---

















Registrant's telephone number  including area code                      
(801) 273-9300



YesX  No

YesX  No



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The condensed financial statements included herein have been prepared by the Company,
pursuant to the rules and regulations of the Securities and Exchange Commission.

in the opinion of the Company, all adjustments, consisting of only normal recurring
adjustments, necessary to present fairly the financial position of the Company as of December 31,
2001 and the results of its operations and changes in its financial position from September 30, 2001
through December 31, 2001 have been made.  The results of its operations for such interim period
is not necessarily indicative of the results to be expected for the entire year.



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**NTC Holdings, Inc.**Balance Sheet

**ASSETS**

Current Assets

Cash                                                                        
$		61                                        
$		450





Accounts Payable                                               
$		3,813                                         
$		3,813

Taxes Payable                                                      
1,600                                               
300

Interest Payable                                                    
1,836                                             
1,733

Notes Payable                                                    
18,767                                              
18,767

Total Current Liabilities                                        
26,016                                            
24,613

Stockholders' Equity

Preferred Stock Series A Cumulative
1 Share Authorized at $.001 Par Value;
No Shares Issued and Outstanding                          
-                                                
-
Preferred Stock Series B Redeemable
1,000,000 Shares Authorized at $.001
Par Value; None Issued and Outstanding                 
-                                               
-
Common Stock; 25,000,000 Shares
Authorized at $.001 Par Value;
25,000,000 Shares Issued and Outstanding          
25,000                                        
25,000
Capital in excess of par value                              
269,081                                      
268,951
Retained deficit                                                  
(320,097)                                   
(318,305)

Total Stockholders' Equity                                  
(26,016)
(24,163)

Total Liabilities
and Stockholders' Equity                                  
$		61                                             
$		450

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**NTC Holdings, Inc.**Statements of Operations
(Unaudited)

For the Three Months Ended
                                                                                              
December 31,          December 31,	                                                                                                   
2001                        
2000

Revenue                                                                                   
$	-$	-

Expenses

General & Administrative                                                               
389                              
10,159

Interest                                                                                           
103                                  
103

Total Expenses                                                                                
492                            
10,262

(Loss) from Operations                                                                   
(492)                         
(10,262)

Taxes                                                                                              
1,300-

Net (Loss)                                                                                    
$		(1,792)                 
$		(10,262)

Net Loss per Common Share                                                     
$	-                              
$	-

Weighted Average Shares Outstanding                                            
25,000,000               
22,590,800

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**NTC Holdings, Inc.**Statements of Cash Flows
(Unaudited)

For the Three Months Ended
                                                                                                  
December 31            December 31,	                                                                                                       
20012000

Cash Used by Operating Activities

Net Income (Loss)                                                                      
$		(1,792)                     
$		(10,262)

Increase (Decrease) in Accounts Payable                                         
1,300                           
10,159

Increase (Decrease) in Interest Payable                                                
103                              
103

Net Cash Provided by Operating Activities                                         
(389)                              
-

Net Cash Provided by Investing Activities                                            
-                                     
-

Net Cash Provided by Financing Activities                                            
-                                       
-

Cash and Cash Equivalents at
Beginning of the Period                                                                       
450                                    
-

Supplement Cash Disclosure

Interest                                                                                                
$	-                              
$	-

Taxes                                                                                                    
389                              
-

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**NTC Holdings, Inc.**Notes to the Financial Statements
December 31, 2001

The financial statements for the three months ended December 31, 2001 were prepared
from the books and records of the company.  Management believes that all adjustments
have been made to the financial statements to make a fair presentation of the financial
condition of the company as of December 31, 2001.  The results of the three months are
not indicative of a full year of operation for the Company.

Certain information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted.  It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto included in the Company's
September 30, 2001 audited financial statements.  The results of operations for the periods
ended December 31, 2001 and 2000 are not necessarily indicative of the operating results
for the full year.

**ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.**

Liquidity and Capital Resources.  The Registrant had approximately $(25,955) as operating
capital at December 31, 2001, compared to $(22,918) for the same period last year. The Registrant
intends to raise additional funds as needed through private placements with accredited and
sophisticated investors.

Results of Operation.  Due to the lack of operations during the quarter ended December 31,
2001, the registrant had net loss of $(1,792), compared to net loss of $(10,262) for the same period
last year.

Plan of Operations.  The Company is currently in the process of looking for business
opportunities to acquire or merge with.  There is no guarantee that management will be successful
in finding such an opportunity.

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**OTHER INFORMATION**

Item 1.	Legal Proceedings                                                                               
None

Item 2.	Changes in Securities                                                                           
None

Item 3.	Defaults Upon Senior Securities                                                           
None

Item 4.	Submission of Matters to a Vote of Security Holders                            
None

Item 5.	Other Information                                                                                
None

Item 6.	Exhibits and Reports on Form 8-K                                                        
None

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Dated June 18, 2002	NTC Holdings, Inc.

/s/ Dean Becker

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