---















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



Yes X	No

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

Yes X	No



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**ITEM 1 - FINANCIAL STATEMENTS**

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.

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Current Assets

Cash                                                                    
$	-                                        
$ 450



Current Liabilities

Total Current Liabilities                                         
29,846                                 
24,613

Stockholders' Equity

Common Stock 26,000,001 Shares
Authorized at $.001 Par Value;
25,190800 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

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

Revenue                                               
$	-$	-                       
$	-             
$	-

Expenses

General & Administrative                   
2,988              
369                   
3,377           10,528
Interest                                                 
103               
103                     
206              
206

Total Expenses                                  
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                                               
$	-                   
$	-                    
$	-                 
$	-



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**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 Information Interest              
$	-                        
$	-

Income Taxes		-				325

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**NTC Holdings, Inc.**Notes to the Financial Statements
March 31, 2002

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.

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

Results of Operation.  Due to the lack of operations during the quarter ended March 31, 2002,
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, 2002, 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.

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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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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 May 20, 2002	NTC Holdings, Inc.

/S/ Dean BeckerDean Becker

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