UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549

                                 FORM 10-QSB

        ( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
        SECURITIES EXCHANGE ACT OF 1934 for quarterly period ended
        December 31, 2001

        ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
        SECURITIES EXCHANGE OF 1934 for the transition period from
        ______________ to _________________

                           Commission File No. 33-55254-18

                        COMPOSITE INDUSTRIES OF AMERICA, INC.
                (exact name of Registrant as Specified in its charter)

              NEVADA                                       87-0434297

  (State or other jurisdiction of                       (I.R.S. Employer
   incorporation or organization)                    Identification Number)

    4505 W. Hacienda Ave. Unit I-1
         Las Vegas, Nevada                                   89118
Address of principal executive office)                     (Zip Code)


Registrants telephone number, including area code (702) 579-4888

Securities registered pursuant to Section 12(b) of the Act: NONE Securities
registered pursuant to Section 12(g) of the Act: NONE

Indicate by check mark whether the registrant (1) has filed all reports
required to filed by Section 13 or 15(d) of the Securities Exchange A ct of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. [x] yes [ ] no

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of the Form 10-
QSB or any amendment to this Form 10-QSB. [x)

Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date.

Class                                                        Outstanding as of
                                                             December 31, 2001

$.001  PAR VALUE   CLASS A COMMON STOCK                          41,938,856
                   VALUE Class A Convertible Preferred Stock        428,572
                   VALUE Class B Convertible Preferred Stock              0


ITEM 1. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
        COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES




                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

                       CONSOLIDATED CONDENSED BALANCE SHEETS

                        DECEMBER 31, 2001 and JUNE 30, 2001


                                                   (Unaudited)
ASSETS                                               December          June
                                                      2001             2001
                                                   ----------        --------
Cash                                             $    264,410    $    667,142

Machinery & equipment - net of
  accumulated depreciation of $49,186 in
  December and $40,232 in June                        207,518         164,805

Patent - net of accumulated amortization of
  $2,780,000 and $2,258,750 as of December 31,
  2001 and June 30, 2001, respectively             14,418,099      14,939,349

Deferred tax asset                                  3,540,000       2,390,000

Other assets                                           97,300          65,991


        TOTAL ASSETS                              $18,527,327     $18,227,287


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS

F - 1


                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

                        CONSOLIDATED CONDENSED BALANCE SHEETS
                         DECEMBER 31, 2001 and JUNE 30, 2001

<table>
<caption>

                                                             <c>              <c>
                                                                (Unaudited)
                                                                  December         June
LIABILITIES AND STOCKHOLDERS' EQUITY                                2001           2001
LIABILITIES
   Accounts payable and accrued expenses                    $      135,796  $      45,843
   Loans payable and advances from related parties                 256,445        458,730
   Convertible debentures - net of unamortized discount
    of $22,250 and $68,250 as of December 31, 2001
    and June 30, 2001, respectively                              1,727,750        931,750
   Deferred tax liability                                        4,790,083      4,963,183

        TOTAL LIABILITIES                                        6,910,074      6,399,506

COMMITMENTS AND CONTINGENCIES (NOTE 7)

STOCKHOLDERS' EQUITY
   Convertible preferred stock class A, (5,000,000 shares
   authorized; 428,572 shares issued and outstanding
   at December 31, 2001 and June 30, 2001)                       1,511,086      1,511,086
   Convertible preferred stock class C (5,000,000 shares
   authorized: 2,000,000 shares issued and outstanding
     at December 31, 2001 and 0 shares issued and
     outstanding at June 30, 2001                                    2,000              -
   Common stock ($.001 par value, 200,000,000
     shares authorized, 42,129,581 shares issued
     and 41,938,856 shares outstanding as of December
     31, 2001 and 22,761,396 shares issued and
     outstanding as of June 30, 2001)                               42,129         22,761
   Additional paid-in capital                                   23,936,690     17,347,521
     Prepaid officers' compensation                             (4,143,750)             -
   Treasury stock - at cost                                        (81,049)             -
  (Deficit) accumulated during the development stage            (9,649,853)    (7,053,587)

        TOTAL STOCKHOLDERS' EQUITY                              11,617,253     11,827,781

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                     $18,527,327    $18,227,287

The accompanying notes are an integral part of these statements.

</table>

F - 2

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

                   CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

                FOR THE THREE MONTHS ENDED DECEMBER 31, 2001 and 2000

<table>
<caption>

                                           <c>              <c>
                                              (Unaudited)     (Unaudited)
                                                  2001            2000
  Operating expenses:
  General and administrative
     expenses                              $     358,480   $     671,325
  Depreciation and amortization                  265,503         274,044
  Officers' and other compensation             1,015,694          40,000
  Consulting fees                                877,265         227,321

     Total operating expenses                  2,516,942       1,212,690

     (Loss) from operations                   (2,516,942)     (1,212,690)

  Other income and (expense):
     Interest and other income                       909               -
     Interest (expense)                          (52,086)         (1,113)

  Total other (expense) - net                    (51,177)         (1,113)

  Net (loss) before income taxes              (2,568,119)     (1,213,803)

  Benefit for income taxes                       866,550         412,600

     Net (loss)                            $  (1,701,569)  $    (801,203)

Net (loss) per common share                $        (.05)  $        (.04)

Weighted average number of
 common shares outstanding                    35,684,974      21,623,698

The accompanying notes are an integral part of these statements.

</table>

F - 3


                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

                   CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

                 FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000

<table>
<caption>

                                           <c>                <c>
                                             (Unaudited)            (Unaudited)
                                                2001                    2000
  Operating expenses:
  General and administrative
     expenses                            $     434,005          $     772,452
  Depreciation and amortization                530,204                548,088
  Officers' and other compensation           1,831,937                 40,000
  Consulting fees                            1,030,950                370,225

     Total operating expenses                3,827,096              1,730,765

     (Loss) from operations                 (3,827,096)            (1,730,765)

  Other income and (expense):
     Interest and other income                   3,557                  1,024
     (Loss) on sale of land                          -               (197,650)
     Interest (expense)                        (95,827)                (6,315)

  Total other (expense) - net                  (92,270)              (202,941)

  Net (loss) before income taxes            (3,919,366)            (1,933,706)

  Benefit for income taxes                   1,323,100                657,460

     Net (loss)                           $ (2,596,266)          $ (1,276,246)

Net (loss) per common share                     $ (.08)                $ (.06)

Weighted average number of
 common shares outstanding                  32,967,865             21,223,698

The accompanying notes are an integral part of these statements.

</table>

        F - 4


                 COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                             (a development stage company)

         CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                    FOR THE SIX MONTHS ENDED DECEMBER 31, 2001

<table>
<caption>

                                            <c>         <c>        <c>         <c>          <c>          <c>

                                                   Convertible             Common
                                                   Preferred                Stock               Additional  Prepaid
                                                    Stock A              .001 Par Value         Paid-in     Officers'
                                                Shares      Amount    Shares      Amount        Capital    Compensation
                                              --------  -----------  ----------   ----------    ---------   ----------
Opening balance - July 1, 2001                 428,572  $1,511,086   22,761,396   $   22,761  $17,347,521     $      -

Issuance of common stock for officer's
 compensation                                                           410,000          410      207,390

Issuance of common stock to officers
 in lieu of cash compensation                                        17,000,000       17,000    5,508,000   (5,525,000)

Amortization of officers' compensation                                                                       1,381,250

Issuance of common stock for legal
 and consulting services rendered                                     1,804,300        1,804      835,552

Issuance of common stock                                                149,385          149       37,197

Purchase of treasury shares

Adjustment                                                                4,500            5        1,030

Net (loss) for the six months ended
 December 31, 2001
                                              --------  -----------  ----------   ----------    ---------   ----------
Closing balance - December 31, 2001            428,572  $1,511,086   42,129,581   $   42,129 $ 23,936,690 $ (4,143,750)
                                              ========  ===========  ==========   ==========    =========   ==========

The accompanying notes are an integral part of these statements.

</table>

                 COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                             (a development stage company)

         CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 (continued)

<table>
<caption>

                                            <c>               <c>                 <c>
                                                       (Deficit)
                                                                   Accumulated
                                                                   During the            Total
                                                 Treasury          Development        Stockholders'
                                                  Stock               Stage              Equity
                                                -------------    --------------        ------------
Opening balance - July 1, 2001                                     $(7,053,587)        $ 11,827,781

Issuance of common stock for officer's
 compensation                                                                               207,800

Issuance of common stock to officers
 in lieu of cash compensation                                                                     -

Amortization of officers' compensation                                                    1,381,250

Issuance of common stock for legal
 and consulting services rendered                                                           837,356

Issuance of common stock                                                                     37,346

Purchase of treasury shares                         (81,049)                                (81,049)

Adjustment                                                                                    1,035

Net (loss) for the six months ended
 December 31, 2001                                                  (2,275,946)          (2,275,946)
                                                -------------    --------------        ------------
Closing balance - December 31, 2001                 (81,049)       $(9,329,533)        $ 11,935,573
                                                =============    ==============        ============

The accompanying notes are an integral part of these statements.

</table>

F - 5

                    COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                                (a development stage company)
                  CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                              FOR THE YEAR ENDED JUNE 30, 2001

<table>
<caption>

                                            <c>         <c>        <c>         <c>          <c>

                                                  Convertible           Common
                                                  Preferred             Stock                   Additional
                                                  Stock A               .001 Par Value           Paid-in
                                              Shares      Amount      Shares       Amount        Capital
                                              --------  -----------  ----------   ----------     ---------
Opening balance - July 1, 2000                428,572 $1,511,086     20,417,379    $  20,417   $16,195,761

Issuance of common stock for officer's
 compensation                                                         1,975,000        1,975       787,350

Issuance of common stock for legal and
 for consulting services rendered                                        90,000           90        44,910
Issuance of Common Stock through
 exercise of stock options                                              500,000          500       199,500

Issuance of stock option to consultant                                                             120,000

Cancellation of restricted stock issued
  in the acquisition of Big Mountain
  Construction Company, Inc.                                           (215,983)        (216)

Adjustment                                                               (5,000)          (5)

Officer loans converted to compensation

Net (loss) for the year ended June 30, 2001
                                             --------  ---------     ----------      --------   ----------
Closing balance - June 30, 2001               428,572 $1,511,086     22,761,396    $   22,761 $ 17,347,521
                                             ========  =========     ==========      ========   ==========

The accompanying notes are an integral part of these statements.

</table>


                    COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                                (a development stage company)
                  CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                         FOR THE YEAR ENDED JUNE 30, 2001 (continued)

<table>
<caption>

                                           <c>           <c>               <c>
                                                             (Deficit)
                                                             Accumulated
                                                             During the        Total
                                                Officer       Development      Stockholders'
                                                Loans         Stage            Equity
                                               ----------     -------------    -------------
Opening balance - July 1, 2000                 $ (191,749)    $ (4,312,689)    $  13,222,826

Issuance of common stock for officer's
 compensation                                                                        789,325

Issuance of common stock for legal and
 for consulting services rendered                                                     45,000
Issuance of Common Stock through
 exercise of stock options                                                           200,000

Issuance of stock option to consultant                                               120,000

Cancellation of restricted stock issued
  in the acquisition of Big Mountain
  Construction Company, Inc.                                                            (216)

Adjustment                                                                                (5)

Officer loans converted to compensation           191,749                            191,749

Net (loss) for the year ended June 30, 2001                     (2,740,898)       (2,740,898)
                                                 --------       ----------        ----------
Closing balance - June 30, 2001                $        -     $ (7,053,587)     $ 11,827,781
                                                 ========       ==========        ==========

The accompanying notes are an integral part of these statements.

</table>

F - 6

                        COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                                    (a development stage company)

                            CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

                          FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 AND 2000
<table>
<caption>

                                                            <c>             <c>

                                                                (Unaudited)     (Unaudited)
                                                                    2001            2000
                                                                 --------         -------
CASH FLOWS FROM OPERATING ACTIVITIES:

Net cash (used) provided by operating activities                 (859,787)         50,156


CASH FLOWS FROM INVESTING ACTIVITIES:

Net cash (used) by investing activities                           (51,667)        (     -)
                                                                 --------         -------

CASH FLOWS FROM FINANCING ACTIVITIES:

Loans and advances from (to) related parties                     (200,000)         93,987
Repayment of officer loans                                              -         191,749
Issuance of convertible debentures                                750,000               -
Issuance of common stock                                           19,258               -
Purchase of treasury shares                                       (58,251)              -
Loans and notes payable - (repayments)                             (2,285)       (354,077)
                                                                 --------         -------
Net cash provided (used) by financing activities                  508,722         (68,341)
                                                                 --------         -------
Net (decrease) in cash                                           (402,732)        (18,185)
                                                                 --------         -------
Cash  - beginning of period                                       667,142          18,516
                                                                 --------         -------
Cash  - end of period                                       $     264,410     $       331
                                                                 ========         =======
Supplemental Disclosure of cash flow information:

 Cash Paid During the Year for:

         Interest expense                                   $         702     $     6,315
                                                                 ========         =======
         Income taxes                                       $           -     $         -
                                                                 ========         =======

The accompanying notes are an integral part of these statements.

</table>

F - 7

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

             CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (continued)

                FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 AND 2000

NON-CASH INVESTING AND FINANCING TRANSACTIONS

During the six months ended December 31, 2001, Composite issued 1,654,300
shares of common stock to various individuals valued at $771,356 for legal and
consulting services performed and 410,000 shares of common stock valued at
$207,800 to officers and employees of the Company in lieu of salary.

During November and December 2001, Composite purchased 190,725 shares of its
common stock for $81,049, $58,251 in cash with the balance of $22,798 due to
the former shareholders.

Composite issued 17,000,000 shares of common stock to senior corporate officers
on August 23, 2001. The shares were issued for future services to be rendered
to the Company related to capital raising efforts, building alliances, and
overall corporate strategy development. These shares are restricted as to
transferability for two years. The shares are valued at $5,525,000 or $0.33 per
share.  This value reflects discounts totaling 50% for the trading restriction
and the volume of shares issued. Accordingly, the unearned compensation of
$5,525,000 related to this transaction will be amortized as a charge to
compensation expense ratably over a two-year period.  For the six months ended
December 31, 2001, compensation expense related to this amortization amounted
to $1,381,250.  The remaining unamortized compensation of $4,143,750 recorded
as prepaid officers' compensation is included as a reduction to stockholders'
equity.

The Company issued 149,385 shares of common stock on July 11, 2001 to two
individuals for $37,346 payable at a future date.  These shares are valued at
$0.25 per share based on discounts applied due to restrictions on
transferability for a period of one year.  The portion that remained unpaid as
of December 30, 2001 amounted to $18,089 that is included in other receivables.

On July 2, 2001, the Company issued 150,000 shares of common stock to a
financial consulting firm as a "commencement bonus" under an agreement wherein
the financial consultant will perform certain evaluations and analyses for the
Company.  The agreement term is for six months effective July 1, 2001.  These
shares related to the


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS

F - 8

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

              CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (continued)

                 FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 AND 2000


NON-CASH INVESTING AND FINANCING TRANSACTIONS (Continued)

commencement bonus have been valued at $.44 per share for a total valuation of
$66,000.  This will be recognized as consulting expenses over six months
commencing July, 2001.  For the three months ended September 30, 2001,
consulting expense amounted to 33,000.  The Company recorded the remaining
$33,000 as prepaid consulting fees as a current asset.

During the six months ended December 31, 2000, Composite Industries issued
675,000 shares of common stock valued at $184,500 to various individuals for
legal and consulting services performed and 125,000 shares of common stock
valued at $40,000 to an officer of the Company in lieu of salary.  During the
quarter ended, $27,100 was repaid to the Company and an officer loan was
reduced by an additional $101,749 in exchange for services.

On May 25, 2000, Composite issued 327,511 shares of common stock valued at
$191,749 to an officer of the Company to pay specific company expenses.
Accordingly, an officer loan receivable was recorded for $191,749 and was
reflected as a reduction of stockholders' equity at June 30, 2000.  An
additional 300,000 shares valued at $131,000 were issued to the officer during
the quarter ended September 30, 2000.  During this quarter, the $163,000 was
repaid to the Company.  The loan was also reduced by an additional $31,000 in
exchange for services.

During the three months ended September 30, 2000, Composite issued 425,000
shares of common stock valued at $185,725 for legal and consulting services
performed.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS

F - 9

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

               NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                 FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000


Note 1-  Patent Valuation

Composite believes that it is appropriate to continue to carry the net
amortized cost of $14,418,099 of its Z-MIX patent at December 31, 2001 because
of the signing of long-term contracts which demonstrates the patent's
commercial viability.  Furthermore, management believes that the expected
future profits and cash flows will support the carrying value of the patent.
The patent is being amortized on a straight-line basis over the remaining life
of the patent (195 months as of the acquisition date).  Patent amortization
expense amounted to $521,250 for the six months ended December 31, 2001 and
2000.

NOTE 2 -  Acquisitions

MJB Towers, Inc.

On October 1, 2001, Composite acquired 100% of the common stock of MJB Towers,
Inc., a California corporation in the business of acquiring and leasing
telecommunication towers, in exchange for 1,000,000 shares of Class C
convertible preferred non-voting shares at an exercise price of $100 per share.
The exercise price will be attained upon the achievement of certain specified
goals.  In addition, the terms of the agreement specify a bonus payment
beginning with the first month of operations, and there is a provision for an
additional bonus based on future performance.  The transaction was valued at
$1,000 for financial reporting purposes and assigned to goodwill.

Tribal Electric Association-2000 Corporation

On October 5, 2001, Composite entered into a stock exchange agreement with
Tribal Electric Association-2000, "TEA" in the business of developing,
constructing and operating power plants, in exchange for 1,000,000 shares of
Class C convertible preferred non-voting shares at an exercise price of $150
per share.  The exercise price will be attained upon the achievement of certain
specified goals.  All of the shares owned by "TEA" constitute 100% of its
common stock.  The transaction was valued at $1,000 for financial reporting
purposes and assigned to goodwill.

F-10

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

               NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000

NOTE 3 - Income Taxes

Composite accounts for income taxes on the liability method, as provided by
Statement of Financial Accounting Standards 109, Accounting for Income Taxes
(SFAS 109).  For the six months ended December 31, 2001 and 2000, the income
tax (benefit) was comprised of the following components:

        (Unaudited)     (Unaudited)
                2001                    2000
        Current -       Federal $       -       -
                State           -                               -
                Total current   -

        Deferred-       Federal (1,323,100      )       (657,460    )
                State           -                       -
        Total deferred  (1,323,100)      (657,460)
        Total   $(1,323,100     )       $(657,460   )

The only differing method of reporting income for tax purposes as compared to
financial reporting purposes was in connection with the deferred tax liability
resulting from the acquisition of patent rights described in Note 1.  In
addition, there is a deferred tax asset relating to the benefit provided by the
net operating loss carry forward.   As there are no state income taxes to be
considered, the income tax provision is computed at the federal statutory rate
of 34%.

Deferred tax assets and liabilities consist of the following:

                                               (Unaudited)
                                                 December          June
                                                   2001            2001
                                                -----------    -----------
        Deferred tax assets-
         Tax benefit of net operating
         loss carryovers                        $ 3,540,000    $ 2,390,000
        Valuation allowance                               -              -
                                                $ 3,540,000    $ 2,390,000
        Deferred tax liabilities-
        Patent rights acquired                  $ 4,790,083    $ 4,963,183

F -11

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000


NOTE 3 - Income Taxes (continued)

No valuation allowance was required for the deferred tax asset for each of the
periods presented because management determined that there is a strong
likelihood of realization of the deferred tax asset.  The deferred tax asset
relates to the net operating loss carryforwards.  Composite incurred net
operating losses for financial reporting purposes totaling $2,596,266 during
the six months ended December 31, 2001 available to offset future income for
financial reporting purposes expiring in 2022.

NOTE 4 - Related Party Transactions

Composite has entered into consulting agreements with certain members of the
Company's Board of Directors and stockholders to provide services on various
strategic and business issues.  The agreements are renewable at the discretion
of management. Total fees paid for such services by the Company either in stock
or cash during the six months ended December 31, 2001 and 2000 were $1,831,936
(including $248,437 cash) and $302,000 respectively and are included in
operating expenses in the consolidated statements of operations.

Management believes the transactions were at arm's length.

The President and Chief Executive Officer has from time to time advanced funds
to Composite or one of its subsidiaries to assist with working capital
requirements.  These transactions are short-term in nature.  The joint venture
construction project known as Heartland Homes advanced $53,101 to Big Mountain
Construction Company, Inc.  These advances are non-interest bearing and are
short-term in nature.  Funds advanced to the Company as of December 31, 2001
and June 30, 2001 amounted to $125,301 and $325,301, respectively, and are
carried in loans and advances from related parties.  No interest was charged
for the six months ended December 31, 2001 and 2000.




F - 12

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

               NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                 FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000


NOTE 5- Going Concern Considerations

Composite Industries has operated as a development stage enterprise since
February 10, 1997, its inception and has operated for over four years without
generating revenues.  Operating capital has been generated primarily by the
extension of loans and advances from officers and directors and the issuance of
common and preferred stock and  the sale of debentures.  The failure to
generate revenues from operations has caused Composite to experience liquidity
shortfalls from time to time.

The Chairman, Merle Ferguson has pledged to continue to contribute money to
keep Composite solvent during the next twelve months.  Further, the Company has
contracts with joint venture partners and expects to commence construction
operations during fiscal year 2002.  It is for these reasons that management
believes that it has alleviated substantial doubt about Composite's ability to
continue as a going concern.

NOTE 6 - Convertible Debentures

On October 22, 2001, Composite issued $750,000 of 6% convertible debentures due
November 13, 2002.  The Company received proceeds of $565,000, net of expenses
of $185,000.

The debentures are required or permitted to be repaid at the "Maturity Date" as
provided thereunder and to pay interest to the holder on the aggregate
unconverted and then outstanding principal amount of the debentures at the rate
of 6% per annum, payable on each conversion date (date that a conversion notice
is provided) and on the maturity date in cash or shares of common stock.  No
debentures were converted as of December 31, 2001.  Interest of $8,875 was
accrued on the debentures during the six months ended December 31, 2001.

F-13

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

               NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                 FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000


NOTE 7 - Stock Issued For Services

During the six months ended December 31, 2001, Composite Industries issued
1,654,300 shares of common stock to various individuals valued at $771,356 for
legal and consulting services performed and 410,000 shares of common stock
valued at $207,800 to officers and employees of the Company in lieu of salary.

Composite issued 17,000,000 shares of common stock to senior corporate officers
on August 23, 2001. The shares were issued for future services to be rendered
to the Company related to capital raising efforts, building alliances, and
overall corporate strategy development. These shares are restricted as to
transferability for two years. The shares are valued at $.33 per share or
$5,525,000.  This value reflects discounts totaling 50% for the trading
restriction and the volume of shares issued. Accordingly, the unearned
compensation of $5,525,000 related to this transaction will be amortized as a
charge to compensation expense ratably over a two-year period.  For the six
months ended December 31, 2001, compensation expense amounted to $1,381,250.
The remaining unamortized compensation of $4,143,750 recorded as prepaid
officers' compensation is included as a reduction to stockholders' equity.

On July 2, 2001, the Company issued 150,000 shares of common stock to a
financial consulting firm as a "commencement bonus" under an agreement wherein
the financial consultant will perform certain evaluations and analyses for the
Company.  The agreement term is for six months effective July 1, 2001.  These
shares related to the commencement bonus have been valued at $.44 per share for
a total valuation of $66,000.  This will be recognized as consulting expenses
over six months commencing July, 2001.  For the three months ended September
30, 2001, consulting expense amounted to 33,000.  The Company recorded the
remaining $33,000 as prepaid consulting fees as a current asset.

During the six months ended December 31, 2000, Composite issued 1,100,000
shares of common stock valued at $370,225 to various individuals for legal and
consulting services performed and 125,000 shares of common stock valued at
$40,000 to an officer of the Company in lieu of salary.

F - 14

                COMPOSITE INDUSTRIES OF AMERICA, INC. and SUBSIDIARIES
                            (a development stage company)

               NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

                 FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 and 2000


NOTE 8 - Commitments and Contingencies

On December 15, 2001, Composite entered into an agreement to lease its Las
Vegas, Nevada headquarters office for 3 years at $2,239 per month for year one,
$2,301 per month for year two, and $2,454 per month for the remaining year on
its lease ending December 15, 2004.  Rent expense amounted to $5,925 and $3,480
for the six months ended December 31, 2001 and 2000, respectively.

NOTE 9 - Treasury Stock

In the second quarter of 2001, the Company began acquiring shares of its common
stock.  The Company purchased 190,725 shares for a total of $81,049 or an
average of $.43 per share.  The Board authorized this repurchase program
because it believed that the stock price was undervalued.

NOTE 10 - Reclassifications

Certain financial statement items during the fiscal period ended December 31,
2000 have been reclassified to reflect comparability with account
classifications adopted for the current period presentation with no effect on
previously reported net income.



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATION

The following discussion and analysis of financial condition and results of
operations of the Company should be read in conjunction with the Consolidated
Financial Statements, including the corresponding footnotes, which is included
within this report. The following discussion contains certain forward-looking
statements within the meaning of Securities Act of 1933 as amended, and

Section 21E of the Securities and Exchange Act of 1934, as amended, which are
not historical facts and involve risks and uncertainties that could cause
actual results to differ materially from the results anticipated in those
forward-looking statements. These risks and uncertainties include, but are not
limited to those set forth below and the risk factors described in the
Company's other filings with the Securities and Exchange Commission.

Composite Industries of America (Affordable Homes/World Homes) is a
homebuilding and development company in the development stage focusing on
building for low-income and first-time homebuyers. The Company has and will
continue to develop new building techniques and patented products that
significantly reduce the overall cost and time, while maintaining or increasing
the quality and integrity of new home construction. The Company's plan is to
develop and build its "World Home" for sale outside the United States in
developing nations where there is an immediate need for permanent affordable
shelter. The patented Z MIX material used in the "World Home' provides
protection from the elements; hurricanes, earthquakes, as well as being
fireproof.

Composite Industries of America's immediate focus is to enter into licensing
and/or joint venture affiliations in which it will supply its proprietary,
patent-protected Z MIX material to established companies for use outside the
United States in home construction and other applications such as railroad
ties, utility poles and environmental remediation. The Company believes this
approach to be the fastest route for the penetration into the global
marketplace.

The Company projects that the revenues received from licensing Z MIX technology
will be recognized by the Company without incurring the usual development and
labor expenses associated construction projects.

RESULTS OF OPERATIONS

Quarter ended December 31, 2001 vs. December 31, 2000

REVENUES. Composite Industries of America is presently a development stage
company. Accordingly, the Company has no revenues for the three months ended
December 31, 2001.

OPERATING EXPENSES. Operating expenses are comprised of General and
Administrative Expenses which consists primarily of amortization of patent
expense, professional fees, product development expense and office expense.
Amortization expense related to the patent amounted to $260,625 and $260,625
during each of the periods ended December 31, 2001 and 2000. The patent is
being amortized on a straight-line basis over the remaining life of the patent
(195 months as of the acquisition date, April 28, 1999). Operating expenses
increased from $1,212,690 for the three months ended December 31, 2000 to
$2,516,942 (or by $1,304,252) for the three months ended December 31, 2001. The
increase in operating expenses was primarily due to officers' compensation
which increased from $40,000 for the three months ended December 31, 2000 to
$1,015,694 (refer to Note 7 of the Financial Statement) for the three months
ended December 31, 2001.

NET LOSS. As a result, our net loss after the tax benefit increased from
$1,276,246 for the three months ended December 31, 2000 to $2,596,266 for the
three months ended December 31, 2001.

LIQUIDITY AND CAPITAL RESOURCES

Composite Industries of America is currently a development stage company,
however management projects that during the next twelve months revenue derived
from one or more of the signed joint ventures, or the proceeds from a private
placement which is under negotiations should be sufficient to finance the
Company's working capital and capital expenditures.

Although Composite Industries of America believes that the revenues projected
over the next twelve months will be significant, we are presently in
negotiations for a private placement for immediate funds. The Company is
confident that with its product and technology, signed joint ventures and
stronger balance sheet, that it will successfully complete a private placement.
In the event that the Company does not secure additional financing, the Company
has made provisions for working capital, for the next twelve months.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company has no market risk sensitive instruments or market risk exposures.

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There is no pending or threatened litigation or other legal proceedings,
material or otherwise, nor any claims or assessments with respect to Composite
Industries of America, Inc. at the present time.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

NONE

ITEM 3. DEFAULTS UPON SENIOR INDEBTEDNESS

NONE

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No matter was submitted to the Company security holders for a vote during the
period ending December 31, 2001.

ITEM 5. OTHER INFORMATION

BUSINESS

On March 17, 1999, Kowtow, Inc. received 100% of the common stock of Affordable
Homes of America, Inc. in a merger. Additionally, Kowtow, Inc. issued 4,000,000
shares of common stock to SCS Enterprises, Inc. Trust, the sole shareholder of
Affordable Homes of America, Inc. On the same date the company accepted the
resignation of Krista Nielson and Sasha Belliston as Officers and Directors of
the Company and elected Merle Ferguson as President, CEO and Chairman of the
Board of Directors. The Company also elected Susan Donohue as Secretary and as
a member of the Board of Directors.

The Company changed its name to Affordable Homes of America, Inc. on March 19,
1999 and obtained a new trading symbol -AHOA. The Company restructured its
common stock with a two for one forward split effective March 31, 1999. The
Company changed its name to World Homes, Inc.(WHME) on October 10, 2000 and to
Composite Industries of America, Inc. (CIAI) on August 23, 2001. Affordable
Homes of America, Inc. and World Homes, Inc. are fully owned subsidiaries of
the Company. Composite Industries of America maintains its principle offices at
4505 W. Hacienda Ave., Unit I-1, Las Vegas, Nevada 89118.

Composite Industries of America is in the business of building homes for low
income and first time home buyers. Founded in 1997, the focus of the Company is
to develop and build homes for sale in the United States and international
locations with little or no timber products. The Company's methods are
patented. There are three methods for new home construction. These include:

* Z Mix - A cementitious product that combines diatomaceous earth and used
tires to create a lightweight building material that reduces the time and the
cost for constructing a house. The Company currently holds the patent on Z Mix.

* In-line Framing - A new method of construction that reduces the amount of
wood used by one third. This reduces the cost of lumber used in construction,
and thereby reduces the overall cost of the home.

* Foam-Panelized Construction - This method of construction uses foam slabs
covered with panels and strengthened with internal trusses. This allows for
increased insulation and quick construction.

All three methods (i) reduce the time and cost needed to construct the average
home, and (ii) reduce the amount of wood used in building the average home.
Company research has shown that more Americans ages 25 to 45 would prefer to
purchase homes rather than rent. To make this option viable, the Company's
homes are financed 100% by lending institutions and the monthly payments are
comparable to the expense of renting. Additionally, older Americans are more
inclined to move into homes that are less expensive, due to their retirement
status and reduced monthly income.

The Company is finishing the certification procedures necessary to sell its Z
Mix products in the US. Once complete, the Company will begin sales and
distribution of its products in US. The Company has been approached by several
international entities to use Z Mix for construction.

To date, the Company has made two (2) acquisitions:

(a) On April 28, 1999, Affordable Homes acquired Composite Industries of
America, Inc. the owner of a patent covering a construction material known as
"Z Mix". Z Mix is a cementitious building material and can be used in a two
step construction method instead of cement, dry wall or lumber. Affordable
Homes believes Z Mix will enable it to build better quality homes at a lower
price than if other products were used.

(b) On June 28, 1999 Affordable Homes also acquired Big Mountain Construction
Company which holds the exclusive right to build all the houses for the
Heartland Homes development. The development is planned for the construction of
136 homes, each on an individual site. The inability to maintain the operations
of Big Mountain caused the Company to abandon its entire investment in Big
Mountain in March 2001.

Composite Industries of America, Inc. The acquisition of Composite Industries
was accomplished by exchanging one share of Affordable's/World Homes' common
stock for two shares of the original Composite's common stock. All stock issued
by Affordable/World Homes pursuant to this acquisition was restricted.
Affordable Homes/World Homes was the surviving entity and acquired the patents
owned by Composite. The patents cover a construction material called "Z MIX". Z
MIX is a building material lighter than cement that can be used in home
construction instead of cement, lumber or dry wall. The patented construction
material is a lightweight cementitious insulating mixture with a high
compression strength and thermal resistance values up to 30 to 40 times that of
standard concrete. It is fire proof, insect proof, has excellent acoustical
properties and is easy to clean up. Z MIX can be used for wall and roof panels
and can easily be pumped for walls and floors. Z MIX makes a well insulated
cost effective floor that has a slight give to it. Z MIX is excellent for
gymnasium floors. This material is used for residential, light commercial and
agricultural building. The composition has the unique property of being able to
absorb contaminated or hazardous materials, especially petroleum based
contaminants and is especially useful in cleaning up and controlling
contaminants in underground storage tanks, especially in abandoned or closed
service stations.

The Company also acquired the plans for a "World Home" and a "US Home" made
from this material. These plans have been certified by Larson Engineering, Inc.
as earthquake resistant in all four seismic regions in the world. Larson
Engineering, Inc. also certified that houses built from these materials are
able to withstand hurricane winds up to 150 mph. Composite Industries of
America believes that use of Z MIX will permit it to construct lower cost
housing at substantial less that the present cost for such housing. Z MIX can
also be used in the manufacturing of utility poles, railroad ties and pallets
with substantial savings in the manufacturing cost of these items. The Company
believes that the use of Z MIX will broaden its market and increase its
profitability.

Big Mountain Construction Company, Inc. The Company acquired Big Mountain
Construction Company, Inc. for $500,000 paid in restrictive common stock in the
amount of 215,983 shares. Big Mountain maintains a general contractor license
and has the exclusive right to build out 136 homes for Heartland Homes Estates,
an affordable housing project near Tacoma, Washington. Big Mountain's master
appraisals are generally $10,000 - $12,000 higher than the selling price. This
allows Big Mountain to feature 100% financing for their buyers, including VA
and FHA programs. This feature will give the Company the ability to qualify
more homebuyers and close more loans than their competition. Big Mountain
Construction has had a presence in the entry-level and one step-up housing
market for over 20 years in the State of Washington.

The Company's business is not seasonal although during some snow storms on-
site construction generally does not take place unless indoors. The Company
uses no special raw materials and the materials it does use are available from
numerous suppliers throughout the United States.

Composite Industries of America (Affordable Homes/World Homes) has signed Joint
Venture Agreements or strategic alliance agreements with the following
companies:

(a) Tristar USA of LA, Inc. and Affordable Homes signed a five-year Joint
Venture Agreement on June 22, 2000. Tristar will act as the construction
company and Affordable Homes will supply its proprietary Z MIX material for
building affordable housing in Developing Nations, particularly in Nigeria.

(b) AL NASR Trading & Industrial Corporation L.L.C. and Affordable Homes signed
a three-year Joint Venture Agreement with a 25-year optional extension, on
August 17, 2000. AL NASR is to provide a proposal for the establishment of a
manufacturing plant for Z MIX in a Middle Eastern country and a working plan
for at least four other countries in the Middle Eastern / Northern Africa area.
Affordable Homes will provide its patented Z MIX material and its technical
expertise in building affordable housing.

DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The following table shows the positions held by the Company's officers and
directors. The directors were appointed and will serve until the next annual
meeting of the Company's stockholders, and until their successors have been
elected and have qualified. The officers were appointed to their positions, and
continue in such positions at the discretion of the directors.

NAME              AGE    POSITION
--------------    ---    -----------------------------------------
Merle Ferguson    55     President, CEO and Chairman of the Board
William Morris    63     Vice President of Finance, CFO, Treasurer
Susan Donohue     49     Vice President of Operations, Secretary


Merle Ferguson, President, CEO and Chairman of the Board, founded Affordable
Homes of America, Inc. in 1997 after a successful career in the construction
industry. Mr. Ferguson's goal was to form a national construction company able
to create affordable, quality homes for first-time and low-income homebuyers.
Prior to starting the Company, Mr. Ferguson spent 24 years in the construction
industry as a builder and real estate developer in California, Oregon and
Washington States.

Mr. Ferguson attended Yakima Valley College from 1964-1966 with a major in
forestry and a minor in Business Management. In April of 1966, he enlisted in
the United States Marine Corps, serving two tours in Vietnam, and was honorably
discharged in 1970. For the past 7 years, Mr. Ferguson has been researching new
construction products used to reduce deforestation. Some of the construction
methods under development by the Company use no timber products.

William Morris joined Composite Industries of America as Vice President of
Finance, Chief Financial Officer and Treasurer of the Board in May of 2001. Mr.
Morris brings over 30 years of financial and accounting experience to the
Company. The majority of the 30 years were performing the duties of Chief
Financial Officer. He was the CFO for (Sony) / Superscope, Inc. and Maranatz
Company, Inc., and at one time was the youngest CFO of a New York Stock
Exchange company.

Susan Donohue is the Vice President of Operations, and Secretary of the Board.
She was one of the two founders of Zawada Technologies, Inc. At Zawada
Technologies she worked directly with Joseph Zawada on the research of the Z
Mix product. Zawada Technologies merged with Composite Industries, Inc. Ms.
Donohue joined Affordable Homes/World Homes when the original Composite merged
with the Company. Ms. Donohue attended the University of Wisconsin at Stevens
Point with a focus in sociology and psychology. Ms. Donohue also attended
Cardinal Stritch College of Madison, where she majored in Business
Administration.

MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

The Company's common stock is currently trading on the NASD Over-the-Counter
Bulletin Board under the symbol "CIAI" since September 4, 2001, and traded
under the symbol "WHME" prior to that date. The stock has traded between $3.125
per share and $0.14 per share. There are approximately 900 record holders of
the Company's common stock. The Company has not previously declared or paid any
dividends on its common stock and does not anticipate declaring any dividends
in the foreseeable future.

ITEM 6. EXHIBITS, LISTS AND REPORTS ON FORM 8-K

(a) Exhibits - No exhibits to report this quarter

(b) Reports on Form 8-K.  None

Item No. 5- Other Events.

The Company changed its name to Composite Industries of America, Inc. on August
24, 2001.

Composite Industries of America, Inc. has a new CUSIP number of 20461M101 and a
new trading symbol of CIAI.

Item No. 7-Financial statements proforma and Exhibits;

Company: Amendment to the Articles of Incorporation changing name to Composite
Industries of America, Inc.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

COMPOSITE INDUSTRIES OF AMERICA, INC.

Date:  February 13, 2002    By: /s/ Merle Ferguson
                                   -----------------
                                   Merle Ferguson
                                   Chairman, President & CEO


Date:  February 13, 2002    By: /s/ William Morris
                                   -----------------
                                   William Morris
                                   VP of Finance, CFO & Treasurer