            made, a post-effective amendment to this Registration Statement to
            include any material information with respect to the plan of
            distribution not previously disclosed in the Registration Statement
            or any material change to such information in the Registration
            Statement; (2) That, for the purpose of determining any liability
            under the Securities Act of 1933, each such post-effective amendment
            shall be deemed to be a new registration statement relating to the
            securities offered therein, and the offering of such securities at
            that time shall be deemed to be the initial bona fide offering
            thereof; and (3) To remove from registration by means of a
            post-effective amendment any of the securities being registered
            which remain unsold at the termination of the offering.

      (b)   The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
Registration Statement shall be deemed to be a new registration statement
relating to the securities offered herein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

      (c)   Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or otherwise,
the Registrant has been advised that, in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Securities Act and is, therefore, unenforceable. In the event that a
claim for indemnification against such liabilities (other than the payment by
the Registrant of expenses incurred or paid by a director, officer or
controlling person of the Registrant in the successful defense of any action,
suit or proceeding) is asserted by such director, officer or controlling

                                        5
6
person in connection with the securities being registered, the Registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the
Securities Act and will be governed by the final adjudication of such issue.

                                        6
7
                                   SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933, as amended,
the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, hereunto
duly authorized, in Houston, Texas on the 2nd day of October, 2001.

                                         AMERICAN ENERGY SERVICES, INC.

                                     By: /s/ Patrick S. Elliott
                                         ------------------------------
                                         Patrick S. Elliott, President

      Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons in the
capacities indicated on the 2nd day of October, 2001.
SIGNATURE                                   TITLE
      ---------                                   -----
/s/ Patrick S. Elliott
---------------------------             President and Director
Patrick S. Elliott

/s/ Larry S. Elliott
---------------------------             Vice President and Chairman of the
Larry S. Elliot                         Board

/s/ Mark P. Elliott
---------------------------             Vice President and Director
Mark P. Elliott

/s/ Cary P. McCarra
---------------------------             Vice President and Director
Cary P. McCarra

/s/ Sidney J. McCarra
---------------------------             Vice President and Director
Sidney J. McCarra
7
8
                                POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Patrick S. Elliott, his true and lawful
attorneys-in-fact and agent with full power of substitution and resubstitution
for him and in his name, place and stead, in any and all capacities, to sign any
and all amendments (including post- effective amendments) of and supplements to
this Registration Statement and to file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto such attorneys-in-fact and agent full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises, to all intents and purposes and as fully
as they might or could do in person, hereby ratifying and confirming all that
such attorneys-in-fact and agent, or his substitute, may lawfully do or cause to
be done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933, as amended,
this Power of Attorney has been signed by the following persons in the
capacities indicated on the 2nd day of October, 2001.
SIGNATURE                                   TITLE
      ---------                                   -----
/s/ Patrick S. Elliott                  President and Director
---------------------------
Patrick S. Elliott

/s/ Larry S. Elliott                    Vice President and Chairman of
---------------------------             the Board
Larry S. Elliott

/s/ Mark P. Elliott                     Vice President and Director
---------------------------
Mark P. Elliott

/s/ Cary P. McCarra                     Vice President and Director
---------------------------
Cary P. McCarra

/s/ Sidney J. McCarra                   Vice President and Director
---------------------------
Sidney J. McCarra
8
9
                                  EXHIBIT INDEX

INDEX AND DESCRIPTION OF EXHIBITS.
EXHIBIT NO.           DESCRIPTION
-----------           -----------
4.1                   Articles of Incorporation of the Company(1)

4.2                   Bylaws of the Company(1)

5.1                   Opinion of Bondy & Schloss LLP as to the
                      legality of the securities being offered.

23.1                  Consent of Bondy & Schloss LLP  (included in
                      Exhibit 5.1).

23.2                  Consent of Simonton, Kutac & Barnidge, L.L.P.

24.1                  Powers of Attorney (included on p.8 of this
                      Registration Statement).
-------------------------
(1) Incorporated by reference from the Company's Registration Statement on Form
10-SB filed August 19, 1998.

                                        9