---











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



Yes XNo

and (2) has been subject to such filing requirements for the past 90 days.


	Yes X	No



---



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 March 31, 2002
and the results of its operations and changes in its financial position from September 30, 2001
through March 31, 2002 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.

---







Current Assets

Total Assets                                                             
$	-                                        
$		450



Accounts Payable                                                   
$
6,740                                
$		3,813

Taxes Payable                                                           
2,400                                     
300

Interest Payable                                                         
1,939                                   
1,733

Notes Payable                                                         
18,767                                 
18,767

Total Current Liabilities                                            
29,846                                  
24,613

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
Additional Paid In Capital                                       
267,142                            
269,142
Deficit Accumulate during the Development Stage    (321,988)                        
(318,305)

Total Stockholders' Equity                                       
(29,846)                        
(24,163)

Total Liabilities and Stockholders' Equity              
$  -                                     
$		450

---

**NTC Holdings, Inc.**Statements of Operations

For the Three Months Ended          
For the Six Months Ended
                                                                 
March 31,     March 31,              
March 31,    March 31,	                                                                  
2002                
2001                    
2002            2001

Revenue                                                  
$	-                     
$	-                     
$	-$	-

General & Administrative                             
2,988               
369                      
3,377          10,528

Interest                                                          
103103                        
206             
206

Total Expenses                                            
3,091                 
472                       
3,583       10,734

Loss from Operations                                
(3,091)              
(472)                     
(3,583)     (10,734)

Taxes                                                             
800                  
-2,100-

Net Income (Loss)                                   
$		(3,891)          $		(472)                  
$ (5,683)    $		(10,734)

Loss per Common Share                          
$	-                  
$	-                         
$	-               
$	-

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

---



**NTC Holdings, Inc.**



For the Three Months Ended
                                                                                               
March 31,        March 31,	                                                                                                  
2002              
2001

Cash Flows from Operating Activities

Net Income (Loss)                                                                 
$		(5,683)           
$		(10,734)

Adjustments to Reconcile Net (Loss) to
Net Cash;
Increase (Decrease) in Accounts Payable                                    
5,027                     
-

Interest Payable                                                                             
206              
10,734

Cash Flows from Investing Activities                                            
-                          
-

Net Cash Provided (Used) by
Investing Activities                                                                       
-                          
-

Cash Flows from Financing Activities                                           
--

Net Cash Provided (Used) by
Financing Activities                                                                       
-                         
-

Cash, Beginning of Period                                                             
450-

Cash, End of Period                                                                   
$	-                     
$	-

Supplemental Cash Flow InformationInterest                                                                                       
$	-                     
$	-

Income Taxes                                                                                
-                        
325

---



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

The financial statements for the three months ended March 31, 2002 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
March 31, 2002.  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 March 31, 2002 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 $(29,846) as operating
capital at March 31, 2001, compared to $(23,390) 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 March 31, 2001,
the registrant had net loss of $(3,891), compared to net loss of $(472) for the same period last year.
The registrant had net loss of $(5,683) for the six months ended March 31, 2001, compared to net
loss of $(10,734) 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.  The Company is also in the process of bringing all of its periodic reports current for filing with
the Securities and Exchange Commission. During this process, the Company intends to raise operational
capital through private placements.

---



**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

---



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 authorized officer.

Dated June 18, 2002	NTC Holdings, Inc.

/S/ Dean BeckerDean Becker

---