SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q

(Mark One)

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

For the quarterly period ended September 30, 2001

                                       OR

( )  TRANSITION  REPORT  PURSUANT  TO SECTION  13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from _______________________ to _____________________


                        Commission file number 000-22281

                                 24HOLDINGS INC.
             (Exact name of registrant as specified in its charter)

       DELAWARE                                           33-0726608
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                                  Cyberia House
                           Church Street, Basingstoke
                               Hampshire RG21 7QN
                                 United Kingdom
                    (Address of Principal Executive Offices)

                                +44 1256 867 800
                               (Telephone number)

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
Registrant was required to file such reports),  and (2) had been subject to such
filing requirements for the past 90 days. Yes X No

              APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934


<PAGE>

subsequent to the  distribution of securities under a plan confirmed by a court.
Yes (X)  No ___

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

     Number  of  shares  of Common  Stock  outstanding  at  November  13,  2001:
85,486,716.

<PAGE>


                                     PART I
                              FINANCIAL INFORMATION

Item 1.  Financial Statements.

<TABLE>
                                                         24HOLDINGS INC.
                                                 (FORMERLY KNOWN AS SCOOP, INC.)
                                                    CONSOLIDATED BALANCE SHEET

<CAPTION>

                                                                September 30, 2001    December 31, 2000
                                                                    (Unaudited)
<S>                                                             <C>                   <C>

                                                ASSETS
Current assets:
Cash and cash equivalents                                       $     1,259,944       $      2,261,181
Accounts receivable                                                   2,538,781              3,464,412
Inventory                                                               230,720                652,362
Prepaids and other current assets                                        28,919                 43,111
                                                                ----------------      ----------------
   Total current assets                                               4,058,364              6,421,066

Loan receivable, related party                                           13,702                100,200

Property and equipment, net of
  accumulated depreciation and amortization                           1,306,509              1,414,994

Goodwill, net of accumulated amortization                             1,912,534              2,519,996
                                                              ------------------      ----------------
                                                              $       7,291,109       $     10,456,256
                                                              ==================      ================

                         LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
 Accounts payable and accrued expenses                        $       2,964,230       $      4,918,228
 Credit facility                                                        851,087              1,704,704
 Accrued expenses and other current liabilities                         351,792                   -
 Income taxes payable                                                                           10,773
 Short term loans, related party                                        551,491                617,406
 Current portion of loan payable                                         93,534                 54,223
                                                               -----------------      ----------------
     Total current liabilities                                        4,812,134              7,305,334

Loan payable, bank less current portion                                 282,849                381,396

Deferred taxes                                                          332,600                338,000

Shareholders' equity:
Preferred stock; $0.001 par value, 5,000,000 authorized,
  no shares issued and outstanding                                         -                      -
Common stock; $0.001 par value,  100,000,000 authorized,
  85,486,716 shares issued and outstanding                               26,081                26,081
Additional paid in capital                                            9,855,851             9,855,851
Other comprehensive loss                                               (284,761)             (232,572)
Accumulated deficit                                                  (7,733,645)           (7,217,834)
                                                               -----------------      ---------------
     Total shareholders' equity                                       1,863,526             2,431,526
                                                               -----------------      ---------------
                                                               $      7,291,109       $    10,456,256
                                                               =================      ===============


See accompanying notes to consolidated financial statements
</TABLE>

<PAGE>

<TABLE>
                                                       24HOLDINGS INC.
                                               (FORMERLY KNOWN AS SCOOP, INC.)
                                            CONSOLIDATED STATEMENTS OF OPERATIONS


<CAPTION>

                                           Three months ended     Three months ended      Nine months ended      Nine months ended
                                           September 30, 2001     September 30, 2000      September 30, 2001     September 30, 2000
                                               (Unaudited)            (Unaudited)             (Unaudited)           (Unaudited)
<S>                                        <C>                    <C>                     <C>                    <C>

Revenue:                                    $    4,808,746         $     6,123,828         $   17,750,510          $   19,475,909

Cost of Revenue                                  4,264,650               5,388,810             15,887,525              17,474,995
                                            --------------         ---------------         --------------          --------------
Gross profit                                       544,096                 735,018              1,862,985               2,000,914

Operating expenses:

  Distribution costs                               196,458                 111,505                431,578                362,979
  General and adminstrative expenses               391,972                 683,081              1,459,178              2,230,898
  Depreciation                                      25,898                  24,811                 74,624                 81,500
  Amortization                                     187,041                 147,134                560,928                477,394
  Gain on sale of subsidiary                             -                       -               (230,322)                    -
                                            --------------         ---------------          -------------          --------------
   Total operating expenses                        801,369                 966,531              2,295,986              3,152,771

Net income before interest and other
  income and interest expense                     (257,273)              (231,513)               (433,001)            (1,151,857)

Interest and other income                           (1,988)                (3,905)                (12,548)                (9,154)
Interest expense                                    24,611                 30,673                  96,433                235,496

Net loss before provision for income
  taxes                                           (279,896)              (258,281)               (516,886)            (1,378,199)

Provision for income taxes                          (1,800)                   701                  (5,400)               (18,749)

Net income (loss)                           $     (278,096)        $     (258,982)         $     (511,486)        $   (1,359,450)
                                            ==============         ==============          ==============         ==============
Net loss per share -
  basic and diluted                         $        (0.00)        $        (0.00)         $        (0.01)        $        (0.02)
                                            ==============         ==============          ==============         ==============
Weighted average number of shares
  outstanding - basic and diluted               85,493,352             85,486,716              85,493,352             79,735,559
                                            ==============         ==============          ==============         ==============

See accompanying notes to consolidated financial statements
</TABLE>


<PAGE>

<TABLE>

                                                       24HOLDINGS INC.
                                               (FORMERLY KNOWN AS SCOOP, INC.)
                                            CONSOLIDATED STATEMENTS OF CASH FLOWS

                                        INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
<CAPTION>

                                                                     Nine months ended                Nine months ended
                                                                    September 30, 2001               September 30, 2000
                                                                        (Unaudited)                      (Unaudited)
<S>                                                                 <C>                              <C>

Cash flows provided by (used for) operating activities:
 Net income (loss)                                                  $      (511,486)                  $      (1,359,450)

Adjustments to reconcile net income (loss) to net cash
 provided by (used for) operating activities:
Depreciation                                                                 74,624                              82,936
Amortization                                                                560,928                             477,394
Gain on sale of subsidiary                                                 (230,322)                                -
Foreign currency translation                                                 79,257                             (98,676)
Other - net                                                                    -                                (42,887)

Changes in assets and liabilities:
(Increase) decrease in assets:
Accounts receivable                                                         556,133                            (528,364)
Loans receivable, related party                                              40,592                                 -
Prepaid expenses                                                              9,021                                 -
Inventory                                                                   355,153                            (162,857)

Changes in assets and liabilities:
(Increase) decrease in assets:
Accounts payable and accrued expenses                                      (906,852)                           (613,445)
Income taxes payable                                                        (10,322)                            (65,934)
Deferred taxes                                                               (5,400)                                -
                                                                    ---------------                   -----------------
   Total adjustments                                                        522,812                            (951,833)
                                                                    ---------------                   -----------------
   Net cash used for  operating activities                                   11,326                          (2,311,283)

Cash flows provided by (used for) investing activities:
 Acquisition of property and equipment                                       10,507                              (6,985)
 Due to/from related parties                                                (20,013)                             58,173
 Group distribution, common ownership                                          -                                    -
                                                                    ---------------                   -----------------
    Net cash provided by (used for) investing activities                     (9,506)                             51,188

Cash flows provided by (used for) financing activities:
 Proceeds from issuance of common stock                                        -                              1,860,445
 Proceeds from sale of subsidiary, net of cash sold                        (105,879)
 Credit facility                                                           (844,277)
 Payment on long-term debt, related parties                                    -                             (1,351,255)
 Payment on long-term debt, bank                                            (52,903)                            (45,077)
                                                                    ---------------                   -----------------
    Net cash provided by (used for) financing activities                 (1,003,059)                            464,113
                                                                    ---------------                   -----------------

Net increase (decrease) in cash                                          (1,001,238)                         (1,795,981)
Cash, beginning of period                                                 2,261,181                           1,860,445
                                                                    ---------------                   -----------------
Cash, end of period                                                 $     1,259,943                   $          64,464
                                                                    ===============                   =================

Supplemental disclosure of cash flow information:
 Interest paid                                                      $        81,505                   $         102,537
                                                                    ---------------                   -----------------
 Income taxes paid                                                  $          -                      $          30,015
                                                                    ===============                   =================

Supplemental disclosure of non-cash investing and financing
  activities:
 Shares issued in satisfaction of debt                                                                         8,008,441
                                                                                                      ==================

See accompanying notes to consolidated financial statements

</TABLE>

<PAGE>


                                 24HOLDINGS INC.
                         (formerly known as Scoop, Inc.)

                          NOTES TO FINANCIAL STATEMENTS

                      NINE MONTHS ENDED SEPTEMBER 30, 2001




(1)  Description of Business:

     Interim Financial Statements:

     The accompanying  financial statements include all adjustments  (consisting
     of  only  normal  recurring  accruals),   which  are,  in  the  opinion  of
     management,  necessary for a fair presentation of the results of operations
     for the periods presented.  Interim results are not necessarily  indicative
     of the results to be expected  for a full year.  The  financial  statements
     should be read in conjunction with the financial statements included in the
     annual report of 24Holdings Inc. and subsidiaries on Form 10-K for the year
     ended December 31, 2000.

     General:

     24Holdings  Inc.,  formerly  known  as  Scoop,  Inc.  ("24Holdings"  or the
     "Company"),  was incorporated in 1996 in the state of Delaware as an online
     news provider.  In July 1998, the Company filed a petition for relief under
     Chapter 11 of the federal  bankruptcy laws in the United States  Bankruptcy
     Court for the Central  District  of  California.  In  September  1999,  the
     Company filed a Plan of Reorganization  ("Plan") with the Bankruptcy Court.
     The Plan was  confirmed  on  October  5, 1999.  Pursuant  to the Plan,  the
     Company was  acquired in a reverse  merger with 24STORE  (Europe)  Limited,
     formerly known as  24STORE.com  Limited  ("24STORE"),  whose parent company
     acquired 91% of the  outstanding  shares of the Company,  or  60,783,219 of
     newly issued shares, in exchange for all the outstanding shares of 24STORE.

     24STORE was  incorporated  July 28,  1998 in England  and Wales,  and was a
     wholly owned  subsidiary of InfiniCom AB, a publicly  listed company on the
     SBI  market  in  Sweden,  whose  principal  activity  is that of a  holding
     company.  On April 9, 1999 24STORE entered into a Share Purchase Agreement,
     whereby it acquired from its parent company several companies registered in
     Sweden and Norway. This transaction was treated as a reorganization. All of
     the Swedish  entities either entered  bankruptcy or ceased  operations soon
     after transfer.

     On May 6, 1999,  24STORE acquired three companies  registered in the United
     Kingdom, related through common ownership.

     All  the  consolidated   entities  are  in  the  business  of  selling  and
     distributing consumer and commercial electronic products in Europe.

<PAGE>

                                 24HOLDINGS INC.
                         (formerly known as Scoop, Inc.)

                          NOTES TO FINANCIAL STATEMENTS

                      NINE MONTHS ENDED SEPTEMBER 30, 2001


(2)  Principles of Consolidation:

     The accompanying consolidated statements include the accounts of 24Holdings
     Inc.  and  subsidiaries.  All  significant  intercompany  transactions  and
     accounts have been eliminated.

     The  financial  statements  of  subsidiaries  outside the United States are
     generally  measured using the local  currency as the  functional  currency.
     Accordingly,  assets and  liabilities  are translated at year-end  exchange
     rates,  and operating  statement  items are translated at average  exchange
     rates prevailing during the year. The resulting translation adjustments are
     recorded as other comprehensive income. Exchange adjustments resulting from
     foreign  currency  transactions  are included in the  determination  of net
     income (loss).


(3)  Sale of Subsidiary:

     Due to the continued losses of the Company's Norwegian subsidiary,  24STORE
     AS, the Company made a determination  during March 2001 to divest itself of
     the Norwegian subsidiary.  On April 1, 2001, the Company disposed of all of
     the issued shares of 24STORE AS for 1.00 Pound Sterling,  or  approximately
     $1.45.  Following  this  transaction  the  Company  has no further  rights,
     liabilities or obligations  with regard to 24STORE AS. The transaction does
     not qualify for  accounting  treatment as a  discontinued  operation as the
     subsidiary  is in the same line of  business  as the  Company.  No loss was
     recognized  on  this   disposition;   all  goodwill   associated  with  the
     subsidiary's  acquisition  was previously  written off in recognition of an
     impairment  loss  on  the  investment.  Furthermore,  as a  result  of  the
     subsidiary  having negative net assets,  the Company has recorded a gain on
     disposition in the second quarter of 2001.


<PAGE>


Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations.

The following  discussion and analysis  provides  information  which  management
believes is relevant to an assessment and understanding of the Company's interim
results of operations and financial condition. This discussion should be read in
conjunction with Management's Discussion and Analysis of Financial Condition and
Results of Operations  included in the Company's  Annual Report on Form 10-K for
the year ended  December  31,  2000,  filed  with the  Securities  and  Exchange
Commission.

RESULTS OF OPERATIONS

For the Nine Months ended September 30, 2001:

NET  SALES.  Net  sales  for the nine  months  ended  September  30,  2001  were
$17,750,510  compared to  $19,475,909  for the nine months ended  September  30,
2000,  representing a decrease of 8.9%. The results for 2000 include nine months
of sales from the Norwegian  operation;  the results for 2001 only include three
months of sales in Norway as the  operation  was sold on April 1, 2001. In local
currency,  net sales for the nine  months  ended  September  30, 2001 for the UK
operations decreased by 1.7%.

GROSS PROFIT.  Gross  profits for the nine months ended  September 30, 2001 were
$1,862,985  compared to $2,000,914 for the nine months ended  September 30, 2000
representing  a decrease of 6.8%.  In the UK gross  profit was up by 2% in local
currency.  The Group  decline in gross  profit was because the nine months ended
September 2001 only included gross profit from the Norwegian  operations through
March 2001, or three months, while the corresponding period of the previous year
included  the entire nine months of  Norwegian  operations.  Gross  profits as a
percentage  of sales were 10.5% for the nine  months  ended  September  30, 2001
compared to 10.3% for the nine months ended September 30, 2000.

SELLING,   GENERAL   AND   ADMINISTRATIVE   EXPENSES.   Selling,   general   and
administrative  ("SG&A")  expenses for the nine months ended  September 30, 2001
were  $1,735,059  compared to $2,675,377 for the nine months ended September 30,
2000. The decrease in the operational  companies is primarily  attributable to a
reduction  of  local  currencies  against  the US  dollar  and  the  sale of the
Norwegian  operations on April 1, 2001. In UK local currency the UK costs show a
2% increase.  In the Company the  reduction is due to reduced  professional  and
legal  costs  associated  with SEC  compliance,  as the  Company  has  cured its
reporting delinquency from the previous period.

GOODWILL AMORTIZATION. Goodwill amortization,  reflecting the excess of purchase
price of the May 1999 acquisition  over fair value of assets  acquired,  for the
nine months ended September 30, 2001, was $560,928  compared to $477,394 for the
nine months ended  September 30, 2000.  The increase is the result of a deferred
tax adjustment made at financial year end December 31, 2000.

PROFIT ON SALE OF THE NORWEGIAN COMPANY. The Norwegian company was sold on April
1, 2001 for a nominal  amount.  However,  because the Norwegian  company had net

<PAGE>

negative equity and the original investment by 24Holdings had been fully written
off,  the  transaction  resulted  in a profit on  disposal  in the  consolidated
accounts.

INTEREST  EXPENSE.  Interest  expense net of interest income for the nine months
ended  September  30, 2001 was $83,885  compared to $226,342 for the nine months
ended  September  30,  2000,  representing  a decrease of 63%.  The  decrease in
interest  expenses is  primarily  attributable  to the Company now having  lower
interest  bearing debts to related parties  following the  restructuring of debt
that  occurred  on  March  24,  2000.  See  discussion  in  "Part  II - Item 7 -
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations"  of the  company's  annual  report on Form 10-K for the fiscal  year
ended December 31, 2000, filed with the Securities and Exchange Commission.

INCOME  TAXES.  In the nine months ended  September 30, 2001 there was an income
tax credit of $5,400  compared to an income tax credit in the nine months  ended
September  30, 2000 of $18,749.  The credit at September 30, 2001 is a reduction
in the  deferred  tax  accrual,  while the credit at  September  30, 2000 is the
result in an over accrual of taxes in the UK operating company from the previous
year.

RESULTS OF OPERATIONS

For the Three Months ended September 30, 2001:

NET  SALES.  Net  sales for the  three  months  ended  September  30,  2001 were
$4,808,746 compared to $6,123,828 for the three months ended September 30, 2000,
representing  a decrease of 21%.  The results for 2000 include 3 months of sales
from the  Norwegian  operation as the  Norwegian  operation was sold on April 1,
2001. In local currency net sales for the three months ended  September 30, 2001
for the UK operations decreased by 16%.

GROSS PROFIT.  Gross profits for the three months ended  September 30, 2001 were
$544,096  compared to $735,018 for the three months  ended  September  30, 2000,
representing a decrease of 26%. The decline in the UK operations gross profit in
local currency was 17% as compared to the third quarter 2000.  Gross profit as a
percentage  of sales was 11.3% for the three  months  ended  September  30, 2001
compared to 12.0% for the three months ended September 30, 2000.

SELLING,   GENERAL   AND   ADMINISTRATIVE   EXPENSES.   Selling,   general   and
administrative  ("SG&A")  expenses for the three months ended September 30, 2001
were  $614,329  compared to $819,397 for the three months  ended  September  30,
2000. The decrease in the operational  companies is primarily due to the sale of
the Norwegian  operation on April 1, 2001. In UK local  currencies  the UK costs
show a 5% decrease.  In the Company the reduction is due to reduced professional
and legal costs  associated  with SEC  compliance,  as the Company has cured its
reporting delinquency from the previous period.

GOODWILL AMORTIZATION. Goodwill amortization,  reflecting the excess of purchase
price of the May 1999 acquisition  over fair value of assets  acquired,  for the
three months ended September 30, 2001 was $187,041  compared to $147,134 for the
three months ended  September 30, 2000. The increase is the result of a deferred
tax adjustment made at financial year end December 31, 2000.

<PAGE>

INTEREST  EXPENSE.  Interest expense net of interest income for the three months
ended  September  30, 2001 was $22,623  compared to $26,768 for the three months
ended September 30, 2000.

INCOME TAXES.  In the three months ended  September 30, 2001 there was an income
tax credit of $1,800  compared to an income tax charge in the three months ended
September 30, 2000 of $701. This credit for the three months ended September 30,
2001 is due to a reduction in the deferred tax accrual.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash  equivalents  at September  30, 2001 were  $1,259,944  compared to
$2,261,181  as of December  31,  2000.  This  decrease is  primarily  due to the
position  of cash  advances on the  revolving  line of credit at year end and at
September 30, 2001,  also the timing of payments to creditors at year end and at
September 30, 2001.

Cash provided by operating  activities  for the nine months ended  September 30,
2001  was  $216,956  compared  to net  cash  used  by  operating  activities  of
$2,311,283 in the nine months ended  September 30, 2000.  The cash used for both
periods,  reflects  the timing of payments to creditors at the nine months ended
September 30, 2001 and 2000.  The  improvement  on the first nine months of 2001
against  the first nine  months of 2000 is the  result of  reduced  professional
costs and interest costs of the parent company.  In addition,  cash was provided
from reduced inventories and accounts receivable in the UK operating companies.

As at September 30, 2001 the Company had a working  capital  deficit of $753,770
compared to a working capital deficit of $884,268 as of December 31, 2000.

Cash used for investing activities was $9,505 in the nine months ended September
30, 2001 compared to cash provided of $51,188 in September 30, 2000.  The change
is due  primarily  to the change in position of the amounts due to/from  related
parties.

Cash used for  financing  activities  was  $1,003,059  in the nine months  ended
September  30,  2001,  compared to cash  provided of $464,113 in the nine months
ended  September 30. 2000.  The change was primarily in the reduction in the use
of the Credit  Facility in the current year. In the nine months ended  September
30, 2000 the cash provided  represented the net effect of capital raised through
the sale of stock, and the retirement of long term debt to related parties.

In its United  Kingdom  operating  subsidiaries  the Company has (1) a revolving
line of credit based on 70% of eligible  receivables and (2) a ten year mortgage
expiring in 2008, secured by the underlying property and (3) a $75,000 overdraft
facility.  The mortgage, the revolving line of credit and the overdraft facility
bear interest at the prime rate plus 2%.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.

The Company does not hold any derivative  financial  instruments.  However,  the
Company is exposed to interest rate risk.  The Company  believes that the market
risk  arising  from  holdings  of its  financial  instruments  is not  material.
However,  all of the Company's  operations are conducted  through its subsidiary
24STORE and  denominated in British pounds sterling or, prior

<PAGE>

to the  sale of its  Norwegian  subsidiary,  Norwegian  Kroner,  and none of the
Company's revenues are generated in US Dollars. For consolidation  purposes, the
assets and  liabilities  of 24STORE are converted to US Dollars  using  year-end
exchange rates and results of operations are converted  using a monthly  average
rate during the year.  Fluctuations  in the  currency  rates  between the United
Kingdom,  Norway and the United  States may give rise to material  variances  in
reported earnings of the Company.

<PAGE>

                                     PART II
                                OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K.

(a)  Exhibits.

     None.

(b)  Reports on Form 8-K.

     No reports on Form 8-K were filed  during the quarter for which this report
     is filed.

<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.

Date:  November 14, 2001            24HOLDINGS INC.

                                    By: /s/ Larsake Sandin
                                        ----------------------------------------
                                        Larsake Sandin
                                        President and Chief Executive Officer

                                    By: /s/ Roger Woodward
                                        ----------------------------------------
                                        Roger Woodward
                                        Chief Financial Officer
                                        (Principal Accounting Officer)