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

                                   FORM 10-QSB

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

                  For the quarterly period ended June 30, 2002
                                       OR
              / / TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934.

              For the transition period from ________ to ________.

                         Commission file number 0-26059

                               CIRTRAN CORPORATION
                               -------------------
             (Exact name of registrant as specified in its charter)



               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
                                    -----     -------


         The number of shares outstanding of the registrant's common stock as of
August 15, 2002: 209,272,191.


         Transitional Small Business Disclosure Format (check one): Yes ________
No ____X____ -
<PAGE>

                               Table of Contents


                                                                           Page
PART I - FINANCIAL INFORMATION

Item 1   Condensed Consolidated Financial Statements

              Balance Sheets as of June 30, 2002 (unaudited) and               3
              December 31, 2000

              Statements of Operations for the Six Months ended                4
              June 30, 2002 (unaudited) and 2001 (unaudited)

              Statements of Cash Flows for the Six Months ended                5
              June 30, 2002 (unaudited) and 2001 (unaudited)

              Notes to Condensed Consolidated Financial Statements             7
              (unaudited)

Item 2     Management's Discussion and Analysis of Financial Condition and
           Results of Operation                                               11

PART II - OTHER INFORMATION

Item 1     Legal Proceedings                                                  15

Item 2     Changes in Securities                                              16

Item 5     Other Information                                                  16

Item 6     Exhibits and Reports on Form 8-K                                   16

     Signatures                                                               17








<PAGE>
<TABLE>
<CAPTION>


                          PART I. FINANCIAL INFORMATION

                       CIRTRAN CORPORATION AND SUBSIDIARY
                CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                                                                                   June 30,                  December 31,
                                                                              -------------------         -------------------
                                                                                     2002                        2001
                                                                              -------------------         -------------------
<S>                                                                                  <C>                         <C>

                                                           ASSETS
Current assets
     Cash and cash equivalents                                                          $    500                    $    499
     Trade accounts receivable, net of allowance for doubtful accounts
        accounts of $32,317 at June 30, 2002 and $66,316 at
        December 31, 2001                                                                843,733                     369,250
     Inventories                                                                       1,749,823                   1,773,888
     Other                                                                               100,561                      97,037
                                                                              -------------------         -------------------
          Total current assets                                                         2,694,617                   2,240,674

Property and equipment, at cost, net                                                   1,079,444                   1,333,925

Other assets, net                                                                         35,364                      10,887
                                                                              -------------------         -------------------
Total Assets                                                                         $ 3,809,425                 $ 3,585,486
                                                                              ===================         ===================


                                           LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities
     Checks written in excess of cash in bank                                         $  128,340                  $  159,964
     Accounts payable                                                                  1,799,507                   2,141,290
     Accrued liabilities                                                               3,149,756                   3,071,191
     Notes payable to stockholders                                                             -                   1,390,125
     Current maturities of capital lease obligations                                           -                      41,206
     Current maturities of long-term notes payable                                     2,702,958                   3,269,157
                                                                              -------------------         -------------------
          Total current liabilities                                                    7,780,561                  10,072,933
                                                                              -------------------         -------------------

Long-Term Liabilities
     Long-term notes payable, less current maturities                                    212,456                     447,155
     Capital lease obligations, less current maturities                                        -                       7,775
                                                                              -------------------         -------------------
          Total long-term liabilities                                                    212,456                     454,930
                                                                              -------------------         -------------------

Commitments and Contingencies

Stockholders' Deficit
     Common stock, par value $0.001;  authorized  750,000,000 shares; issued and
        outstanding 209,272,191 at June 30, 2002 before 3,000,000 shares held in
        treasury at no cost, and
        160,951,005 at December 31, 2001                                                 209,272                     160,951
     Additional paid-in capital                                                        9,412,933                   5,977,164
     Accumulated deficit                                                             (13,805,797)                (13,080,492)
                                                                              -------------------         -------------------
          Total Stockholders' Deficit                                                 (4,183,592)                 (6,942,377)
                                                                              -------------------         -------------------
Total Liabilities and Stockholders' Deficit                                          $ 3,809,425                 $ 3,585,486
                                                                              ===================         ===================

</TABLE>


See accompanying notes to unaudited condensed consolidated financial statements.

<PAGE>
<TABLE>
<CAPTION>


                       CIRTRAN CORPORATION AND SUBSIDIARY
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)



                                                     For the Three Months Ended,        For the Six Months Ended,
                                                              June 30,                           June 30,
                                                  ---------------------------------- ---------------------------------
                                                           2002             2001             2002             2001
                                                  ---------------------------------- ---------------------------------
<S>                                                    <C>              <C>              <C>              <C>

Net Sales                                                $ 972,018        $ 420,480       $1,613,348       $1,070,965

Cost of Sales                                              957,395          305,773        1,376,511          851,251
                                                  ---------------------------------- ---------------------------------

      Gross Profit                                          14,623          114,707          236,837          219,714

Selling, general and administrative expenses               362,982          628,095          883,590        1,288,499
                                                  ---------------------------------- ---------------------------------

      Loss From Operations                               (348,359)         (513,388)        (646,753)      (1,068,785)
                                                  ---------------------------------- ---------------------------------

Other income (expense)
   Interest                                              (103,864)         (298,286)        (240,744)        (543,507)
   Other, net                                              152,675            4,100          162,192            4,100
                                                  ---------------------------------- ---------------------------------
                                                            48,811         (294,186)         (78,552)        (539,407)
                                                  ---------------------------------- ---------------------------------

      Net Loss                                          $ (299,548)      $ (807,574)      $ (725,305)    $ (1,608,192)
                                                  ================================== =================================

Basic and diluted loss per common share                 $  (0.00)        $  (0.01)        $   (0.00)     $      (0.01)
                                                  ================================== =================================
Basic and diluted weighted-average
   common shares outstanding                           209,272,191      156,301,005      205,948,269      156,301,005
                                                  ================================== =================================
</TABLE>

           See accompanying notes to unaudited condensed consolidated
                             financial statements.
<PAGE>
<TABLE>
<CAPTION>

                       CIRTRAN CORPORATION AND SUBSIDIARY
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

                                                                                  For the Six Months Ended,
                                                                                           June 30,
                                                                            ---------------------------------------
                                                                                   2002               2001
                                                                            ---------------------------------------
<S>                                                                                <C>               <C>


Cash flows from operating activities
   Net loss                                                                        $  (725,305)      $ (1,608,192)
   Adjustments to reconcile net loss to net
      cash used in operating activities:
         Depreciation and amortization                                                 256,133            234,065
         Provision for loss on trade receivables                                          (138)            29,101
         Settlement of litigation                                                      (25,000)                 -
         Payments made on behalf of the Company
           as a settlement of a sublease agreement                                    (152,500)
   Changes in assets and liabilities:
         Trade accounts receivable                                                    (474,345)           350,815
         Inventories                                                                    24,065             37,614
         Other assets                                                                  (21,001)            (7,445)
         Accounts payable                                                              (45,501)           344,857
         Accrued liabilities                                                            244,940           648,346
                                                                            ---------------------------------------

         Total adjustments                                                            (193,347)         1,637,353
                                                                            ---------------------------------------

      Net cash used in operating activities                                           (918,652)            29,161
                                                                            ---------------------------------------

Cash flows from investing activities
   Purchase of property and equipment                                                   (1,652)            (1,844)
                                                                            ---------------------------------------

      Net cash used in investing activities                                             (1,652)            (1,844)
                                                                            ---------------------------------------

Cash flows from financing activities
   Increase (decrease) in checks written in excess of cash in bank                     (31,624)            67,965
   Payments on notes payable to stockholders                                          (140,125)                 -
   Principal payments on long-term notes payable                                      (297,946)          (103,923)
   Principal payments on capital leases                                                                    (2,000)
   Proceeds from long-term notes payable                                               655,000                  -
   Proceeds from exercise of options to purchase common stock                          235,000                  -
   Proceeds from issuance of common stock                                              500,000                  -
                                                                            ---------------------------------------

      Net cash provided by financing activities                                        920,305            (37,958)
                                                                            ---------------------------------------

Net increase (decrease) in cash and cash equivalents                                         1            (10,641)

Cash and cash equivalents at beginning of period                                           499             11,068
                                                                            ---------------------------------------

Cash and cash equivalents at end of period                                         $       500          $     427
                                                                            =======================================
</TABLE>


           See accompanying notes to unaudited condensed consolidated
                             financial statements.
<PAGE>
<TABLE>
<CAPTION>



                                        CIRTRAN CORPORATION AND SUBSIDIARY
                           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                                                   (CONTINUED)
                                                                                  For the Six Months Ended,
                                                                                           June 30,
                                                                            ---------------------------------------
                                                                                   2002               2001
                                                                            ---------------------------------------
<S>                                                                                <C>                <C>
Supplemental disclosure of cash flow information

Cash paid for interest                                                             $   112,905        $    35,572

Noncash investing and financing activities

Notes payable issued for accounts payable                                          $   345,263        $         -
Common stock issued for notes payable to stockholders                                1,250,000                  -
Common stock issued for notes payable                                                1,499,090                  -
Legal fees to be paid on behalf of lender                                              120,000                  -

</TABLE>

           See accompanying notes to unaudited condensed consolidated
                             financial statements.

<PAGE>


                       CIRTRAN CORPORATION AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Condensed   Financial   Statements  --  The  accompanying   unaudited  condensed
consolidated  financial  statements include the accounts of CirTran  Corporation
and its subsidiary (the  "Company").  These  financial  statements are condensed
and,  therefore,  do not include all disclosures  normally required by generally
accepted accounting  principles.  These statements should be read in conjunction
with  the  Company's  annual  financial  statements  included  in the  Company's
December 31, 2001 Annual  Report on Form 10-KSB.  In  particular,  the Company's
significant  accounting  principles were presented as Note 1 to the consolidated
financial  statements  in  that  report.  In  the  opinion  of  management,  all
adjustments  necessary  for a  fair  presentation  have  been  included  in  the
accompanying  condensed  consolidated  financial  statements and consist of only
normal  recurring  adjustments.  The  results  of  operations  presented  in the
accompanying  condensed  consolidated  financial  statements  for the six months
ended June 30, 2002 are not  necessarily  indicative  of the results that may be
expected for the full year ending December 31, 2002.

NOTE 2 - REALIZATION OF ASSETS

The accompanying  condensed consolidated financial statements have been prepared
in conformity with accounting principles generally accepted in the United States
of America,  which  contemplate  continuation of the Company as a going concern.
However, the Company sustained net losses of $725,305 and $2,933,084 for the six
months ended June 30, 2002 and the year ended  December 31, 2001,  respectively.
As of June 30, 2002 and  December  31,  2001,  the  Company  had an  accumulated
deficit of $13,805,797 and $13,080,492,  respectively and a total  stockholders'
deficit of $4,183,592 and  $6,942,377,  respectively.  In addition,  the Company
used,  rather than  provided,  cash in its operations in the amounts of $918,652
and $288,724 for the six months ended June 30, 2002 and the year ended  December
31, 2001, respectively.

Since February of 2000, the Company has operated without a line of credit.  Many
of the Company's  vendors stopped credit sales of components used by the Company
to manufacture  products and as a result,  the Company  converted certain of its
turnkey customers to customers that provide consigned  components to the Company
for production.  These  conditions raise  substantial  doubt about the Company's
ability to continue as a going concern.

In view of the matters described in the preceding paragraphs,  recoverability of
a  major  portion  of the  recorded  asset  amounts  shown  in the  accompanying
consolidated  balance  sheets is  dependent  upon  continued  operations  of the
Company,  which in turn is  dependent  upon the  Company's  ability  to meet its
financing  requirements  on a continuing  basis,  to maintain or replace present
financing,  to acquire additional capital from investors,  and to succeed in its
future  operations.  The  financial  statements  do not include any  adjustments
relating to the  recoverability  and classification of recorded asset amounts or
amounts and  classification  of liabilities  that might be necessary  should the
Company be unable to continue in existence.

Abacus Ventures,  Inc. (Abacus)  purchased the Company's line of credit from the
lender.  During the six months ended June 30, 2002, the Company has entered into
an agreement  whereby the Company has exchanged common stock,  issued to certain
principles of Abacus,  for a portion of the debt.  The  Company's  plans include
working with vendors to convert trade payables into long-term  notes payable and
common stock and cure defaults with lenders through forbearance  agreements that
the Company will be able to service.  The Company  intends to continue to pursue
this type of debt conversion going forward

                       CIRTRAN CORPORATION AND SUBSIDIARY
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

with other  creditors.  The Company has  initiated new credit  arrangements  for
smaller dollar amounts with certain vendors and will pursue a new line of credit
after negotiations with certain vendors are complete. If successful, these plans
may add  significant  equity to the Company.  There is no  assurance  that these
transactions will occur.

NOTE 3 - RELATED PARTY TRANSACTIONS

Notes  Payable  --The  Company paid cash and issued stock as a settlement of the
principal  amounts  due on two  separate  notes  payable  to  stockholders.  The
principal  balance due to stockholders  was paid in full as of June 30, 2002 and
was  $1,390,125 at December 31, 2001.  Interest  associated  with amounts due to
stockholders was accrued at 10 percent. Unpaid accrued interest was $210,734 and
$205,402 at June 30, 2002 and December 31, 2001,  respectively,  and is included
in accrued liabilities. These notes are due on demand.

NOTE 4 - COMMITMENTS AND CONTINGENCIES

Settlement of Litigation - The Company settled the lawsuit that alleged a breach
of facilities sublease agreement involving  facilities located in Colorado.  The
Company's liability in this action was originally  estimated to range up to $2.5
million.  The Company subsequently filed a counter suit in the same court for an
amount exceeding $500,000 for missing equipment.

Effective  January 18, 2002,  the Company  entered  into a settlement  agreement
which  required the Company to pay the  plaintiff  the sum of $250,000.  Of this
amount,  $25,000 was paid upon  execution  of the  settlement,  and the balance,
together  with  interest  at 8% per annum,  was payable by August 18,  2002.  As
security for payment of the balance,  the Company  executed and delivered to the
plaintiff a Confession  of Judgment and also issued  3,000,000  shares of common
stock,  which are  currently  held in escrow and have been  treated as  treasury
stock recorded at no cost. Because seventy-five percent (75%) of the balance had
not been paid by May 18, 2002, the Company was required to prepare and file with
the  Securities  &  Exchange  Commission,  at its own  expense,  a  registration
statement with respect to the escrowed  shares.  Because,  by July 18, 2002, the
remaining  balance had not been paid, a  registration  statement with respect to
the escrowed  shares had not been  declared  effective,  and the Company did not
replace the escrowed shares with registered free-trading shares as per the terms
of the settlement agreement, the plaintiff is entitled to file the Confession of
Judgment  and  proceed  with  execution   thereon.   The  Company  is  currently
negotiating with the plaintiff to settle this obligation  without the release of
the shares held in escrow.

In  connection  with a  sublease  agreement  of these  facilities,  the  Company
received a  settlement  in the amount of  $152,500,  which has been  recorded as
other income. The Company did not receive cash from this settlement, but certain
obligations of the Company were paid directly. $109,125 of the principal balance
of the note related to the settlement mentioned above was paid. Also, $7,000 was
paid to the  Company's  legal  counsel.  The  remaining  $36,375 was paid to the
above-mentioned plaintiff as a settlement of rent expense.


                       CIRTRAN CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Litigation  - In December  1999,  a vendor of the Company  filed a lawsuit  that
alleges  breach of  contract  and seeks  payment in the amount of  approximately
$213,000  of  punitive  damages  from  the  Company  related  to  the  Company's
non-payment  for  materials  provided  by the  vendor.  The  Company  denies all
substantive allegations made by the vendor and intends to vigorously contest the
case.

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

Registration  Rights - In  connection  with the  conversion  of certain  debt to
equity,  the Company has granted the holders of 5,281,050 shares of common stock
the right to include 50% of the common stock of the holders in any  registration
of common stock of the Company,  under the  Securities  Act for offer to sell to
the public (subject to certain exceptions).  The Company has also agreed to keep
any filed registration  statement  effective for a period of 180 days at its own
expense.

NOTE 5 - NOTES PAYABLE

During  the  six  months  ended  June  30,  2002,   Abacus  Ventures   completed
negotiations  with several  vendors of the  Company,  whereby  Abacus  purchased
various past due amounts for goods and services provided by vendors,  as well as
capital  leases.  The  total of these  obligations  was  $345,263.  As a partial
payment of the amount owed,  the Company has agreed to pay certain legal fees of
Abacus that were  incurred as part of the  negotiations  with the  vendors.  The
Company has recorded  this  transaction  as a $345,263  non-cash  increase and a
$120,000  non-cash  payment to the note payable owed to Abacus,  pursuant to the
terms of the Abacus agreement.

Additionally,  the  Company  entered  into a bridge loan  agreement  with Abacus
Ventures.  This  agreement  allows the  Company to request  funds from Abacus to
finance the build-up of  inventory  relating to specific  sales.  The loan bears
interest at 24% and is payable on demand.  The principal  balance  cannot exceed
$600,000 at any point in time.  During the six months ended June 30,  2002,  the
Company  was  advanced  $655,000  and made  cash  payments  of  $156,258  for an
outstanding  balance on the bridge loan of $498,742.  The total principal amount
owed to  Abacus  Ventures  between  the note  payable  and the  bridge  loan was
$1,547,397 as of June 30, 2002.

NOTE 6 - STOCKHOLDER'S EQUITY

Common Stock Issued for Cash and Debt - Effective  January 14, 2002, the Company
entered into four substantially  identical agreements with existing shareholders
pursuant  to which the  Company  issued an  aggregate  of  43,321,186  shares of
restricted  common  stock at a price of $0.075 per share,  the fair value of the
shares,  for $500,000 in cash and the  reduction of principle of  $1,499,090  of
notes payable and $1,250,000 of notes payable to  stockholders.  No gain or loss
has been recognized on these  transactions as the fair value of the stock issued
was equal to the consideration given by the shareholders

NOTE 7 - STOCK OPTIONS AND WARRANTS

Employee  Grants - During March 2002,  the Company  granted  options to purchase
5,000,000 shares of common stock to certain employees of the Company pursuant to
the 2001 Plan.  These options vested on the date of grant.  The related exercise
price for the  options  was  $0.045 to $0.05 per  share,  the fair  value of the
Company's common stock on the date of grant. The options are exercisable through
September 2006.

                       CIRTRAN CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The employees exercised all 5,000,000 options for $235,000 cash during the first
quarter. There were no employee options outstanding at June 30, 2002.

NOTE 8 -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. The Company evaluates performance of each segment based on earnings or
loss from operations. Selected segment information is as follows:

<TABLE>
<CAPTION>


                                                                                Electronics    Ethernet
             June 30, 2002                                       Assembly        Technology      Total
             -------------                                    -------------     -----------  -----------
         <S>                                                  <C>               <C>              <C>

         Sales to external customers                          $   1,225,225     $     388,123    $   1,613,348
         Intersegment sales                                         161,553                --          161,553
         Segment loss                                              (808,860)          (77,998)        (886,858)
         Segment assets                                           3,169,357           330,993        3,500,350
         Depreciation and amortization                              245,663            10,470          256,133

             June 30, 2001

         Sales to external customers                          $     687,523     $     383,442    $   1,070,965
         Intersegment sales                                         262,832                --          262,832
         Segment loss                                            (1,879,041)            8,017       (1,871,024)
         Segment assets                                           3,294,486           476,454        3,770,940
         Depreciation and amortization                              222,543            11,522          234,065

                                                                                            June 30,
                    Sales                                                           2002              2001
                    -----                                                       -------------    -------------

         Total sales for reportable segments                                    $   1,774,901    $   1,333,797
         Elimination of intersegment sales                                           (161,553)        (262,832)
                                                                                -------------    -------------

         Consolidated net sales                                                 $   1,613,348    $   1,070,965
                                                                                =============    =============

                    Net Loss

         Net loss for reportable segments                                       $    (886,858)   $  (1,871,024)
         Elimination of intersegment losses                                           161,553          262,832
                                                                                -------------    -------------

                                                                                $    (725,305)   $  (1,608,192)
                                                                                =============    =============


                                                                                  June 30,       December 31,
                    Total Assets                                                    2002              2001
                    ------------                                                -------------    -------------

         Total assets for reportable segments                                   $   3,500,350    $   3,296,098
         Adjustment for intersegment amounts                                          309,075          289,388
                                                                                -------------    -------------

              Consolidated total assets                                         $   3,809,425    $   3,585,486
                                                                                =============    =============

</TABLE>


       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

         Sales and Cost of Sales

Net sales for the  three-month  period  ended June 30,  2002  increased  131% to
$972,018,  as  compared  to net sales of  $420,480  during the same  three-month
period in 2001. Net sales for the six-month period ended June 30, 2002 increased
50.7% to $1,613,348, from $1,070,965 during the same period in 2001.

Cost of sales during the three-month period ended June 30, 2002 was $957,395, as
compared to $305,773  during the same period in 2001.  Cost of sales  during the
six-month  period  ended June 30, 2002 was  $1,376,511,  as compared to $851,251
during  the same  six-month  period in 2001.  Our gross  profit  margin  for the
three-month period ended June 30, 2002 was 1.5%, as compared to 27.3% during the
same  three-month  period in 2001.  Our gross  profit  margin for the  six-month
period  ended June 30,  2002 was 14.7%,  as  compared  to 20.5%  during the same
six-month  period in 2001.  During the  three-month  period ended June 30, 2002,
work-in-progress inventory with high overhead allocation was completed and sold,
causing a decrease in the gross profit margin for the quarter.

         Selling, General and Administrative Expenses

During  the  three-month  period  ended  June 30,  2002,  selling,  general  and
administrative  expenses  were  $362,982,  as compared to $628,095  for the same
period in 2001,  representing a 42% decrease.  During the six-month period ended
June 30, 2002, selling,  general and administrative  expenses were $883,590,  as
compared  to  $1,288,499,  a 31.4%  decrease.  Due to an increase in sales and a
decrease in selling,  general and  administrative  expenses,  the amount of such
expenses as a percentage of sales  decreased  from greater than 100% for the six
months ended June 30, 2001 to 55% for the six months  ended June 30,  2002.  The
decrease in our selling,  general and administrative expenses has been primarily
attributable to an almost 50% reduction in the size of our workforce.

         Interest Expense

Interest  expense for the  three-month  period ended June 30, 2002 was $103,864,
compared to $298,286 for the same period in 2001,  a reduction  of $194,422,  or
65%. Interest expense for the six-month period ended June 30, 2002 was $240,744,
compared to $543,507 during the same period in 2001, a reduction of $302,763, or
55.7%. These decreases are primarily attributable to conversion of a significant
amount of debt to equity in January 2002 and to a decrease in delinquent payroll
tax penalties, which were previously recorded as part of interest expense. As of
June 30, 2002,  the amount of our  liability  for  delinquent  state and federal
payroll taxes and estimated  penalties and interest thereon was $2,073,686.  See
"Part II - Item 1 - Legal Proceedings."

As a result  of the above  factors,  our  overall  net loss  decreased  54.9% to
$725,305 for the six-month  period ended June 30, 2002,  from $1,608,192 for the
same period in 2001. Our net loss for the three-month period ended June 30, 2002
decreased  by 62.9% to  $299,548,  as compared to a net loss of $807,574 for the
same period in 2001.

Liquidity and Capital Resources

Our expenses are currently  greater than our revenues.  We have had a history of
losses.  Our net loss from  operations for the six-month  period ending June 30,
2002 was $725,305, and our net loss from operations for the year ending December
31, 2001 was  $2,933,084.  Our  accumulated  deficit was $13,805,797 at June 30,
2002 and was $13,080,492 at December 31, 2001. Our current liabilities  exceeded
our  current  assets by  $5,085,944  at June 30,  2002 and by  $7,832,259  as of
December 31,  2001.  We recorded  negative  cash flows from  operations  for the
six-month  period  ending June 30, 2002 and the year ended  December 31, 2001 of
$918,652 and $288,724, respectively.

         Cash

On June 3, 2002,  we had $500 cash on hand,  as compared to $499 at December 31,
2001.  The  amount of checks  written in excess of cash in bank  decreased  from
$159,964 at December 31, 2001 to $128,340 at June 30, 2002.

Net cash used in operating activities was $918,652 for the period ended June 30,
2002,  compared to $29,161  provided by operations for the six months ended June
30, 2001. During the six months ended June 30, 2002, net cash used by operations
was  primarily  attributable  to our net loss of  $725,305,  increases  in trade
accounts receivable of $474,345,  and payments of $177,500 made in settlement of
litigation, offset by a decrease in accrued liabilities of $244,940 and non-cash
charges of $256,133 for depreciation and amortization.

Net cash used in investing  activities during the six months ended June 31, 2002
and 2001, consisted of equipment purchases of $1,652 and $1,844, respectively.

Net cash provided by financing activities during the six-month period ended June
30, 2002 was $920,305. Cash proceeds of $500,000 from the issuance of restricted
common  stock,  $235,000  from the  issuance  of stock  upon  exercise  of stock
options,  and $655,000  from  long-term  notes  payable were offset by principal
payments of $297,946 on long-term  notes  payable,  $140,125 on notes payable to
stockholders  and a $31,624  decrease in the dollar amount of checks  written in
excess of cash in bank.

Noncash investing and financing activities during the period ended June 30, 2002
consisted of reclassifying  $345,263 from notes payable to accounts payable (see
below under "Accounts Payable"), the cancellation of $1,250,000 in notes payable
to  stockholders  in exchange  for  issuance of  restricted  common  stock,  the
cancellation  of  $1,499,090  in notes  payable in exchange  for the issuance of
restricted   common   stock   (see  below   under   "Liquidity   and   Financing
Arrangements"),  and the  allocation  of  $120,000  to be paid for legal fees on
behalf of Abacus  Ventures,  Inc. See  "Liquidity  and Financing  Arrangements,"
below.

         Accounts Receivable

By June 30, 2002,  accounts  receivable  had  increased  to $843,733  (net of an
allowance for doubtful accounts of $32,317),  as compared to accounts receivable
of $663,681  at March 31, 2002 (net of an  allowance  for  doubtful  accounts of
$66,178) and of $369,250 at December 31, 2002 (net of an allowance  for doubtful
accounts of  $66,316).  This  significant  increase in  accounts  receivable  is
reflective  of our increase in sales during the first six months of 2002 and the
timing of periods of increased sales within the two quarters.

         Accounts Payable

Accounts  payable were $1,799,507 at June 30, 2002, as compared to $2,141,290 at
December  31,  2001.  This  decrease is  primarily  attributable  to payments to
vendors  from  $500,000 in cash  provided by the issuance of  restricted  common
stock in January  2002 and the  conversion  of $345,263  of accounts  payable to
notes payable to Abacus  Ventures,  Inc,  offset by increases in trade  payables
incurred in conjunction with our increased sales.

         Liquidity and Financing Arrangements

We sustained losses from operations of $646,753 and $1,068,785 for the six-month
periods ended June 30, 2002 and 2001, respectively and losses from operations of
$348,359 and $513,388 for the three-month periods ending June 30, 2002 and 2001,
respectively. We had accumulated deficits of $13,805,797 and $13,080,492 at June
30, 2002 and December 31, 2001,  respectively,  and total stockholders' deficits
of $4,183,592 and $6,942,377, respectively, as of such dates. As of December 31,
2001, our monthly operating costs and interest  expenses averaged  approximately
$205,000  per  month.  As of  June  30,  2002,  this  amount  had  decreased  to
approximately $187,000 per month.

Since February 2000, we have operated without a line of credit. Abacus Ventures,
Inc., an entity whose shareholders include the Saliba Private Annuity Trust, one
of our major shareholders,  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%. As of December 31, 2001, a total of  $2,405,507,  plus  $380,927 in accrued
interest,  was owed to Abacus pursuant to this note payable. In January 2002, we
entered into  agreements to exchange  19,987,853  shares of our common stock for
$1,499,090 in principal amount of this debt.

In January 2002, we also issued  16,666,666 shares of restricted common stock at
a price of $0.075 per share in exchange for the  cancellation  of  $1,250,000 of
notes payable to various  stockholders.  In addition,  in connection  with these
shares-for-debt transactions, we issued a further 6,666,667 shares of restricted
common stock to the Saliba  Private  Annuity  Trust and the Saliba Living Trust,
principals of Abacus Ventures, in exchange for $500,000 cash.

During  the six  months  of  ended  June 30,  2002,  Abacus  Ventures  completed
negotiations with several of our vendors,  whereby Abacus purchased various past
due amounts for goods and services  provided by the vendors,  as well as capital
leases.  The  total  of  these  obligations  was  $345,263.   We  recorded  this
transaction as a $345,263 increase to the note payable owed to Abacus,  pursuant
to the terms of our agreement with them. In addition,  as partial payment of the
amount  owed to Abacus,  we agreed to pay  $120,000 in legal fees of Abacus that
were  incurred as part of its  negotiations  with our vendors,  which amount was
recorded as a non-cash payment to the note payable owed to Abacus.

Additionally,  we have entered into a bridge loan arrangement with Abacus during
the six-month period ending June 30, 2002. This arrangement allows us to request
advances  from Abacus to finance the build-up of inventory  relating to specific
sales.  The  advances  bear  interest  at 24% and are  payable  on  demand.  The
principal  balance of such advances cannot exceed $600,000 at any point in time.
During the six months ended June 30, 2002, we were  advanced  $655,000 by Abacus
pursuant to this  arrangement and made cash  repayments of $156,258,  leaving an
outstanding principal balance owing in respect of the advances of $498,742 as of
June 30, 2002. The total principal  amount owed to Abacus as of June 30, 2002 in
respect of the note payable and the bridge loan arrangement was $1,547,397.

We continue to work with  vendors in an effort to convert  other trade  payables
into  long-term  notes and common stock and to cure  defaults  with lenders with
forbearance agreements that we are able to service.  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.  As at December 31, 2001, we were in default of notes payable
whose principal amount, not including the amount owing to Abacus Ventures, Inc.,
exceeded $666,000. In addition, the principal amount of notes that either mature
in 2002 or are payable on demand exceeded $165,000.

In conjunction with our efforts to improve our results of operations,  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 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
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.



                           PART II. OTHER INFORMATION

Item 1.      Legal Proceedings

         Delinquent Payroll Tax Liability

As of December 31, 2001, we had accrued  liabilities in the amount of $1,982,445
for  delinquent  payroll  taxes,  including  interest  estimated at $215,268 and
penalties estimated at $242,989. Of this amount,  approximately $257,510 was due
the State of Utah.  Concerning  the  amount  owed the State of Utah,  during the
first quarter of 2002, we negotiated a monthly payment schedule of $4,000, which
did not  provide  for the  forgiveness  of any  taxes,  penalties  or  interest.
Approximately  $1,713,996 is owed to the Internal  Revenue  Service.  During the
first  quarter of 2002,  we  negotiated a payment  schedule with respect to this
amount,  pursuant to which we are currently  making monthly payments of $25,000.
Approximately  $10,939 is owed to the State of Colorado.  In  addition,  we have
committed  to keeping  current on deposits of our federal  withholding  amounts.
Monthly payments were made during each of the three months in the second quarter
according to the agreed-upon  payment schedule.  As of June 30, 2002, a total of
$247,556 was owed to the State of Utah and a total of $1,815,191 was owed to the
Internal Revenue Service.

         Sunborne Litigation

We (as successor to Circuit  Technology,  Inc.) were a defendant in an action in
El Paso  County,  Colorado  District  Court,  brought by  Sunborne  XII,  LLC, a
Colorado limited liability  company,  for alleged breach of a sublease agreement
involving  facilities  located in  Colorado.  Our  liability  in this action was
originally  estimated to range up to $2.5 million,  and we subsequently  filed a
counter suit in the same court against Sunborne in an amount exceeding  $500,000
for missing equipment.  Effective January 18, 2002, we entered into a settlement
agreement  with Sunborne  with respect to the  above-described  litigation.  The
settlement  agreement  required us to pay Sunborne the sum of $250,000.  Of this
amount,  $25,000 was paid upon  execution of the  agreement,  and the balance of
$225,000,  together with interest at 8% per annum, was payable by July 18, 2002.
As security for payment of the balance,  we executed and delivered to Sunborne a
Confession  of  Judgment  and also issued to  Sunborne  3,000,000  shares of our
common  stock,  to be  held  in  escrow  as  security  for  performance  of  our
obligations under the settlement agreement. We were also required, if 75% of the
balance  owing under the  agreement was not paid by May 18, 2002, to prepare and
file with the Securities & Exchange  Commission,  at our expense, a registration
statement  with  respect  to the  shares  that  were  escrowed.  The  settlement
agreement also  stipulated that if such  registration  was not completed by July
18, 2002 and the escrowed shares were not replaced with registered  free-trading
shares  pursuant  to the  terms  of  the  agreement,  Sunborne  could  file  the
Confession of Judgment and proceed with execution thereon.

Pursuant to a Termination of Sublease  Agreement  dated as of May 22, 2002 among
us, Sunborne and other parties,  the sublease  agreement that was the subject of
our  litigation  with  Sunborne was  terminated  and a payment of  approximately
$109,000  was  credited  against  the amount  owed by us to  Sunborne  under our
settlement agreement with them.

         As of August 18, 2002, we were in default of our obligations  under our
settlement  agreement with Sunborne,  i.e., the total payment due thereunder had
not been made, a registration  statement with respect to the escrowed shares was
not  filed,  and we  did  not  replace  the  escrowed  shares  with  registered,
free-trading shares as per the terms of the agreement.  Accordingly, Sunborne is
entitled to file the Confession of Judgment and proceed with execution  thereon.
We are currently negotiating with Sunborne in an attempt to settle our remaining
obligation under the settlement agreement.

         Osicom Settlement

On July 31, 2002, we entered into a Mutual Release and Settlement Agreement (the
"Osicom Agreement") with Osicom Technologies,  Inc and Entrada Networks, Inc. In
January 2001, we had filed a breach of contract  action against  Osicom,  one of
our customers,  seeking damages of $875,000 in respect of Osicom's  cancellation
of a portion of a  manufacturing  contract.  Pursuant to the terms of the Osicom
Agreement,  we have agreed to dismiss our claims  against  Osicom and Entrada in
consideration  for a series of six  payments by Entrada to us in  August-October
2002 that total $265,000. Of this amount, approximately $158,000 is allocated to
the purchase of  inventory  from us and the balance is allocated to amounts owed
to us by Osicom and/or Entrada

Item 2.      Changes in Securities

                  None.

Item 5.       Other Information

Effective July 15, 2002,  the Company's  common shares were approved for trading
on the National  Association of Securities  Dealers'  Over-the-Counter  Bulletin
Board.

Item 6.      Exhibits and Reports on Form 8-K

         (a) Reports on Form 8-K: The following reports on Form 8-K/A were filed
by us during the three-month period ended June 30, 2002:

          (i)  Form 8-K/A  filed  April 9, 2002 with  respect to a change in our
               certifying accountant;

          (ii) Form 8-K/A filed  April 26, 2002 with  respect to a change in our
               certifying accountant; and

          (iii)Form  8-K/A  filed May 15,  2002 with  respect to a change in our
               certifying accountant.


         (b)      Exhibits:

          10.1 Termination of Sublease  Agreement dated as of May 22, 2002 among
               Sunborne XII, LLC, CirTran Corporation et al.

          10.2 Mutual Release and Settlement Agreement dated July 31, 2002 among
               CirTran Corporation, Osicom Technologies, Inc., Entrada Networks,
               Inc. and Entrada Networks, A.J., Inc.

          99.1 Certification  Pursuant  to 18  U.S.C.  Section  1350 as  Adopted
               Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


<PAGE>


                                   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:   September 3, 2002                         By: /s/  Iehab J. Hawatmeh
                                                  Iehab J. Hawatmeh, President





<PAGE>