<PAGE>
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  FORM 10-QSB/A
                                  AMENDMENT #4

Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of
1934 for the quarterly period ended March 31, 2001.

Commission file number 000-29039

                       SECURITY ASSET CAPITAL CORPORATION
                       ----------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

           NEVADA                                               95-4729666
           ------                                          --------------------
(State or Other Jurisdiction                                  (IRS Employer
of Incorporation or Organization)                          Identification  No.)

              701 B Street, Suite 1775, San Diego, California 92101
              -----------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (619) 232-9950
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

         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 requirement for the past 90 days.

Yes   X           No
   -------          -------

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

                  17,456,710 of common stock shares as of March 31, 2001.
                  ----------


Transitional Small Business Disclosure Format (check one):

Yes               No    X
   ------           --------


<PAGE>


PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

                       SECURITY ASSET CAPITAL CORPORATION
                 CONSOLIDATED CONDENSED BALANCE SHEET - RESTATED
                                   (UNAUDITED)
                                                                 MARCH 31, 2001
                                                                ----------------
                                     ASSETS
CURRENT ASSETS

  CASH                                                              $   136,901

  LOAN PORTFOLIO ASSETS                                               1,936,794

  ACCOUNTS RECEIVABLE                                                    42,289
                                                                    ------------

                        TOTAL CURRENT ASSETS                          2,115,984

  NOTES RECEIVABLE                                                    1,200,000

FIXED ASSETS                                                             78,250

OTHER ASSETS

  PATENTS AND PATENTS PENDING                                         1,552,500
  GOODWILL                                                            1,100,628
  DEFERRED FINANCING COST                                               215,757
  MISCELLANEOUS                                                           2,675
                                                                    ------------
                        TOTAL OTHER ASSETS                            2,871,560
                                                                    ------------

                                                                    $  6,265,794
                                                                    ============

                           LIABILITIES & SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES

  NOTES PAYABLE (Including Accrued Interest of $509,115)            $ 7,350,824
  ACCOUNTS PAYABLE                                                      334,361
  ACCRUED EXPENSES                                                       75,057
                                                                    ------------
  TOTAL CURRENT LIABILITIES                                           7,760,242

DEFERRED REVENUE                                                        382,190
                                                                    ------------
                        TOTAL LIABILITIES                             8,142,432
                                                                    ------------
SHAREHOLDERS' DEFICIT

  COMMON STOCK, $.001 PAR VALUE, 25,000,000 SHARES AUTHORIZED,
         17,456,710 ISSUED                                               17,457
  ADDITIONAL PAID IN CAPITAL                                          9,528,032
  ACCUMULATED DEFICIT                                               (10,899,042)
                                                                    ------------
                                                                     (1,353,553)
  LESS:  TREASURY STOCK (328,850 shares)                               (523,085)
                                                                    ------------
                        TOTAL SHAREHOLDERS' DEFICIT                  (1,876,638)
                                                                    ------------
                                                                      6,265,794
                                                                    ============

The accompanying notes are an integral part of the consolidated financial
statements.

                                        2


<PAGE>

                       SECURITY ASSET CAPITAL CORPORATION
           CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS - RESTATED
                                   (UNAUDITED)
                                            FOR THE THREE MONTHS ENDED MARCH 31,
                                                         2001         2000
                                                    -------------  -------------
REVENUES
  PORTFOLIO                                         $     51,213      1,225,070
  RENTAL                                                  68,922        114,804
                                                    -------------  -------------
                       TOTAL REVENUES                    120,135      1,339,874
                                                    -------------  -------------
EXPENSES
  PORTFOLIO                                               27,207        989,475
  RENTAL                                                  38,674         10,800
  GENERAL AND ADMINISTRATIVE                             646 171        502,108
                                                    -------------  -------------
                       TOTAL EXPENSES                    712,052      1,502,383
                                                    -------------  -------------

LOSS FROM OPERATIONS                                    (591,917)      (162,509)
                                                    -------------  -------------
OTHER
  INTEREST EXPENSE                                      (374,075)      (502,594)
  OTHER                                                   24,115          5,977
                                                    -------------  -------------

                       OTHER, NET                       (349,960)      (496,617)
                                                    -------------  -------------

NET LOSS                                            $   (941,877)      (659,126)
                                                    =============  =============

NET LOSS PER SHARE                                  $      (0.06)         (0.06)
                                                    =============  =============

WTD AVG SHARES USED TO COMPUTE NET LOSS PER SHARE     16,515,000     10,961,000
                                                    =============  =============


                                        4
<PAGE>

<TABLE>

                                                SECURITY ASSET CAPITAL CORPORATION
                                                         AND SUBSIDIARIES
                                        CONSOLIDATED STATEMENTS OF SHAREHOLDERS' (DEFICIT)
                                             For the Three Months Ended March 31, 2001
                                                            (Unaudited)
<CAPTION>

                                             Common Stock         Treasury Stock          Additional
                                     ------------------------  -----------------------     Paid-In       Accumulated
                                         Stock         Amount      Stock     Amount         Capital         Deficit        Total
                                     ------------- ----------  ----------  -----------   -------------  ------------- -------------
<S>                                    <C>         <C>           <C>       <C>           <C>            <C>           <C>
Balance, December 31, 2000             15,573,510  $  15,573     328,850   $ (523,085)   $  8,746,056   $ (9,957,165) $ (1,718,621)
                                     ------------- ----------  ----------  -----------   -------------  ------------- -------------
Issuances of common stock:

   Consulting services:

   @$0.50 January 2001                     25,000         25          --           --          12,475             --        12,500

   @$0.50 February 2001                   155,000        155          --           --          77,345             --        77,500

   @$0.37 March 2001                      820,000        820          --           --         309,980             --       310,800

   @$0.37 March 2001                      300,000        300          --           --         112,200             --       112,500

   Cash:

   @ $0.25 in March 2001                  240,000        240          --           --          59,760             --        60,000

   Additional Shares for
     Universal View Acquisition
     Price Adjustment January 2001        300,000        300          --           --         168,450             --       168,750

   Interest on Notes Payable:

   @$0.50 February 2001                    43,200         44          --           --          21,556             --        21,600

   Contribution of services
     Executive officers Jan/Feb 2001           --         --          --           --          20,210             --        20,210

Net loss for three months ended
   March 31, 2001                              --         --          --           --              --       (941,877)     (941,877)
                                     ------------- ----------  ----------  -----------   -------------  -------------  ------------

Balance, March 31, 2001                17,456,710  $  17,457     328,850   $ (523,085)      9,528,032   $(10,899,042) $ (1,876,638)
                                     ============= ==========  ==========  ===========   =============  ============= =============

                         The accompanying notes are an integral part of the consolidated financial statements.

                                                                 5
</TABLE>


<PAGE>

                       SECURITY ASSET CAPITAL CORPORATION
           CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - RESTATED
                                   (UNAUDITED)

                                            FOR THE THREE MONTHS ENDED MARCH 31,
                                                         2001          2000
                                                    -------------  -------------
CASH FLOWS FROM OPERATING ACTIVITIES:

NET CASH FLOWS FROM OPERATING ACTIVITIES                  43,932        589,240

NET CASH FLOWS FROM INVESTING ACTIVITIES                 (42,074)       (68,799)

NET CASH FLOW FROM FINANCING ACTIVITIES                  131,600        870,309
                                                    -------------  -------------

              NET INCREASE IN CASH                       133,458      1,390,750

              CASH AT THE BEGINNING OF THE PERIOD          3,443         29,850
                                                    -------------  -------------

              CASH AT THE END OF THE PERIOD         $    136,901      1,420,600
                                                    =============  =============

The accompanying notes are an integral part of the consolidated financial
statements.

                                        6

<PAGE>

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
------------------------------------------

Basis of Presentation
---------------------

These condensed consolidated financial statements of Security Asset Capital
Corporation and subsidiaries (the Company) do not include all of the information
required by accounting principles generally accepted in the United States of
America for complete financial statements and should be read in conjunction with
the financial statements included in the Company's Form 10KSB for 2000. In the
opinion of management, the financial information set forth in the accompanying
condensed financial statements reflects all adjustments necessary for a fair
statement of the periods reported and all such adjustments were of a normal
recurring nature. Interim results are not necessarily indicative of results for
a full year.

Principles of Consolidation
----------------------------

The accompanying financial statements consolidate the accounts of Security Asset
Capital Corporation and its wholly owned subsidiaries, Security Asset
Management, Inc., Security Asset Properties, Inc. ("SAP"), Broadband
Technologies, Inc., Universal View Corporations, the DebtTrader.com and The Debt
Registry. All significant intercompany accounts and transactions have been
eliminated in consolidation.

Use of Estimates
----------------

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenues and expenses during the reporting period. Actual
result could differ from those estimates.

Loan Portfolio Assets and Revenue Recognition
----------------------------------------------

Loan Portfolio Assets represent liquidating loan portfolios of delinquent
accounts which have been purchased by SACC for resale and collection and are
stated at cost. The cost of these Assets is the actual amount spent for the
purchase, including related brokerage commissions, if any. Management believes
that the proceeds from resale and collections exceed the carrying value of the
Assets. The cost of the Asset is written off by a percentage of cash collections
on a portfolio-by- portfolio basis. Management presently estimates that Loan
Portfolio Assets in collection will realize gross collections equal to
approximately three times the purchase price of the Assets. The Company,
therefore, writes off one dollar of cost of Portfolio Assets for every three
dollars in gross collection. Certain Loan Portfolio Assets are sold in part or
in whole by the Company. Gains and losses from such sales are recorded when the
Assets are sold. The Company considers a sale to have taken place when there has
been a transfer of The Loan Portfolio Assets and where the Company surrenders
control over the Loan Portfolio Assets to the extent the consideration other
then beneficial interests in the transferred Loan Portfolio Assets is received
in exchange for the Loan Portfolio Assets.


Sale of SAP Subsidiary - Restatement

On March 28, 2001, the Company sold SAP to Western Asset Limited Partnership
(Western) and El Dorado Properties, Inc. (El Dorado), entities controlled by
SAP's former owners, for $1,200,000 note receivable and $250,000 in cash. The
note bears interest at 5% per annum payable in arrears with all unpaid Principal
and interest due on March 28, 2003. The note is secured by all SAP Assets and
the 900,000 shares of the Company common stock held by SAP's former Owners that
were received by them in 1999 when the Company first acquired SAP. The amended
June 25, 2001 Form 10-Q properly reflects the deferral of the $382,190 gain on
the sale of SAP and the classification of the related note receivable of
$1,200,000 as a non-current asset. The June 25 Form 10-Q corrects the Form 10-Q
filed on May 21, which improperly recognized the gain in full and classified the
note as a current asset. This Form 10-Q clarifies that the effect of the
correction of the accounting for the sale of SAP is to increase the net loss for
the three months ended March 31, 2001 by $382,190 or $0.02 per share.

                                        7

<PAGE>

This Form 10-Q and the June 25 Form 10-Q also reflect certain reclassifications
of account balances and the correction of typographical errors.

Net Loss Per Share
------------------

Basic net loss per share is computed by dividing net loss by the weighted
average number of common shares outstanding during the reported periods. Diluted
net loss per share reflects the potential dilution that could occur if stock
options and other commitments to issue common stock were exercised. Outstanding
stock options during the periods presented were anti-dilutive and have been
excluded from the weighted average share computation.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS

The following discussion and analysis should be read in conjunction with the
selected historical financial data, financial statements and notes thereto and
the other historical financial information of Security Asset Capital Corporation
contained elsewhere in this Form 10-QSB. The statements contained in this Form
10-QSB that are not historical are forward looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Exchange Act of 1934, including statements regarding Security Asset Capital
Corporation's expectations, intentions, beliefs or strategies regarding the
future. Forward-looking statements include Security Asset Capital Corporation's
statements regarding liquidity, anticipated cash needs and availability and
anticipated expense levels. All forward-looking statements included in this Form
10-QSB are based on information available to Security Asset Capital Corporation
on the date hereof, and Security Asset Capital Corporation assumes no obligation
to update any such forward-looking statement. It is important to note that
Security Asset Capital Corporation's actual results could differ materially from
those in such forward-looking statements.

RESULTS OF OPERATIONS FOR EACH OF THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000

REVENUES

Revenue for the three months ended March 31, 2001 was $120,135 as compared to
$1,339,874 for 2000. The decrease in revenues resulted from the decrease in Loan
Portfolio sales due to management's emphasis on development of the debt registry
and fund raising efforts.

NET LOSS

Net loss for the three months ended March 31, 2001 was $941,877, an increase of
$282,751 when compared to the first three month of 2000. This increase is
primarily due to the decline in Loan Portfolio activity, the increase in general
and administrative expense resulting from the issuance of common stock for
services, and the decrease in interest expense.

LIQUIDITY AND CAPITAL RESOURCES

The Company plans to continue funding its operations and proceeds from
additional debt and equity capital offerings. There is no assurance that
management will be successful in these endeavors.

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 of Form 8K - None


                                        8

<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 hereunto duly authorized.

                                     Security Asset Capital Corporation

DATED:  August 20, 2001                /s/ DAVID R. WALTON
                                     ------------------------------------------
                                     David R. Walton, Chief Executive Officer


                                        9