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 March 31, 2002
                               -------------------------------------------------

                                       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 May 13, 2002: 85,486,716.

<PAGE>
                                     PART I

                              FINANCIAL INFORMATION

Item 1.  Financial Statements.

<TABLE>
<CAPTION>
                                         24HOLDINGS INC.
                                (FORMERLY KNOWN AS SCOOP, INC.)

                                  CONSOLIDATED BALANCE SHEET


                                                     March 31, 2002          December 31, 2001
                                                     --------------          -----------------
                                                       (Unaudited)
 <S>                                                  <C>                      <C>
             ASSETS
 Current assets:
 Cash and cash equivalents                            $   364,887              $ 1,339,650
 Accounts receivable                                    1,929,315                1,958,937
 Inventory                                                305,103                  312,180
 Prepaid expenses and other assets                         61,264                   29,751
                                                      -----------              -----------
      Total current assets                              2,660,569                3,640,518


 Loan receivable, related party                            13,272                   13,519

 Property and equipment, net of
   accumulated depreciation and amortization            1,224,406                1,264,841

 Goodwill, net of accumulated amortization                402,344                  408,862
                                                      -----------              -----------

                                                       $4,300,591              $ 5,327,740
                                                      ===========              ===========


   LIABILITIES AND SHAREHOLDERS' EQUITY
 Current liabilities-
  Accounts payable and accrued expenses                $2,079,248              $ 2,745,435
 Credit facility                                          888,972                1,123,604
  Current portion of loan payable, bank                    90,632                   77,077
                                                      -----------              -----------
      Total current liabilities                         3,058,852                3,946,116

 Loan payable, bank, less current portion                 237,855                  271,196

 Note Payable, related party                              516,725                  509,436

 Deferred taxes                                            91,000                   91,600

 Shareholders' equity:
 Preferred stock; $0.001 par value, 5,000,000
    authorized, no shares issued and outstanding                -                        -
 Common stock; $.001 par value, 100,000,000 shares
    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                               (355,908)                (331,735)
 Accumulated deficit                                   (9,129,866)              (9,040,805)
                                                      ------------             ------------
      Total shareholders' equity                          396,158                  509,392
                                                      ------------             ------------

                                                       $4,300,591              $ 5,327,740
                                                      ============             ============
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                                      24HOLDINGS INC.
                               (FORMERLY KNOWN AS SCOOP, INC.)

                             CONSOLIDATED STATEMENTS OF OPERATIONS

                                                    Three months ended   Three months ended
                                                     March 31, 2002       March 31, 2001
                                                    -----------------   ------------------
                                                       (Unaudited)          (Unaudited)
<S>                                                     <C>                 <C>

Revenue                                                 $4,972,664          $7,607,830

Cost of Revenue                                          4,521,376           6,879,609
                                                        ----------          ----------

Gross profit                                               451,288             728,221


Operating expenses:
  Distribution costs                                        85,408             138,174
  General and administative                                420,669             621,747
  Goodwill Amortization                                          -             189,302
  Depreciation                                              17,505              25,999
                                                        ----------          ----------
     Total operating expenses                              523,582             975,221
                                                        ----------          ----------

Net loss before interest and other income
  and interest expense                                     (72,294)           (247,000)

Interest and other income                                   (1,471)             (5,916)
Interest expense                                            18,238              37,725
                                                        -----------         -----------

Net loss before provision for income taxes                 (89,061)           (278,809)

Provision for income taxes                                      -               (1,800)
                                                        -----------         -----------

Net income (loss)                                        $ (89,061)         $ (277,009)
                                                        ===========         ===========



Other comprehensive loss:
   Foreign currency translation                            (24,172)           (142,194)
                                                        ----------          -----------
Total comprehensive loss                                  (113,233)           (419,203)
                                                        ===========         ===========

Net loss per share -
  basic and diluted                                        $(0.00)             $(0.00)
                                                        ==========          ==========
Weighted average number of shares outstanding -
  basic and diluted                                     85,486,717          85,493,352
                                                        ==========          ==========

</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                                              24HOLDINGS INC.
                                        (FORMERLY KNOWN AS SCOOP, INC.)

                                           STATEMENT OF CASH FLOWS
                             INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS


                                                                 Three months ended    Three months ended
                                                                   March 31, 2002        March 31, 2001
                                                                 ------------------    ------------------
                                                                     (Unaudited)           (Unaudited)
<S>                                                                  <C>                    <C>
Cash flows provided by (used for) operating activities:
 Net loss                                                            $   (89,061)           $(277,009)

Adjustments to reconcile net loss to net cash provided
  by (used for) operating activities:
Depreciation                                                              17,506               25,999
Amortization of goodwill                                                       -              129,796
Foreign currency translation                                             (15,532)              81,819

Changes in assets and liabilities:
(Increase) decrease in assets:
Accounts receivable                                                      (13,374)            (580,808)
Prepaid expenses                                                         (25,161)             (12,091)
Inventory                                                                  1,391             (138,505)


Increase (decrease) in liabilities:
  Accounts payable and accrued expenses                                 (624,306)             841,467
  Income taxes payable                                                         -              (10,773)
  Deferred taxes                                                            (600)              (1,800)
                                                                     ------------          -----------

   Total adjustments                                                    (660,077)             335,104
                                                                     ------------          -----------

    Net cash provided by (used for) operating activities                (749,138)              58,095

Cash flows provided by (used for) investing activities:
 Acquisition of property and equipment                                          -             (10,411)
 Due to/from related party                                                 4,038               (9,199)
                                                                     ------------          -----------

     Net cash used for investing activities                                4,038              (19,610)
                                                                     ------------          -----------

Cash flows provided by (used for) financing activities:
 Payments on credit facility                                            (216,111)          (1,635,784)
 Payments on long-term debt, related parties                                    -                   -
 Payments on long-term debt, bank                                        (13,552)             (41,758)
                                                                     ------------          -----------

    Net cash provided by financing activities                           (229,663)          (1,677,542)
                                                                     ------------          -----------

Net decrease in cash                                                    (974,763)          (1,639,057)
Cash, beginning of period                                              1,339,650            2,261,181
                                                                     ------------          -----------
Cash, end of period                                                  $   364,887           $   622,124
                                                                     ============          ===========

Supplemental disclosure of cash flow information:
  Interest paid                                                      $    18,815              $33,129
                                                                     ============          ===========
  Income taxes paid                                                  $         -            $       -
                                                                     ============          ===========

</TABLE>

<PAGE>


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

                          NOTES TO FINANCIAL STATEMENTS

                        THREE MONTHS ENDED MARCH 31, 2002




(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, 2001.

     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.

     Scoop, Inc. changed its name to 24Holdings Inc. on April 2, 2001.

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

                                      -2-

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

                          NOTES TO FINANCIAL STATEMENTS

                        THREE MONTHS ENDED MARCH 31, 2002



(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)  Goodwill:

     The Company has adopted SFAS No. 142,  "Goodwill and Other Intangibles" and
     accordingly  has ceased  amortizing  Goodwill,  the expense for which would
     have been approximately $48,000, for the three months ended March 31, 2001.
     Pursuant to the standard,  the Company will perform the first tier Goodwill
     impairment  test  before June 30,  2002,  but does not expect the result to
     have a material impact on financial position and results of operations.

(4)  Contingencies:

     On January 28, 2002, the Company's parent company, InfiniCom AB, applied to
     the  Stockholm  District  Council for  reconstruction  in  accordance  with
     Swedish law, similar to a Chapter 11 filing in the United States bankruptcy
     system. The parent company is attempting to restructure its debt and emerge
     from reconstruction. If the parent company is unable to successfully emerge
     from reconstruction,  it may affect the Company's ability to get additional
     funding to put management's  plans for future expansion into place. If this
     occurs, one of the resulting  scenarios could be the Company's decision not
     to continue as a public entity in the United States.

                                      -3-

<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,  2001,  filed  with the  Securities  and  Exchange
Commission.

RESULTS OF OPERATIONS

For the Three Months ended March 31, 2002:

NET SALES.  Net sales for the three months ended March 31, 2002 were  $4,972,664
compared to $7,607,830 for the three months ended March 31, 2001  representing a
decrease of 34%. The sale of the Norwegian  operation,  which was disposed of on
April 1 2001,  accounted for 14% of the sales decline.  In the UK, net sales for
the three  months  ended March 31, 2002  decreased  by 23% compared to the three
months ended March 31, 2001.  Approximately 14% ($1,000,000) of these sales were
to a volume export account.

GROSS  PROFIT.  Gross  profit for the three  months  ended  March 31,  2002 were
$451,288  compared  to  $728,221  for the three  months  ended  March  31,  2001
representing a decrease of 38%. Gross profits as a percentage of sales were 9.1%
for the three months ended March 31, 2002  compared to 9.6% for the three months
ended March 31, 2001. The changes in gross profit  between  periods are a result
of the  decline in gross  profits as a  percentage  of sales due to  competitive
market conditions and the sale of the Norwegian  operation,  which accounted for
18% of group  gross  profit  in the  first  quarter  2001.  Also,  adding to the
decrease,  sales to the volume  export  account  referred  to above was at below
normal margin.

SELLING,   GENERAL   AND   ADMINISTRATIVE   EXPENSES.   Selling,   general   and
administrative  ("SG&A") expenses for the three months ended March 31, 2002 were
$523,582  compared to $785,920 for the three  months  ended March 31, 2001.  The
decrease is primarily  attributable to the sale of the Norwegian  operation.  In
the UK, SG&A  expenses in local  currencies  were 10% down on the first  quarter
2001. The main areas of decrease were personnel cost and travel expenses.

GOODWILL  AMORTIZATION.  There was no goodwill amortization for the three months
ended March 31, 2002,  compared to $189,302 for the three months ended March 31,
2001. The reason for the reduction was the implementation of SFAS 142, "Goodwill
and Other Intangibles," at January 1, 2002, which no longer requires goodwill to
be amortized,  but periodically tested for impairment.  The Company will perform
the first tier  Goodwill  impairment  test  before June 30,  2002,  but does not
expect the result to have a material impact on financial position and results of
operations.

INTEREST EXPENSE.  Interest expense, net of interest income for the three months
ended March 31, 2002, was $16,767 compared to $31,809 for the three months ended
March 31, 2001 representing a decrease of 47%. The decrease in interest expenses
is primarily  attributable to renegotiated  interest rates on loan notes payable
to related parties.

                                      -4-

<PAGE>

INCOME TAXES.  In the three months ended March 31, 2002 there was no tax expense
due to the net loss,  including at foreign subsidiary level. This is compared to
an income tax benefit in the three months ended March 31, 2001 of $1,800,  which
was a reduction in the deferred tax accrual.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents at March 31, 2002 were $364,887 compared to $1,339,650
as of December 31, 2001.  This decrease is primarily due to the position of cash
advances on the revolving  line of credit at year end and the timing of payments
to creditors at year end and at March 31, 2002.

The net  decrease in cash for the three months ended March 31, 2002 was $974,763
compared to a net  decrease of  $1,639,057  in the three  months ended March 31,
2001.  The reduced  level of cash  decrease  reflects a reduction of general and
administrative expenses and reduced requirements for accounts receivable.

As of March 31,  2002 the  Company  had a working  capital  deficit of  $398,283
compared to a working  capital deficit of $305,598 as of December 31, 2001. This
was  attributable to the loss from operations in the quarter,  and the reduction
in cash position due to cash used to pay down long-term bank loans payable.

No cash was used by  investing  activities  in the three  months ended March 31,
2002 compared to $19,610 used in three months ended March 31, 2001.

In its United  Kingdom  operating  subsidiaries  the Company has (1) a revolving
line of credit  based on 70% of eligible  receivables,  (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%.

On April 10, 2002, the Company and InfiniCom AB (its parent  company)  agreed to
convert the Note Payable due to InfiniCom of $516,724  (5,361,735 Swedish Krona)
into 10,660,679 shares of the Company's Common Stock.

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 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.

                                      -5-

<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.

                                      -6-

<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:  May 15, 2002                  24HOLDINGS INC.

                                     By: /s/ Martin Clarke
                                         ---------------------------------------
                                         Martin Clarke
                                         President and Chief Executive Officer

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