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


                                  FORM 10-QSB/A
                                 Amendment No. 1

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                               CIRTRAN CORPORATION


For the quarter ended September 30, 2001       Commission file number 0-26059
                      ------------------                              -------


             Nevada                                   68-0121636
   ----------------------------                       -----------
    (State or other jurisdiction of       (I.R.S. Employer Identification No)
     incorporation or organization)


4125 South 6000 West
West Valley City, Utah                                 84128
----------------------                                 ------
(Address of Principal Executive Offices)              (Zip Code)


                                 (801) 963-5112
                                 --------------
                         (Registrant's 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  proceeding  12 months and (2) has been subject to such filing  requirements
for the past 90 days.

                                Yes _X_  No _______

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock as of the latest practicable date:


As of October 31, 2001,  the number of shares  outstanding  of the  registrant's
only class of common stock was 158,926,005.

Transitional Small Business Disclosure Format (check one):   Yes _____ No __X__


<PAGE>


                                Table of Contents

The  registrant  amends  Quarterly  Report on Form  10-QSB for the period  ended
September  30,  2001 to  furnish  revised  financial  statements  and a  revised
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations. Except as otherwise specifically noted, all information in this Form
10-QSB/A  is as of  September  30,  2001  and does not  reflect  any  subsequent
information or events.

                                                                            Page
PART I - FINANCIAL INFORMATION

Item 1   Consolidated Condensed Financial Statements

            Balance Sheets as of September 30, 2001 (unaudited) and            3
            December 31, 2000

            Statements of Operations (unaudited) for the Three Months          4
            ended  September  30,  2001 and 2000 and for the Nine  Months
            ended September 30, 2001 and 2000

            Statements of Cash Flows (unaudited) for the Nine Months           5
            ended September 30, 2001 and 2000

            Notes to Consolidated Condensed Financial Statements               6
            (unaudited)

Item 2     Management's Discussion and Analysis of Financial Condition and    10
           Results of Operations

PART II - OTHER INFORMATION

Item 6     Exhibits and Reports on Form 8-K                                   13

Signatures                                                                    14


                                       2
<PAGE>

                          PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>

                       CirTran Corporation and Subsidiary
                      CONSOLIDATED CONDENSED BALANCE SHEETS

                                     Assets

                                                                     September 30,       December 31,
                                                                          2001               2000
                                                                    ---------------    -----------------
                                                                     (Unaudited)         (restated)
<S>                                                                <C>                <C>
Current assets
    Cash and cash equivalents                                      $          200     $       11,068
    Trade accounts receivable, net of allowance for doubtful
      accounts of $113,900 in 2001 and $82,502 in 2000                    384,203            874,097
    Inventories                                                         1,772,722          1,755,786
    Other                                                                 293,693             94,176
                                                                   ---------------    -----------------

           Total current assets                                         2,450,818          2,735,127

Property And Equipment, net                                             1,498,128          1,871,076

Other assets, net                                                           9,572             10,587
                                                                   ---------------    -----------------
                                                                    $   3,958,518      $   4,616,790
                                                                   ===============    =================

                      Liabilities and Stockholders' Deficit

Current liabilities
    Checks written in excess of cash in bank                        $     140,332      $       5,491
    Accounts payable                                                    1,958,992          1,561,752
    Accrued liabilities                                                 3,111,687          2,339,949
    Notes payable to stockholders                                       1,020,966          1,020,966
    Current maturities of capital lease obligations                        39,274             39,274
    Current maturities of long-term obligations                         3,421,990          3,432,090
                                                                   -----------------  -----------------

           Total current liabilities                                    9,693,241          8,399,522

Long-term obligations, less current maturities                            534,227            529,964

Capital lease obligations, less current maturities                          9,707             14,257

Commitments                                                                     -                  -

Stockholders' Deficit
    Common stock, $0.001 par value; Authorized 750,000,000
      shares; issued and outstanding; 158,926,005 in 2001
      and 156,301,005 in 2000                                             158,926            156,301
    Additional paid-in capital                                          5,861,529          5,664,154
    Accumulated deficit                                               (12,299,112)       (10,147,408)
                                                                   -----------------  -----------------

           Total stockholders' deficit                                 (6,278,657)        (4,326,953)
                                                                    -----------------  -----------------

                                                                    $   3,958,518      $   4,616,790
                                                                   =================  =================
</TABLE>

        The accompanying notes are an integral part of these statements.

                                       3
<PAGE>

<TABLE>
<CAPTION>
                       CirTran Corporation and Subsidiary

                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                                      Three months ended                    Nine months ended
                                                         September 30,                        September 30,
                                             -------------------------------------  ----------------------------------
                                                    2001               2000               2001              2000
                                             ------------------  -----------------  ----------------   ---------------
                                                                     (restated)                           (restated)
<S>                                         <C>                 <C>                <C>                <C>
Net sales                                   $      279,055      $    2,501,970     $    1,350,020     $    5,182,008

Cost of sales                                      308,262           2,105,493          1,159,513          4,288,600
                                             ------------------  -----------------  ----------------   ---------------

           Gross profit                            (29,207)            396,477            191,507            893,408

Selling, general and administrative expenses       584,878             698,231          1,873,377          2,070,028
                                             ------------------  -----------------  ----------------   ---------------

           Income (loss) from operations          (614,085)           (301,754)        (1,682,870)        (1,176,620)
                                             ------------------  -----------------  ----------------   ---------------

Other income (expense)
    Interest expense                              (124,452)            (18,220)          (667,959)          (326,537)
    Other, net                                     195,025              70,918            199,125             71,318
                                             ------------------  -----------------  ----------------   ---------------
                                                    70,573              52,698           (468,834)          (255,219)
                                             ------------------  -----------------  ----------------   ---------------

           Income (loss) before income taxes      (543,512)           (249,056)        (2,151,704)        (1,431,839)

Income tax expense                                       -                   -                  -                  -
                                             ------------------  -----------------  ----------------   ---------------

           NET LOSS                         $     (543,512)     $     (249,056)    $   (2,151,704)    $   (1,431,839)
                                             ==================  =================  ================   ===============

Net loss per common share
   Basic                                    $        (0.00)     $        (0.00)    $        (0.01)    $        (0.01)
   Diluted                                           (0.00)              (0.00)             (0.01)             (0.01)

Weighted-average common and
   diluted common equivalent
   shares outstanding
    Basic                                      157,947,744         152,153,505        156,855,950        138,893,986
    Diluted                                    157,947,744         152,153,505        156,855,950        138,893,986

</TABLE>

        The accompanying notes are an integral part of these statements.

                                       4
<PAGE>

<TABLE>
<CAPTION>
                       CirTran Corporation and Subsidiary

                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                                                                   Nine months ended
                                                                                     September 30,
                                                                            -------------------------------
                                                                                 2001             2000
                                                                            --------------  ---------------
                                                                                               (restated)
<S>                                                                         <C>               <C>
Increase (decrease) in cash and cash equivalents
    Cash flows from operating activities
       Net loss                                                             $  (2,151,704)   $ (1,431,839)
       Adjustments to reconcile net loss to net
         cash provided by (used in) operating activities
           Depreciation and amortization                                          374,791         580,909
           Provision for loss on trade receivables                                 31,399          15,028
           Reserve for inventory obsolescence                                           -          78,000
           Issuance of common stock options for prepaid commission                200,000               -
           Changes in assets and liabilities
               Trade accounts receivable                                          458,496        (967,443)
               Inventories                                                        (16,936)        (31,013)
               Other assets                                                      (198,502)       (239,545)
               Accounts payable                                                   397,240         674,937
               Accrued liabilities                                                771,738         912,335
                                                                            --------------  ---------------
                  Total adjustments                                             2,018,226       1,023,208
                                                                            --------------  ---------------
                  Net cash used in operating activities                          (133,478)       (408,631)
                                                                            --------------  ---------------
    Net cash used in investing activities -
       Purchase of property and equipment                                          (1,844)        (11,227)
                                                                            --------------  ---------------
    Cash flows from financing activities
       Decrease in receivable from stockholders                                         -          86,000
       Increase (decrease) in checks written in excess of cash in bank            134,841         (77,656)
       Proceeds from loans to stockholders                                        305,625               -
       Principal payments on long-term obligations                               (311,462)       (355,281)
       Principal payments on capital leases                                        (4,550)        (59,555)
       Purchase of outstanding stock                                                    -         (80,000)
       Issuance of common stock                                                         -         946,100
                                                                            --------------  ---------------
                  Net cash provided by financing activities                       124,454         459,608
                                                                            --------------  ---------------
                  Net decrease in cash and cash equivalents                       (10,868)         39,750
Cash and cash equivalents at beginning of period                                   11,068             500
                                                                            --------------  ---------------
Cash and cash equivalents at end of period                                   $        200    $     40,250
                                                                            ==============  ===============
Supplemental disclosure of cash flow information
------------------------------------------------
Cash paid during the period for
    Interest                                                                 $     53,013    $    326,537

Noncash investing and financing activities
------------------------------------------

Conversion of line of credit to note payable                                                    2,792,609
--------------------------------------------

During the quarter  ended  September  30, 2001,  the Company  recorded a prepaid
commission of $200,000 by issuing  3,000,000  options to purchase  common stock.
Subsequent  to the  issuance,  2,625,000 of options were  converted to 2,625,000
shares of common stock at a nominal amount.
</TABLE>

        The accompanying notes are an integral part of these statements.

                                       5
<PAGE>


                       CirTran Corporation and Subsidiary

              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                           September 30, 2001 and 2000

NOTE A - BASIS OF PRESENTATION

       The accompanying unaudited consolidated condensed financial statements of
       CirTran  Corporation  and Subsidiary  (the Company) have been prepared in
       accordance with accounting  principles  generally  accepted in the United
       States of America (US GAAP) for interim  financial  information  and with
       the instructions to Form 10-QSB. Accordingly,  these financial statements
       do not include all of the information and footnote  disclosures  required
       by  accounting  principles  generally  accepted  in the United  States of
       America for complete financial statements. These financial statements and
       footnote  disclosures  should  be read in  conjunction  with the  audited
       consolidated  financial  statements  and notes thereto for the year ended
       December  31,  2000.  In the  opinion  of  management,  the  accompanying
       unaudited   consolidated   condensed  financial  statements  contain  all
       adjustments  (consisting of only normal recurring  adjustments) necessary
       to fairly  present the Company's  consolidated  financial  position as of
       September 30, 2001, its consolidated  results of operations for the three
       months ended September 30, 2001 and 2000 and its consolidated  results of
       operations  and cash flows for the nine months ended  September  30, 2001
       and 2000.  The results of operations for the three months and nine months
       ended  September 30, 2001,  may not be indicative of the results that may
       be expected for the year ending December 31, 2001.

NOTE B - INVENTORIES

       Inventories consist of the following:

                                            September 30,      December 31,
                                                2001               2000
                                          ----------------   ---------------
           Raw materials                 $    1,700,526     $      1,634,178
           Work in process                      181,300              169,676
           Finished goods                       436,762              497,798
                                          ----------------   ---------------
                                              2,318,588            2,301,652
           Less reserve for obsolescence       (545,866)             545,866
                                          ----------------   ---------------
                                         $    1,772,722     $      1,755,786
                                          ================   ===============

NOTE C - MERGER AGREEMENT


       Effective  July 1, 2000,  all of the assets and  certain  liabilities  of
       Circuit  Technology  Corporation  (Circuit) were acquired by CTI Systems,
       Inc.  (CTISI),  a wholly owned  subsidiary of Vermillion  Ventures,  Inc.
       (VVI), an inactive  corporation.  The  stockholders  of Circuit  received
       150,000,000  shares  of VVI  common  stock  in the  transaction  of which
       12,000,000  shares  were paid by  Circuit  to Cogent  Capital  Corp.  for
       services  performed in facilitating the transaction.  CTISI  subsequently
       changed its name to CirTran Corporation.


       The  merger  was  accounted  for  as a  reverse  acquisition  of  CirTran
       Corporation  by Circuit.  Although  CirTran  Corporation is the surviving
       legal  entity,  for  accounting  purposes  Circuit  was  treated  as  the
       surviving accounting entity.

                                       6
<PAGE>



NOTE D - LITIGATION

       Circuit (the surviving  accounting  entity,  Note C) is a defendant in an
       alleged breach of a facilities sublease agreement in Colorado.  A lawsuit
       was filed in which the plaintiff  seeks to recover past due rent,  future
       rent,  and other lease charges.  Management  and the Company's  attorneys
       have  estimated  the  range  of  potential  loss  to be  between  $0  and
       $2,500,000. The wide range is due to two rent calculation methods written
       in the master lease. Under one calculation,  the amount would be minimal.
       Under the other  calculation,  the amount would represent all future rent
       (reduced by rent received from future tenants).  The Company filed a suit
       against  the  landlord  for an amount in excess of  $500,000  for missing
       equipment.  Rent  has  been  accrued  through  December  31,  2000 and is
       included in accrued liabilities.

       Circuit  is also  the  defendant  in  numerous  legal  actions  primarily
       resulting from nonpayment of vendors for goods and services received. The
       Company has  accrued  the  payables  and is  currently  in the process of
       negotiating settlements with these vendors.


NOTE E - SEGMENT INFORMATION

       Segment  information  has been prepared in accordance  with SFAS No. 131,
       "Disclosure about Segments of an Enterprise and Related Information." The
       Company has two reportable  segments;  electronics  assembly and Ethernet
       technology.  The electronics  assembly segment manufactures and assembles
       circuit boards and electronic  component cables. The Ethernet  technology
       segment designs and manufactures  Ethernet cards. The accounting policies
       of the segments  are  consistent  with those  described in the summary of
       significant accounting policies included in the Company's Form 10-KSB for
       the year ended  December 31, 2000. The Company  evaluates  performance of
       each segment based on earnings or loss from operations.  Selected segment
       information is as follows:
<TABLE>
<CAPTION>

                                                 Electronics     Ethernet
         Three Months ended September 30, 2001    Assembly      Technology       Total
         ------------------------------------- -------------- -------------  -------------
<S>                                             <C>            <C>           <C>
        Sales from external customers           $   220,772    $    58,283   $   279,055
        Intersegment sales                            9,106              -         9,106
        Segment loss                               (543,512)      (479,714)   (1,023,226)
        Segment assets                            3,250,289        410,776     3,661,065

         Three Months ended September 30, 2000
         -------------------------------------
        Sales from external customers           $ 2,099,908    $   402,062   $ 2,501,970
        Intersegment sales                          236,169              -       236,169
        Segment earnings (loss)                    (167,589)      (105,456)     (273,045)
        Segment assets                            6,801,741      1,193,165     7,994,906
</TABLE>

                      Net Sales                     September 30,  September 30,
                      ---------                         2001            2000
                                                   -------------- --------------
        Total sales for reportable segments         $   288,161    $  2,738,139
        Elimination of intersegment sales                (9,106)       (236,169)
                                                   -------------- --------------

                   Consolidated net sales           $   279,055    $  2,501,970
                                                   ============== ==============

                 Net Earnings (Loss)
                 -------------------
        Net loss for reportable segments            $(1,023,226)   $   (273,045)
        Elimination of intersegment amounts             479,714         105,456
                                                   -------------- --------------

                   Consolidated net earnings (loss) $  (543,512)   $   (167,589)
                                                   ============== ==============

                                       7
<page>
NOTE E - SEGMENT INFORMATION - CONTINUED
<TABLE>
<CAPTION>

                                               Electronics     Ethernet
        Nine Months ended September 30, 2001    Assembly      Technology       Total
        ------------------------------------  ------------- -------------  -------------
<S>                                           <C>            <C>           <C>
        Sales from external customers         $   908,295    $   441,725   $ 1,350,020
        Intersegment sales                        271,938              -       271,938
        Segment income (loss)                  (2,151,704)      (471,697)   (2,623,401)
        Segment assets                          3,250,289        410,776     3,661,065

         Nine Months ended June 30, 2000
         -------------------------------
        Sales from external customers         $ 3,908,593    $ 1,273,415   $ 5,182,008
        Intersegment sales                        668,296              -       668,296
        Segment loss                           (1,431,839)      (654,064)   (2,085,903)
        Segment assets                          6,801,741      1,193,165     7,994,906
</TABLE>

                      Net Sales                  September 30,    September 30,
                      ---------                       2001              2000
                                                 --------------   --------------
        Total sales for reportable segments     $   1,621,958    $    5,850,304
        Elimination of intersegment sales            (271,938)         (668,296)
                                                 --------------   --------------

                   Consolidated net sales       $   1,350,020    $    5,182,008
                                                 ==============   ==============

                       Net Loss
                       --------
        Net loss for reportable segments        $  (2,623,401)   $   (2,085,903)
        Elimination of intersegment amounts           471,697           654,064
                                                 --------------   --------------

                   Consolidated net loss        $  (2,151,704)   $   (1,431,839)
                                                 ==============   ==============

                                                          September 30,
                                                -------------------------------
                                                     2001              2000
                                                --------------   --------------
                     Total Assets
                     ------------
        Total assets for reportable segments   $   3,661,065    $    7,994,906
        Elimination of intersegment amounts          297,453          (401,753)
                                                --------------   --------------

                   Consolidated total assets   $   3,958,518    $    7,593,153
                                                ==============   ==============


NOTE F - RESTATEMENT

       The consolidated  financial statements at and for the year ended December
       31, 2000 have been restated to reflect  corrections to recognize $300,900
       reduction in  inventory,  $45,213 write off of accounts  receivables  and
       other assets,  and $1,041,653 of additional  accounts payable and accrued
       liabilities.  It has been  determined  that  adjustments are necessary to
       write down inventory  purchased for specific customers that does not have
       alternative use and record accounts payable and accrued  liabilities that
       should have been recognized in 2000.

       The statement of operations for the nine months ended  September 30, 2000
       has also been restated to correct  understatements  in accounts  payable.
       Accordingly,  cost  of  sales  has  been  increased  by  $81,467  in  the
       consolidated  statement  of  operations  for the nine  months then ended.
       Earnings or loss per share did not change as a result of the restatement.

                                       8
<PAGE>


NOTE G - COMMON STOCK OPTIONS

       On  July  12,  2001,  the  Company  entered  into  an  agreement  with an
       independent sales representative that provides for the Company to pay the
       sale representative either $200,000 cash or a representive value in stock
       options as a retainer.  The Company issued options to purchase  3,000,000
       shares of common  stock,  exercisable  at $0.00067  per share.  The sales
       representative subsequently exercised 2,625,000 of the options during the
       quarter ended  September 30, 2001.  All  commissions  earned by the sales
       representative in the future will be deducted from the retainer until the
       retainer is satisfied in full.

NOTE H - SUBSEQUENT EVENTS

       On October  28,  2001,  the  Company  granted  500,000  stock  options to
       employees at an exercise  price of $0.07 per share.  On November 1, 2001,
       the employees  exercised the 500,000  options.  Also on November 1, 2001,
       the Company's independent sales representative  exercised 375,000 options
       at $0.00067 per share.



                                       9
<PAGE>


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

Overview
--------

We  provide a mixture  of high and  medium  size  volume  turnkey  manufacturing
services   using   surface   mount   technology,   ball-grid   array   assembly,
pin-through-hole  and custom  injection  molded cabling for leading  electronics
OEMs in the communications,  networking, peripherals, gaming, consumer products,
telecommunications,  automotive,  medical,  and  semiconductor  industries.  Our
services  include   pre-manufacturing,   manufacturing  and   post-manufacturing
services. Through our subsidiary,  Racore Technology Corporation,  we design and
manufacture  Ethernet  technology  products.  Our goal is to offer customers the
significant  competitive  advantages  that  can  be  obtained  from  manufacture
outsourcing,  such as access to advanced manufacturing  technologies,  shortened
product  time-to-market,  reduced  cost  of  production,  more  effective  asset
utilization, improved inventory management, and increased purchasing power.

Results of Operations
---------------------

         Net Sales and Cost of Sales

Net sales for the three months ended  September  30, 2001  decreased by 88.8% to
$279,055  compared to $2,501,970 for the three months ended  September 30, 2000.
Net  sales  decreased  73.9%  to  $1,350,020  for the  nine-month  period  ended
September  30,2001 as compared to $5,182,008 during the same period in 2000. The
decreases primarily reflect the loss of a major customer, Entrada Networks, Inc.
In addition,  management has shifted its marketing effort away from high-volume,
low-margin  orders to  lower-volume,  higher margin orders,  and this change has
contributed  to a lower  sales  volume.  Sales  have also been  affected  by the
Company's  lack of  financial  resources  to maintain or increase  its sales and
marketing efforts.  Cost of sales decreased by 85.4%, from $2,105,493 during the
three-month  period ended  September 30, 2000 to $308,262 during the same period
in 2001. Our gross profit margin decreased from 15.9% for the three-month period
ended  September  30, 2000 to 10.5% for the same  period in 2001.  Cost of sales
decreased by 73%, from $4,288,600  during the nine-month  period ended September
30, 2000 to $1,159,514  during the same period in 2001.  Our gross profit margin
decreased  marginally,  decreasing  from 17.2% for the  nine-month  period ended
September 30, 2000 to 14.1% for the same period in 2001.

         Selling, General and Administrative Expenses

Selling,  general  and  administrative  expenses  for  the  three  months  ended
September 30, 2001  decreased by 16.2% to $584,878  compared to $698,231 for the
three  months  ended  September  30, 2000.  During the  nine-month  period ended
September 30, 2001 selling, general and administrative expenses were $1,873,377,
as compared to $2,070,028  during the same period in 2000,  representing  a 9.5%
decrease.  Due  to  the  decline  in  sales,  however,   selling,   general  and
administrative   expenses  as  a  percentage  of  sales  increased   during  the
three-month  period  ended  September  30,  2001 to 209.6% as  compared to 27.9%
during the same period in 2000. Selling,  general and administrative expenses as
a percentage of sales increased during the nine-month period ended September 30,
2001 to 138.8%, as compared to 39.9% during the same period in 2000.

                                       10
<page>
         Interest Expense

Interest  expense for the three months ended  September  30, 2001 was  $124,452,
compared to $18,220 during the same period in 2000.  This represents an increase
of $106,232, or 583.1%. Interest expense for the nine months ended September 30,
2001 was  $667,959,  compared to $326,537  during the same period in 2000.  This
represents an increase of $341,422,  or 104.6%.  The increases are reflective of
our significant debt load.

As a result of the above factors,  and primarily due to the significant decrease
in sales  between  the two  periods,  our overall  net loss  increased  59.3% to
$2,151,704 for the nine-month  period ended  September 30, 2001, from $1,350,372
during the same period in 2000.

Liquidity and Capital Resources
-------------------------------

Our expenses are currently  greater than our revenues.  We have had a history of
losses and our  accumulated  deficit was  $10,147,408  at December  31, 2000 and
$12,299,112  at September 30, 2001.  Our net operating  loss for the  nine-month
period ending September 30, 2001 was $2,151,704,  compared to $1,350,372 for the
same period in 2000.  Our current  liabilities  exceeded  our current  assets by
$7,242,424 as of September 30, 2001 and $5,664,395 as of December 31, 2000.

         Cash

At December 31, 2000, we had $11,068 cash on hand.  By September  30, 2001,  our
cash on hand was $200, a decrease of $10,868.  We also increased  checks written
in excess  of cash in bank by  $134,841  from  $5,491 at  December  31,  2000 to
$140,332 at September 30, 2001.

Net cash used in  operating  activities  was  $133,478 for the nine months ended
September 30, 2001,  compared to $614,130 used in operations for the nine months
ended September 30, 2000. During the nine-month period ended September 30, 2001,
net  cash  used in  operations  was  primarily  attributable  to our net loss of
$2,151,704,  offset by non-cash  charges,  increases in accrued  liabilities  of
$771,738  and in  accounts  payable  of  $397,240,  and a decrease  in  accounts
receivable  of  $458,496.   The  non-cash   charges  include   depreciation  and
amortization  of  $374,791  and  issuance of stock for  prepaid  commissions  of
$200,000.

Net cash used in investing activities during the nine months ended September 30,
2001  and  2000,  consisted  of  equipment  purchases  of  $1,844  and  $11,227,
respectively.

Net cash provided by financing  activities  during the  nine-month  period ended
September 30, 2001 was $124,454,  representing  $134,841 provided by an increase
in  checks  written  in  excess  of cash in bank  and  proceeds  from  loans  to
stockholders  of  $305,625,  less  approximately  $316,013  used  for  principal
payments on long-term obligations and capital leases.

         Accounts Receivable

By September 30, 2001,  net accounts  receivable  had decreased from $874,097 at
December 31, 2000 to $384,203.  This significant decrease in accounts receivable
reflects our decrease in sales during the first nine months of 2001,  as well as
our efforts to improve the aging and quality of our current receivables

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         Accounts Payable

Accounts payable were approximately $1,959,000 at September 30, 2001 as compared
to $1,562,000 at December 31, 2000.  This increase is primarily  attributable to
additional  credit  purchases of inventory  and services and a lack of available
cash to pay vendors as invoices became due.

         Liquidity and Financing Arrangements

We sustained  losses of  approximately  $2,152,000  and  $1,350,000 for the nine
months ended September 30, 2001 and 2000, respectively. We also sustained losses
of approximately  $544,000 and $168,000 for the three months ended September 30,
2001 and 2000,  respectively.  We had  accumulated  deficits of $12,299,112  and
$10,147,408 at September 30, 2001 and December 31, 2000, respectively, and total
stockholders' deficits of $6,278,657 and $4,326,953 as of such dates.

Since December 1999, we have operated without a line of credit. Abacus Ventures,
Inc.  purchased our line of credit of $2,792,609,  and this amount was converted
into a note payable to Abacus  bearing an interest rate of 10%. We have had, and
are continuing to have,  discussions with Abacus concerning their willingness to
exchange the principal amount of the note and accrued interest for shares of our
common stock,  and while we believe that these  negotiations  may  ultimately be
successful,  we can offer no assurance that they will agree to any such exchange
of debt for equity or upon what terms such exchange would occur.

Despite our efforts to make our debt-load more serviceable,  significant amounts
of  additional  cash will be needed to reduce our debt and fund our losses until
such time as we are able to become  profitable.  In conjunction with our efforts
to improve our results of operations,  as discussed  above, we are also actively
seeking  infusions of capital from investors and are seeking to replace our line
of  credit.  It is  unlikely  that we will be  able,  in our  current  financial
condition, to obtain additional debt financing; and if we did acquire more debt,
we would have to devote additional cash flow to pay the debt and secure the debt
with assets.  We may,  therefore,  have to rely on equity  financing to meet our
anticipated capital needs. There can be no assurances that we will be successful
in obtaining any such  capital.  If we issue  additional  shares for debt and/or
equity,  this will serve to dilute the value of our  common  stock and  existing
shareholders' positions.

Subsequent to our acquisition of Circuit in July 2000, we took steps to increase
the marketability of our shares of common stock and to make an investment in our
Company by  potential  investors  more  attractive.  There can be no  assurance,
however,  that we will  ultimately be  successful in obtaining  more debt and/or
equity  financing or that our results of operations will  materially  improve in
either the short- or the long-term.  If we fail to obtain such financing  and/or
improve our results of operations,  we will be unable to meet our obligations as
they  become  due.  That would  raise  substantial  doubt  about our  ability to
continue as a going concern.

Forward-looking statements
--------------------------

All statements  made herein,  other than  statements of historical  fact,  which
address  activities,  actions,  goals,  prospects,  or new developments  that we
expect or anticipate  will or may occur in the future,  including such things as
expansion and growth of operations and other such matters,  are  forward-looking
statements.  Any one or a  combination  of factors could  materially  affect our
operations and financial condition. These factors include competitive pressures,
success or failure of marketing programs, changes in pricing and availability of
parts  inventory,  creditor  actions,  and  conditions  in the capital  markets.
Forward-looking statements made by us are based on knowledge of our business and
the  environment  in which we currently  operate.  Because of the factors listed
above,  as well as other factors  beyond our control,  actual results may differ
from those in the forward-looking statements.

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                           PART II. OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K

         Reports on Form 8-K:    None

         Exhibits:         None




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                                   SIGNATURES

         In accordance with the Exchange Act, the registrant  caused this report
to be signed on its behalf by the undersigned thereunto duly authorized.

                                         CIRTRAN CORPORATION

Date:   May 22, 2002            By: /s/  Iehab J. Hawatmeh, President


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