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

                                   Form 10-QSB

(Mark One)

       [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended  June 30, 2002
                                                --------------

       [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
            For the transition period from  ______________ to ___________


                        Commission File Number: 33-31067


                             BEECHPORT CAPITAL CORP.
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in it charter)

                    Colorado                             84-1137359
        ------------------------------              -------------------
       (State or other jurisdiction of                 (IRS Employer
        incorporation or organization)              Identification No.)

                       132 South Third Avenue, Oakdale, CA
                     --------------------------------------
                    (Address of principal executive offices)

                                 (209) 848-3900
                            -------------------------
                           (Issuer's telephone number)


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or such shorter
period that the issuer was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
                         Yes [X]    No [  ]


APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of June 30, 2002, the issuer had
19,749,913 shares of common stock, no par value, outstanding.

Transitional Small Business Disclosure Format (Check one):  Yes [ ]   No [X]



<PAGE>

                             Beechport Capital Corp.
                               30 June 2002 10-QSB


                                   INDEX


PART I - FINANCIAL INFORMATION                                    Page

Item 1.  Consolidated Financial Statements (Unaudited)

  Review Report of Independent Certified Public Accountant         3

  Consolidated Balance Sheets                                      4-5

  Consolidated Statements of Income and Comprehensive Income
    for the three months ended June 30, 2002 and 2001              6

  Consolidated Statements of Income and Comprehensive Income
    for the six months ended June 30, 2002 and 2001                7

  Consolidated Statements of Changes in Stockholders' Equity       8

  Consolidated Statements of Cash Flows for the six months
    ended June 30, 2002                                            9

  Notes to Consolidated Financial Statements                      10

Item 2.  Management's Discussion and Analysis of Financial
              Condition and Results of Operations                 19

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                        19

Item 2.  Changes in Securities                                    19

Item 3.  Defaults upon Senior Securities                          20

Item 4.  Submission of Matters to a Vote of Security Holders      20

Item 5.  Other Information                                        20

Item 6.  Exhibits and Reports on Form 8-K                         20


SIGNATURES                                                        21





                                   2

<PAGE>


PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


            REVIEW REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT



The Board of Directors
Beechport Capital Corp. and Consolidated Subsidiaries

We have reviewed the accompanying balance sheet of Beechport Capital Corp. and
Consolidated Subsidiaries as of June 30, 2002, and the related statements of
operations and cash flows for the three and six months then ended, in accordance
with Statements on Standards for Accounting and Review Services issued by the
American Institute of Certified Public Accountants. All information included in
these financial statements is the representation of the management of Beechport
Capital Corp. and Consolidated Subsidiaries.

A review of interim financial statements consists principally of inquiries of
Company personnel responsible for financial matters and analytical procedures
applied to financial data. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements in order for them to be in
conformity with generally accepted accounting principles.



/ s / Henry Schiffer,  C.P.A.
---------------------

Henry Schiffer, C.P.A.
Beverly Hills, California
August 1, 2002

                                       3

<PAGE>


                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS



                                                       JUNE 30      DECEMBER 31,
                                                        2002            2001
                                                    -----------     ------------
                                                    (Unaudited)

                                     ASSETS
   Current Assets
       Cash and cash equivalents                     $  169,083     $    4,253
       Accounts Receivable                              105,109         36,951
       Other                                             62,945         68,158
                                                    -----------     -----------
                   Total current assets                 337,137        109,362
   Fixed Assets
       Furniture and equipment net of                    17,759         11,959
           Depreciation of $3,998
       Equipment Recycling                               56,714              -
                                                    -----------     -----------
                   Total fixed assets                    74,473         11,959
   Other Assets
       License Fee                                       63,000         63,000
       Note Receivable                                        -              -
       Other-(Misc.)                                     18,050          7,565
                                                    -----------     -----------
                   Total other assets                    81,050         70,565

                   TOTAL ASSETS                      $  492,660     $  191,886
                                                     ==========     ===========







The accompanying notes are an integral part of the financial statements.

                                       4
<PAGE>


                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS, Continued


                                                       JUNE 30      DECEMBER 31,
                                                        2002            2001
                                                    -----------     ------------
                                                    (Unaudited)

                      LIABILITIES & STOCKHOLDERS' (DEFICIT)

   Current Liabilities
       Accounts Payable                              $  436,610     $  524,120
       Accrued Liabilities                              101,309        122,621
       Accrued Payroll                                   59,258
       Payroll Liabilities                               19,382              -
                                                    -----------     -----------
                   Total Current Liabilities            616,559        646,741
   Other Liabilities
       Note Payable G M A                             1,100,000      1,100,000
       Notes Payable                                    815,230        815,230
       Deferred Revenue                                 129,875        129,875
                                                    -----------     -----------
                   Total Other Liabilities            2,045,105      2,045,105
                   TOTAL LIABILITIES                  2,661,664      2,691,846
                                                    -----------     -----------

   Stockholders' (Deficit)
       Preferred Stock, no par value,                         -              -
         10,000,000 shares authorized
         none issued and outstanding
       Common Stock, no par value                       212,608        212,608
         750,000,000 shares authorized
         19,749,913 shares issued and
         outstanding at 6/30/02
       Paid In Capital                                3,056,064      1,090,460
       Deficit accumulated during
         development stage                           (3,802,823)    (3,803,028)
                                                    -----------     -----------
               Total Stockholders' Deficit           (1,634,853)    (2,499,960)

                TOTAL LIABILITIES & STOCKHOLDERS'
                      DEFICIT                        $  492,660     $  191,886
                                                     ==========     ===========







The accompanying notes are an integral part of the financial statements.

                                       5
<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENT OF INCOME
                            AND COMPREHENSIVE INCOME
                                   (Unaudited)

                                            3 MONTHS ENDED      3 MONTHS ENDED
                                                JUNE 30             JUNE 30
                                                 2002                2001
                                            --------------     ---------------
Revenues                                                 -                   -
        Total Income                                     -                   -
                                            --------------     ---------------
                                                         -                   -
Operating Expenses
    Consulting Fees                                765,441             359,989
    Payroll-wages and payroll tax                  142,265              55,928
    Italian Expenses                                38,650              55,612
    Professional Fees                               50,842              68,151
    Research and Development                        10,540                   -
    Travel and Entertainment                        20,422              20,287
    Engineering                                     25,000                   -
    Freight & Delivery                               3,903                   -
    Public Relations/Advertising                     4,770                   -
    Stock Commissions and Expenses                  69,976                   -
    Telephone/Communication                          6,503                   -
    Insurance                                         (305)              6,105
    Rent                                             2,700              12,826
    Allowance for doubtful account                       -             105,109
    Other-(Misc.)                                    1,254              29,661
    Repairs                                          3,022                   -
    Contract Labor                                   2,716
    Dues and Subscriptions                           5,781
    Office Supplies                                  6,792
    Equipment Lease                                  8,646
    Postage                                          3,866
    Trade Shows and printing                         3,995                   -
                                            --------------     ---------------
        Total Operating Expenses                 1,176,779             713,668
                                            --------------     ---------------

Other income (expense
    Depreciation expense                            (3,998)
    Interest Expense                               (48,073)            (43,038)
    Currency Conversion Net Loss                         -              (2,457)
    Interest income                                      -                 601
                                            --------------     ---------------

         Total Net Income (Loss)                (1,228,850)           (758,562)
                                            ==============     ===============


Shares outstanding fully diluted                19,749,913
Per share earnings (loss)                            (0.06)

The accompanying notes are an integral part of the financial statements.

                                       6
<PAGE>


                 BEECHPORT CAPITAL CORPORATION AND SUBSIDIARIES
                        CONSOLIDATED STATEMENT OF INCOME
                            AND COMPREHENSIVE INCOME, Continued
                                   (Unaudited)

                                            6 MONTHS ENDED      6 MONTHS ENDED
                                                JUNE 30              JUNE 30
                                                  2002                2001
                                            --------------     ---------------
Revenues                                                 -                   -
        Total Income                                     -                   -
                                            --------------     ---------------
                                                         -                   -
Operating Expenses
    Consulting Fees                                847,000             391,339
    Payroll                                        264,123             146,391
    Italian Expenses                                64,924             128,718
    Professional Fees                               92,903              71,258
    Research and Development                        11,540              60,000
    Travel and Entertainment                        46,089              45,220
    Engineering                                     27,175                   -
    Freight & Delivery                               9,586                   -
    Public Relations                                 4,770                   -
    Stock Commissions and Expenses                 144,831                   -
    Telephone                                       13,655                   -
    Insurance                                          (89)             15,706
    Rent                                             5,400              17,439
    Allowance for doubtful account                       -             105,109
    Other-(Misc.)                                    6,644              49,670
    Repairs                                          3,022                   -
    Contract Labor                                   2,716
    Dues and Subscriptions                           5,781
    Office Supplies                                  6,792
    Equipment Lease                                  8,646
    Postage                                          3,866
    Trade Shows and printing                         3,995                   -
                                            --------------     ---------------
        Total Operating Expenses                 1,573,369           1,030,850
                                            --------------     ---------------

Other income (expense
    Depreciation expense                            (3,998)
    Interest Expense                               (57,486)            (43,038)
    Currency Conversion Net Loss                         -              (2,973)
    Interest income                                      -                 601
                                            --------------     ---------------

         Total Net Income (Loss)                (1,634,853)         (1,076,260)
                                            ==============     ===============


Shares outstanding fully diluted                19,749,913
  Per share earnings (loss)                          (0.08)

The accompanying notes are an integral part of the financial statements.

                                       7
<PAGE>
<TABLE>
<CAPTION>
                       BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                         FOR THE PERIOD ENDED JUNE 30, 2002

                                           Common Stock            Additional
                                       ------------------------     Paid-In     Accumulated
                                         Shares        Amount       Capital       Deficit        Total
                                       ----------     --------     ----------   -----------    -----------
 <S>                                   <C>            <C>         <C>           <C>            <C>
 Balance at March 28, 2000              6,651,987     $      -    $             $              $         -
                                            1,000        1,000                                       1,000
                                           (1,000)                                                       -

 Net loss for the period ended
     December 31, 2000                                                           (1,209,661)    (1,209,661)
                                       ----------     --------    ----------    -----------    -----------

 Balance at December 31, 2000           6,651,987        1,000             -     (1,209,661)    (1,208,661)

 Reorganization  and                    3,348,013      190,688        13,600     (  245,520)    (   41,232)
    Recapitalization                                                                 41,232         41,232

 Common stock issued for services
     July, 2001                         1,992,000       19,920     1,051,220                     1,071,140
 Common stock issued for services
     September, 2001                      100,000        1,000        25,640                        26,640
 Net loss for the period ended
     December 31, 2001                                                           (2,389,079)    (2,389,079)

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

 Balance at December 31, 2001          12,092,000      212,608     1,090,460     (3,803,028)    (2,499,960)

 Regulation S Offering                  1,979,366            -       748,708                       748,708
                                           59,381
 Net loss for the period ended
     March 31, 2002 (Unaudited)                                                    (406,003)      (406,003)
                                       ----------     --------    ----------    -----------    -----------

 Balance March 31, 2002 (Unaudited)    14,730,747     $212,608    $1,839,168    $(4,209,031)   $(2,157,255)

 Regulation S Offering                  3,019,166                    451,896                       451,896

 Common stock issued for services
    May, 2002                           2,000,000            -       765,000                       765,000
 Adjustment prior period                                                                205            205
 Net loss for the period ended
    June 30, 2002 (Unaudited)                                                    (1,228,850     (1,228,850)
                                       ----------     --------    ----------    -----------    -----------

 Balance at June 30, 2002 (Unaudited)  19,749,913     $212,608    $3,056,064    $(5,437,676)   $(2,169,004)
                                       ==========     ========    ==========    ===========    ============
</TABLE>

The accompanying notes are an integral part of the financial statements.

                                 8
<PAGE>

<TABLE>
<CAPTION>
                     BEECHPORT CAPITAL CORP AND SUBSIDIARIES
                             STATEMENT OF CASH FLOWS
                                   (Unaudited)

                                                                  6 MONTHS ENDED
                                                          ----------------------------
                                                              JUNE             JUNE
                                                              2002             2001
                                                          -----------      ----------
<S>                                                       <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net Income (Loss)                                     ($1,634,853)     ($1,076,260)
        Adjustments to reconcile net income                         -
        (loss) to net cash (used in)                          (57,566)
        provided by operating activities:                      (8,645)
        Increase in accounts payable, accrued                 (19,147)         241,670
        expenses and other
        Increase in deferred revenue                                             18658
        Increase in prepaid assets                                               32192
        Increase in other assets                                    0
                                                          -----------      -----------
    Net cash (used in) provided by operating activities    (1,720,211)        (783,740)

CASH FLOWS FROM INVESTING ACTIVITIES
    Net cash used in investing activities                     (80,563)         157,140
                                                          -----------      -----------

CASH FLOWS FROM FINANCING ACTIVITIES
        Proceeds from notes payable                                            371,754
        Issuance of common stock
        Capital raised                                      1,965,604                -
        Note payable GMA                                                             -
                                                          -----------      -----------

    Net cash (used in) provided by financing activities     1,965,604          371,754

    Net increase in cash                                      164,830

    Net decrease in cash                                                      (254,846)

    Cash, beginning of period                                   4,253          284,077
                                                          -----------      -----------

    Cash, end of period                                   $   169,083      $    29,231
                                                          ===========      ===========

    Interest paid                                         $    57,486      $    43,038
                                                          ===========      ===========
</TABLE>



The accompanying notes are an integral part of the financial statements.

                                       9
<PAGE>


                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

     (a)  General
          -------

Beechport Capital Corp. (the "Company") was organized as a Colorado  corporation
on January 24, 1989, in order to evaluate,  structure and complete a merger with
or acquisition of, prospects  consisting of private  companies,  partnerships or
sole proprietorships.

The Company's subsidiaries are ITEC International  Technologies,  Inc. ("Itec"),
incorporated  under the laws of the  State of  Delaware  on March  28,  2000 and
Environmental  Recycling Service of America,  Inc. ("ERSA"),  incorporated under
the laws of the State of  California  on March 6, 2002.  ITEC was formed for the
purpose of  acquiring  certain  patented  technology  and the  development  of a
worldwide market for its usage. ERSA will process and recycle plastic containers
using the ECO2 system developed and sold by ITEC.

The  Company's  business  plan is to attempt to build on the  foundation  of the
patented  technology and proprietary  equipment and to form strategic  alliances
and a  management  team to become a worldwide  supplier of oil and  agricultural
chemical  container  recycling  equipment  and related  systems.  The  Company's
initial  marketing  of the  technology  will be  concentrated  in  Italy  but is
intending to market in the future in the United States and other countries.  The
Company has elected to use a stage  development  company since planned principal
operations have not yet commenced.

     (b)  Basis of Presentation
          ---------------------

The accompanying unaudited interim financial statements of the Company have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States for interim financial information.

Accordingly,  they do not include all of the  information  and notes required by
accounting  principles  generally  accepted  in the United  States for  complete
financial  statements.   The  accompanying   financial  statements  reflect  all
adjustments (consisting of normal recurring accruals), which are, in the opinion
of management,  considered  necessary for a fair presentation of the results for
the interim periods presented.  Operating results for the quarter ended June 30,
2002 are not necessarily  indicative of the results that may be expected for the
fiscal year ending December 31, 2002. These financial  statements should be read
in conjunction with the audited financial  statements  included in the Company's
amended Annual Report on Form 10-KSB/A for the year ended December 31, 2001.


                                       10
<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES, Continued

     (c)  Per Share Information
          ---------------------

Per share  information is determined using the weighted average number of shares
outstanding.

     (d)  Furniture and Equipment
          -----------------------

Furniture  and  equipment   will  be  carried  at  cost,   net  of   accumulated
depreciation.  Depreciation  will be computed using  straight-line  methods over
estimated useful lives of the assets ranging from five to seven years.

     (e)  Revenue and Expense Recognition
          -------------------------------

As of June 30, 2002, the Company had no earned  revenue.  The Company intends to
recognize revenues from sales of equipment upon delivery.

The  Company  intends  to  contract  with  others for the  manufacturing  of the
equipment.  General and administrative expenses and the costs of advertising are
expensed as incurred.

     (f)  Concentrations
          --------------

Financial  instruments that potentially subject the company to concentrations of
credit  risk  consist   principally  of  temporary  cash  investments  and  cash
equivalents and trade accounts receivables. At June 30, 2002, the Company had no
amounts of cash or cash equivalents in U.S, financial  institutions in excess of
amounts insured by agencies of the U.S. Government. At June 30, 2002 the Company
had  no  trade  receivables.  Initial  trade  receivables  are  expected  to  be
principally from customers in Italy. Since initial anticipated customers will be
from one geographic  location, a concentration of credit risk could exist due to
potential  changes in  economic  activity  in that area.  The  Company  does not
require collateral for its trade accounts receivables.

     (g)  Cash Equivalents
          ----------------

The Company considers all short-term investments in securities that mature in 90
days or less to be cash equivalents

                                       11

<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 1 - DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES, Continued

     (h)  Allowance for Doubtful Accounts
          -------------------------------

Based on  collection  experience  of the  Company,  no  allowance  for  doubtful
accounts has been provided.  Historically the Company has never had any material
amounts of  uncollectible  accounts.  Provision for doubtful account at June 30,
2002  is  for  a  receivable  from  an  officer   stockholder  without  adequate
collateral.

     (i)  Use of Estimates in the Preparation of Financial Statements
          -----------------------------------------------------------

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of revenue and expenses during the reporting period. Actual
results could differ from those estimates.

     (j)  Geographic Area of Operations
          -----------------------------

The Company operates its business principally in Italy. The potential for severe
financial impact can result from negative effects of economic  conditions within
the markets or geographic areas.  Since the Company's business is principally in
one area,  this  concentration  of operations  results in an associated risk and
uncertainty.


NOTE 2 -  BASIS OF PRESENTATION - GOING CONCERN

The  accompanying  financial  statements  have been prepared in conformity  with
generally accepted accounting principles, which contemplates continuation of the
Company as a going concern.  However,  the Company has suffered recurring losses
from operations and has a net capital  deficiency that raises  substantial doubt
about the  Company's  ability to  continue  as a going  concern.  Management  is
attempting to raise additional capital.

In view of these matters,  continuing,  as a going concern is dependent upon the
Company's ability to meet its financing requirements,  raise additional capital,
and the success of its future operations or completion of a successful  business
combination.  Management believes that actions planned and presently being taken
to raise  additional  capital  to provide  the  opportunity  for the  Company to
continue as a going concern.

                                       12
<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 3 - COMMON STOCK

The Articles of  Incorporation of ITEC authorize of a maximum of 1,000 shares of
no par value common  stock.  At December 31, 2001,  1,000 shares of common stock
were issued and outstanding.

On April 1, 2001,  Itec  entered  into  stock  subscription  agreements  for the
issuance of 1,000 shares at $1.00 per share.

On May 4, 2001 the Company entered into a share exchange  agreement with Itec to
acquire  all the  issued  and  outstanding  shares  of  common  stock of Itec in
exchange for  6,651,987  shares of the  Company's  common  stock.  This business
combination  resulted in the shareholders of ITEC owning  approximately 66.5% of
the issued and  outstanding  shares of the  Company's  common stock  (10,000,000
shares were  outstanding  upon completion of the  transaction),  and the Company
holding 100% of the issued and outstanding shares of ITEC's common stock.

On May 28, 2001,  the Company  adopted the Beechport  Capital  Corp.  2001 Stock
Plan,  which  covers the  issuance of up to  1,000,000  shares of common  stock,
either  directly  or pursuant to  options,  to  eligible  employees,  directors,
officers, consultants and advisors of the Company. The purpose of the plan is to
promote the best interest of the remuneration to selected eligible participants.
On June 7, 2001,  the Company filed a  registration  statement on Form S-8 (File
No. 333-62520) to register the shares covered under the Plan.

In June and  September  of 2001  the  Board  authorized  the  issuance  of up to
2,100,000  shares  under S-8 filings for  services  performed  for the  Company.
1,992,000  shares were issued in early July. The Company's  stock was trading in
the range of $0.50 to $0.90  with a  five-day  average  of $0.72 pr  share.  The
discount allowed was set at 25% resulting in a valuation of $0.54 per share. One
hundred  thousand shares were issued in late September.  The Company's stock was
trading  in the  range of $0.28 to $0.43  with a  five-day  average  of $0.36 pr
share. The discount allowed was set at 25% resulting in a valuation of $0.27 per
share.

On July 3, 2001 the Company's Board of Directors  approved the Company  entering
into  loan/investment  agreements with various  Italian  investors not to exceed
$875,000. The Board also authorized the payment of a 10% commission on the funds
raised by the loan/investment  agreements. The term of the loans as agreed to by
the Board would be three years. Interest would be payable monthly with the total
principal due in three years.  The investors would have the right to participate
in  future  issuances  of common  stock on a pro rata  basis,  except  that this
provision shall not apply prior to a business  combination  transaction in which
the common stock of Itec would become publicly traded, or if Itec consummates an
initial public offering.

                                       13
<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 3 - COMMON STOCK, Continued

On July 15,  2000,  the Board also  authorized  the issuance of up to 15% of the
Company's common stock to the various Italian investors.

In lieu of the Company entering into loan/investment agreements described above,
a revised  agreement  between the Company's  President and the Italian investors
was used which allowed participants in the Italian GPDP Program to make loans at
a rate  of  $5,500  per  share  of  ITEC  common  stock.  Funds  thus  generated
(approximately  $443,500)  are to be repaid when ITEC becomes a public  company.
Upon  repayment  of  the  advances,  the  investors  would  retain  their  stock
ownership.  To comply with various Italian regulations,  the Company's President
personally issued shares of the Company's common stock to the Italian investors.
The  funds  advanced  from the  investors  were  deposited  in  accounts  in the
Company's President's name and the advances were to the Company's President. Due
to the substance of the transaction  over its form, the  transactions  have been
shown as ITEC  transactions  with cash balances and advances payable recorded on
the Company's  financial  statements.  ITEC's President has represented that the
funds received are assets of ITEC and ITEC has assumed the related obligations.


NOTE 4 - NOTES PAYABLE

The Company entered into an agreement with Glenwood Marketing Associates,  Inc.,
(GMA)  effective  April 25, 2000  whereby GMA agreed to lend  $1,100,000  to the
Company.  From the $1,100,000 loan the Company agreed to pay $200,000 of capital
formation fees to GMA.

The loan  bears  interest  at 10% per annum  payable in  monthly  interest  only
payments  for the  36-month  term of the loan.  The Company  agreed to amend its
articles  of  incorporation  so as to allow the  issuance  of a  preemptive  and
preferential  right to purchase shares  pursuant to Board of Director  approval.
The Company agreed to promulgate a Board  resolution to convey to GMA 20% of the
Company's issued and outstanding  common stock and further that Board shall vest
GMA with preferential  rights to acquire  additional  shares, at no cost to GMA,
when  additional  shares are  issued,  so as to maintain  GMA's stock  ownership
position at 20% of the issued and outstanding common stock. GMA's interest shall
be  non-diluted,  except that this  provision  shall not apply if the  Company's
common stock becomes publicly traded.

The Company agreed,  pursuant to this agreement,  to pay GMA a $20,000 per month
consulting  fee for 24  months,  to  allow  GMA to  appoint  one  member  of the
Company's  Board and to grant GMA a first  right of  refusal  on  leasing of all
machines  built by the  manufacturer  of the  equipment  related to the  license
agreement.

                                       14
<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 4 - NOTES PAYABLE, Continued


According to the terms of the agreement, the Company will become publicly traded
within  twelve  months of the loan  agreement at which time all the officers and
directors  of the  Company  will  agree to a two year  lock up of their  Company
stock,  GMA agreed to convert the debt to preferred  stock upon ITEC  becoming a
public  company.  The preferred  stock will contain  provisions  for  redemption
suitable  to both  parties.  The  Company  also  agreed that at least two of the
Company's Board members would approve  verbally any Company  expenditure of more
than $5,000.

The Company has also conveyed a covenant, so long as GMA acts in accordance with
the terms of the  agreement,  to hold GMA harmless  from any and all claims that
may accrue  and to  indemnify  and hold GMA  harmless  from any and all  losses,
claims,  liabilities and expenses,  including reasonable costs of investigation,
counsel  fees and  disbursements,  which may be imposed  upon or incurred by GMA
with the conduct of its own business with the Company.


NOTE 5 - LEASES

Effective  November 1, 2000 the Company  entered into a sub-lease  agreement for
office  facilities in Ohio. The Company is no longer using this office facility.
Under the terms of the sub-lease,  the Company  agreed to pay monthly  sub-lease
payments  of  approximately  $2,300  for the first 22 months  and  approximately
$2,430 per month for the remaining 24 months of the sub-lease term.

Effective  April 2001 the  Company  entered  into a lease  agreement  for office
facilities in  California.  Under terms of the lease,  the Company agreed to pay
monthly lease payments of $900 for 36 months.

Future minimum rentals under this operating sub-lease are as follows:

                    Year Ending December 31,
                            2002                       $      5,400
                            2003                             10,800
                            2004                              3,600
                                                       ------------
                            Total                      $     19,800
                                                       ============

                                       15
<PAGE>
                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 6 - TECHNOLOGY LICENSE

Effective  June 30, 2000,  the Company  entered into a five-year  patent license
agreement with Honeywell  International,  Inc.  (Honeywell)  whereby the Company
obtained a  non-exclusive,  nontransferable  worldwide  license to practice  the
methods  and to  make,  use,  and  sell,  the  products  and/or  covered  by the
proprietary  rights  limited to the field of use of  separating  and  recovering
motor  oil from  high  density  polyethylene  plastic.  Under  the  terms of the
agreement the Company agreed to pay a $50,000 non-refundable initial license fee
and an additional  minimum annual royalty  commencing upon delivery of the first
equipment  to an ITEC  customer,  of the  greater  of $50,000 or 5% of the gross
sales of all products  sold and services sold in the United States and 3% of the
products or services sold in countries other than the United States. The initial
license fee of $50,000 is not  creditable  toward the minimum annual royalty and
was payable in three equal installments. The first was due upon the execution of
the contract,  the second on December 1, 2001 and the third on April 1, 2001. At
June 30, 2002, $33,333 was accrued as a liability.

On April 25, 2001, Honeywell revised the payment schedule to reflect the updated
delivery  schedule so that the previous  December 1, 2001 payment is now due May
30, 2001 and the final payment due September 30, 2001.  As of June 30, 2002, the
$16,667  paid and the  additional  $33,333  accrued have been  accounted  for as
prepaid  expenses based upon the revised  agreement  whereby these amounts apply
only  upon  shipment  of the  first  equipment  systems.  The  amounts  are  not
refundable   and  will  be  expensed  upon  shipment.   This   agreement   shall
automatically renew for additional one-year periods after the end of the initial
five-year  term unless  written notice is given by either party of its intent to
terminate the agreement.  Honeywell may terminate this agreement in the event of
bankruptcy  or  insolvency  of the  Company,  an  assignment  for the benefit of
creditors of the Company,  the nationalization of the industry which encompasses
any  products or services,  any  suspension  of payments  under the terms of the
agreement  by  government   regulation,   the  Company's   failure  to  commence
manufacture of the agreement,  a substantial  change in ownership of the Company
(whether  resulting  from  merger,  acquisition,  consolidation  or  otherwise),
another company or person acquiring control of the Company,  or the existence of
a state of war between the United States and any country where the Company has a
license to manufacture products of services. In addition, if either party to the
agreement  defaults for any reason in any of the obligations  under the terms of
the agreement, the other party will have the right to terminate the agreement by
giving at least 60 days written notice.



                                       16
<PAGE>

                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 6 - TECHNOLOGY LICENSE, Continued

There are no rights to  sub-license  granted under the terms of this  agreement.
The Company has agreed to invest in the commercial development of the technology
and market for the product by committing resources at minimum in accordance with
various requirements as set forth in the commercialization  plan provided by the
Company for consideration to Honeywell when the Company applied for the license.
The terms of the agreement  require the Company to observe all applicable United
States and foreign  laws,  regulations,  rules,  and decrees with respect to the
transfer  of the  proprietary  rights  and  related  technical  data to  foreign
countries  and failure to conform to such laws,  regulations,  rules and decrees
may result in criminal liability.

The $50,000 license fee is recorded as a prepaid expense and will be recorded as
an intangible asset when production  begins.  The intangible asset cost is being
amortized  over  the  five-year  initial  term  of the  license  agreement  on a
straight-line  basis.  Management's  policy with respect to  long-lived  assets,
including  intangible assets, is to periodically review the carrying amounts, at
least  annually,  to determine if there is any impairment in the carrying value.
As of June 30, 2002,  management  believes  that there is no  impairment  in the
carrying value of any of its long-lived assets.

The Company also agreed to pay Honeywell a $26,000 fee for engineering  services
and  consultation  related to the development of the technology.  As of June 30,
2002  $13,000 had been paid with the  remainder  to be billed when  services are
performed.

NOTE 7 -  EXCLUSIVE SUPPLY CONTRACT

On August 30,  2000 the  Company  entered  into an  exclusive  five-year  supply
contract  with  Fedegari  Autoclavi  S.P.A.  (Fedegari),  an  Italian  equipment
manufacturer.  Under the terms of the agreement, the Company and Fedegari agreed
that Fedegari would be the exclusive supplier of the equipment used to implement
the  technology  licensed  from  Honeywell  and  that the  Company  would be the
exclusive  buyer of this equipment  supplied by Fedegari.  The Company agreed to
pay Fedegari a $50,000  design fee, of which $25,000 was paid as of December 31,
2000 with the remaining  $25,000  payable upon  completion of the prototype.  In
addition,  the  Company  has agreed to pay  Fedegari  $150,000  for the  initial
prototype  model of the  equipment.  As of June 30, 2002, the prototype  had not
been completed but the company has advanced $60,000 of the $150,000.  Therefore,
no liability has been provided for in the accompanying  financial statements.  A
material commitment exists with respect to this matter.

                                       17
<PAGE>
                    BEECHPORT CAPITAL CORP. AND SUBSIDIARIES
                          (A Development-Stage Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 7 - EXCLUSIVE SUPPLY CONTRACT, Continued

Future prices of the equipment, according to the terms of the contract, shall be
agreed upon by the parties  each year during the delivery  schedule  preparation
process,  with all future increases or decreases mutually agreed upon based upon
market factors,  such as equipment and material  costs,  competition and related
matters.   The  exclusive   provisions   are  subject  to  various   performance
requirements.  According to contract,  the five-year  term will be  subsequently
renewed for  successive  periods as  mutually  agreed by the  parties,  unless a
request of  termination  is sent by one party to the other not less than  twelve
months  prior to the current  expiration  date.  If the Company  terminates  the
contract  without  twelve  months  prior  notice and it decides  not to continue
marketing the technology  system, the Company agreed to allow Fedegari the right
to take over the rights to manufacture and sell the system independently.

Since the  Honeywell  license  is  non-transferable  this  provision  may not be
binding and may be a misrepresentation in the contract. Contingencies exist with
respect to this matter,  the ultimate  resolution  of which cannot  presently be
determined.

According to the terms of the  contract,  the contract  shall be governed by the
laws of Switzerland, without reference to principals of conflict of laws, except
that the United  Nations  Convention  or  Contracts  for Sale of Goods shall not
apply.  Both parties have agreed that the exclusive  jurisdiction over any legal
action  arising out of or in connection  with the contract shall only be brought
in International Court in Geneva, Switzerland.


NOTE 8 -  RECEIVABLE RELATED PARTY

On July 5, 2001 the Company's  Board of Directors  approved and  authorized  the
Company  to  make a loan of  $250,000  to the  Company's  President.  The  loan,
according to the minutes of the Board  meeting,  is interest  only for ten years
with the total  principal due at the end of ten years.  Interest has been waived
in the years ended  December 31, 2000 and 2001 by the board of directors.  As of
June 30, 2002,  $236,973 was advanced on the loan.  On April 5, 2001 the company
advanced  Intermode  (an Italian  company)  $36,951 in  connection  with product
development.


NOTE 9 - AGREEMENT

The Company has  entered  into an  agreement  with Cesmet  Laboratories  SRL, an
Italian  company for a cooperative  effort in development of the General Plastic
Development Program (GPDP) and the oversight of ITEC's Italian  operations.  The
fees for this agreement are on a time and expense basis billed monthly.


NOTE 10 - SUBSIDIARY

On April 11, 2001, ITEC formed a wholly owned  subsidiary and incorporated it as
a Delaware corporation known as EC02 Environmental Systems. The only activity to
date was the registration of a trademark for EC02.

                                       18
<PAGE>

Item 2.   Management's Discussion and Analysis or Plan of Operation

The Company's  plans for the next twelve  months are  two-fold.  The first is to
continue  marketing and selling the ECO2 cleaning system through its subsidiary,
Itec International Technologies,  Inc. The second is opening a plastic recycling
plant  in  Stanislaus  County,  California  by  its  subsidiary,   Environmental
Recycling Services of America, Inc. ("ERSA").

As of August  1,  2002 the  Company  does not have  sufficient  cash or lines of
credit for the next twelve months but is in the process of raising funds through
a second  round of a  Regulation  S offering.  The first round was  completed in
early June and the second round is expected to be  completed  by late  September
2002. Through this offering the Company expects to have sufficient cash or lines
of credit to satisfy its needs for the twelve months ending July 31, 2003.

Manufacture  and delivery of ECO2 systems  continue on schedule and are expected
to meet Company goals.

The Company, through its ERSA  subsidiary, has purchased or leased all equipment
necessary for the plastic  recycling plant in California and with the opening of
this plant the Company is expected to increase its employee base  significantly.
The  Company is also  entering  into a  long-term  lease of a building  for this
project.

                                     PART II

Item 1.   Legal Proceedings  (None)


Item 2.   Changes in Securities and Use of Proceeds

RECENT  SALES OF  UNREGISTERED  SECURITIES.  Pursuant  to a  Regulation  S Stock
Purchase  Agreement  dated  December  20,  2001 (the  "Agreement"),  between the
Company and Starz Investments Limited, a Belize  International  Business company
("Starz"),  the Company  agreed to sell and Starz agreed to use its best efforts
to purchase up to 5,000,000  shares of the Company's common stock, at a purchase
price equal to 35% of the bid price of the Company's shares as quoted on the OTC
Bulletin Board for the five consecutive  trading days immediately  preceding the
date of a purchase  order  received by the Company.  As of June 30, 2002 foreign
designees of Starz had  purchased  an  aggregate  of 4,998,532  shares under the
Agreement  and the Company had received net proceeds of  $1,191,134  or $.24 per
share.  Under the terms of the  Agreement,  Starz has the right to  require  the
Company to include the shares in any registration  statement under the Act filed
by the  Company  after a period  of one year from the date of  purchase  of such
shares.  All costs in connection  with such  registration  are to be paid by the
Company.  The Company claims the exemption from registration of this transaction
afforded by Regulation S under the Act in that all sales of the shares were made
in "off-shore  transactions" to persons who are not U.S.  persons.  No "directed
selling  efforts"  were engaged in by either the Company or Starz and Starz made
other  representations  and entered into other  agreements  consistent  with the
provisions of Regulation S.

                                       19
<PAGE>

In May 2002 the Board  authorized  the issuance of up to 2,000,000  shares to be
registered on Form S-8 for services performed for the Company.  2,000,000 shares
were issued in early May 2002 and  registration on Form S-8. The Company's stock
was trading in the range of $0.34 to $0.55 with a five-day  average of $0.45 per
share. The discount allowed was set at 15% resulting in a valuation of $0.38 per
share.



Item 3.   Defaults Upon Senior Securities     (None)


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


Item 5.   Other Information

The Company formed  Environmental  Recycling  Service of America,  Inc. ("ERSA")
under the laws of the State of  California  on March 6, 2002.  ERSA will process
and recycle plastic  containers  using the ECO2 system developed and sold by the
Company.


Item 6.   Exhibits and Reports on Form 8-K

     (a)  Exhibits

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

          99.2      Certification of the Chief Financial Officer Pursuant to
                    18 U.S.C. Section 1350, as Adopted Pursuant to Section
                    906 of the Sarbanes-Oxley Act of 2002

      (b) Reports on Form 8-K  (None)


                                       20
<PAGE>







                                   SIGNATURES

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


Dated:  August 12, 2002          BEECHPORT CAPITAL CORP.
                                     (Registrant)


                                 BY  /s/ Gary M. De Laurentiis
                                     -------------------------
                                     Gary M. De Laurentiis
                                     Chief Executive Officer


                                 BY  /s/ Michael Hofmann
                                     -------------------------
                                     Michael Hofmann
                                     Chief Financial Officer

                                       21