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

                                   FORM 10-QSB

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

                For the quarterly period ended November 30, 2001


                                   NELX, INC.
                                   ----------
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>
<S>                                      <C>                                   <C>
======================================== ===================================== =====================================
                KANSAS                                 0-21210                              84-092235
                ------                                 -------                              ---------
---------------------------------------- ------------------------------------- -------------------------------------
    (State or other jurisdiction of            (Commission File Number)         (IRS Employer Identification No.)
            incorporation)
======================================== ===================================== =====================================
</TABLE>


               300 Summers Street, Suite 970, Charleston WV 25301
               --------------------------------------------------
               (Address of principal executive offices) (Zip Code)


       Registrant's telephone number, including area code: (304) 343-8171
                                                           --------------



State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

                120,577,744 common shares as of January 11, 2002


<PAGE>

                         PART I -- FINANCIAL INFORMATION

ITEM 1.           FINANCIAL STATEMENTS

The following financial statements are included herein in response to Item 1:

                                                                          PAGE
                                                                          ----
      FINANCIAL STATEMENTS (UNAUDITED)
      ----------------------------------
      Consolidated Condensed Balance Sheet                                 F-1
      Consolidated Condensed Statement of Operations                       F-2
      Consolidated Condensed Statement of Cash Flows                       F-3
      Notes to Consolidated Condensed Financial Statements                 F-4













































                                       2
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
CONSOLIDATED CONDENSED BALANCE SHEET (UNAUDITED)
                                                                                     November 30, 2001     May 31, 2001
                                                                                     -----------------     ------------
<S>                                                                                  <C>                   <C>
ASSETS

CURRENT ASSETS

    Cash and cash equivalents                                                        $        42,896       $     771,886
    Receivables                                                                               49,090              42,857
    Prepaid and other                                                                         17,827              27,866
                                                                                     ----------------      --------------
      TOTAL CURRENT ASSETS                                                                   109,813             842,609
                                                                                     ----------------      --------------

INVESTMENT IN UNDEVELOPED MINERAL LEASE                                                      116,661             116,661
                                                                                     ----------------      --------------

FURNITURE AND EQUIPMENT,
    net of accumulated depreciation of $72,390 and $69,990, respectively                      13,556              12,745
                                                                                     ----------------      --------------


      TOTAL ASSETS                                                                   $     $ 240,030       $     972,015
                                                                                     ================      ==============


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
    Demand and short-term notes payable                                              $       281,086       $     474,463
    Current maturities of term notes payable                                                 207,548             243,476
    Accounts payable                                                                         196,897             163,522
    Accrued other expenses                                                                   143,476              27,850
    Other current liabilities                                                                 13,321              19,307
    Accrued income taxes                                                                      10,750              10,750
    Accrued interest payable                                                                   5,729              72,426
                                                                                     ----------------      --------------
      TOTAL CURRENT LIABILITIES                                                              858,807           1,011,794
                                                                                     ----------------      --------------

NOTES PAYABLE, LESS CURRENT MATURITIES                                                       183,714             331,524
                                                                                     ----------------      --------------

STOCKHOLDERS' EQUITY

    Common stock, $.0001 par value par value; 500 million shares
      authorized: 120,577,744 shares issued and outstanding                                   12,058              12,058
    Additional paid-in capital                                                             1,034,155           1,034,155
    Accumulated deficit                                                                   (1,848,704)         (1,417,516)
                                                                                     ----------------      --------------
      TOTAL STOCKHOLDERS' EQUITY                                                            (802,491)           (371,303)
                                                                                     ----------------      --------------

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                     $       240,030       $     972,015
                                                                                     ================      ==============
</TABLE>


                                                  See accompanying notes.

                                                            F-1

<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS (UNAUDITED)

                                                Three Months Ended November 30,       Six Months Ended November 30,
                                             ------------------------------------  ------------------------------------
                                                   2001               2000               2001               2000
                                             -----------------  -----------------  -----------------  -----------------
<S>                                          <C>                <C>                <C>                <C>
REVENUE                                      $        83,882    $        65,573    $       181,017    $       133,817
                                             ----------------   ----------------   ----------------   -----------------

EXPENSES
     General and administrative                      271,671             95,400            512,357            191,461
     Costs attributable to unconsummated
       acquisitions                                   53,823             98,329             96,706            148,614
     Interest                                         12,624             48,381             28,341             92,453
     Depreciation and amortization                     1,200                914              2,400              1,829
                                             ----------------   ----------------   ----------------   -----------------

      TOTAL EXPENSES                                 339,318            243,024            639,804            434,357
                                             ----------------   ----------------   ----------------   -----------------

OTHER INCOME                                             186                  -             27,600                  -
                                             ----------------   ----------------   ----------------   -----------------

                                             $      (255,250)   $      (177,451)   $      (431,187)   $      (300,540)
NET INCOME (LOSS)                            ================   ================   ================   =================


BASIC AND DILUTIVE NET INCOME (LOSS) PER SHARE:

 NET INCOME (LOSS) PER SHARE                 $             -    $             -    $            -     $             -
                                             ================   ================   ================   =================


 WEIGHTED AVERAGE SHARES OUTSTANDING             120,577,744         74,999,987       120,577,744          74,999,987
                                             ================   ================   ================   =================

</TABLE>
















                                                  See accompanying notes.

                                                            F-2
<PAGE>
<TABLE>
<CAPTION>
NELX, INC.
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (UNAUDITED)
                                                       Three Months Ended November 30,       Six Months Ended November 30,
                                                   -----------------------------------   -------------------------------------
                                                           2001               2000               2001                2000
                                                   -----------------  -----------------  -----------------   -----------------
<S>                                                <C>                <C>                <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES
    Net income (loss)                              $       (255,250)  $       (177,451)  $       (431,187)   $       (300,540)
    Adjustments to reconcile net income (loss) to
      net cash provided by operating activities
        Salary imputed to shareholder                             -             30,000                  -              60,000
        Depreciation and amortization                         1,200                914              2,400               1,829
        Cancellation of accounts payable
          per settlement agreement                                                                (24,255)
        Changes in operating assets and liabilities:
          Receivables                                        (4,569)            (5,521)            (6,233)              1,095
          Prepaid and other current assets                   (2,206)            (4,733)            10,040              (3,300)
          Accounts payable                                  (51,266)           (86,641)            57,630               1,659
          Accrued expenses and other liabilities             57,209            109,644             42,942             150,133
                                                   -----------------  -----------------  -----------------   -----------------
Net cash flows from (used) operating activities            (254,882)          (133,788)          (348,663)            (89,124)
                                                   -----------------  -----------------  -----------------   -----------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Purchase furniture and equipment                         (1,146)            (2,439)            (3,212)             (8,800)
                                                   -----------------  -----------------  -----------------   -----------------
      Net cash flows (used) investing activities             (1,146)            (2,439)            (3,212)             (8,800)
                                                   -----------------  -----------------  -----------------   -----------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Convertible note borrowings                                   -            100,000                  -             212,500
    Repayment of short-term borrowings                      (72,750)                 -           (507,376)                  -
    Advances from (to) shareholder, net                           -            (13,753)                 -            (217,511)
    Short-term borrowings                                   314,000             40,000            314,000              80,000
    Repayment of term notes payable                         (78,264)                 -           (183,739)             (5,063)
                                                   ----------------   ----------------   -----------------   -----------------

Net cash flows (used) from financing activities             162,986            126,247           (377,115)             69,926
                                                   ----------------   -----------------  -----------------   -----------------

NET INCREASE IN CASH                                        (93,042)            (9,980)          (728,990)            (27,998)

CASH AND EQUIVALENTS, BEGINNING OF PERIOD                   135,938              5,050            771,886              23,068
                                                   ----------------   -----------------  -----------------   -----------------

CASH AND EQUIVALENTS, END OF PERIOD                $         42,896   $         (4,930)  $         42,896    $         (4,930)
                                                   ================   =================  =================   =================


SUPPLEMENTAL DISCLOSURES:
    Interest paid                                  $         10,335   $         11,763   $         95,038    $         18,922
    Income taxes paid                                             -                  -                  -                   -

</TABLE>

                                                    See accompanying notes.

                                                              F-3
<PAGE>

NELX, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

Note A - Basis of Presentation

The accompanying  unaudited financial statements of NELX, Inc. (the "Company" or
"NELX")  were  prepared  in  accordance  with  generally   accepted   accounting
principles for interim  financial  information and Article 10 of Regulation S-X.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of management,  all adjustments  considered  necessary for a fair
presentation  of the  results of  operations  and  financial  condition  for the
periods presented have been included. Such adjustments are of a normal recurring
nature.  The results of  operations  for the three and six month  periods  ended
November 30, 2001, are not  necessarily  indicative of the results of operations
that can be  expected  for the fiscal  year  ending May 31,  2002.  For  further
information,  refer to the Company's audited financial  statements and footnotes
thereto  included in Item 7. of Form 10-KSB filed by NELX, Inc. on September 13,
2001.

The Condensed Consolidated Statements of Operations and Cash Flows for the three
and six month periods ended  November 30, 2000 have been restated to reflect the
May 29, 2001  reverse  acquisition  wherein  NELX is treated as the acquiree for
accounting  purposes,  even though it is the legal acquirer as further described
in Form 10-KSB.

Note B - Notes Payable

In the six month period ended November 30, 2001,  notes payable to an officer in
the  aggregate  amount of $516,001 were repaid in full.  During the  three-month
period ended November 30, 2001 short-term  demand borrowings (from an officer to
Jacobs & Company,  a wholly  owned  subsidiary)  amounted  to  $239,000 of which
$72,750  has been  repaid,  resulting  in an  unpaid  balance  of  $166,250.  An
additional  $75,000 was  borrowed by Jacobs & Company  from an  unrelated  third
party and is payable on demand.  Such notes have been  classified  as short-term
debt as of November 30, 2001.

Note C - Litigation

During 2000, the Company's subsidiary, FS Investments,  Inc. ("FSI"), negotiated
for the  acquisition  of a company  located in  Kentucky.  Prior to closing  the
transaction,  the sellers  refused to go forward with the  transaction.  FSI has
brought a cause of action in the United  States  District  Court for the Eastern
District of Kentucky for breach of contract seeking  damages.  The defendant has
filed a  counterclaim  against  FSI for fraud in the  inducement  and  negligent
misrepresentation, which FSI denies and intends to vigorously defend. This civil
action is presently in the final stages of  discovery.  Litigation is subject to
many  uncertainties and the outcome of this dispute cannot be predicted with any
certainty.

Note D - Reclassifications

Certain reclassifications have been made for consistent presentation.






                                       F-4

<PAGE>

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

RESULTS OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED NOVEMBER 30, 2001
------------------------------------------------------------------------

The Company  experienced a loss for the  three-month  period ended  November 30,
2001 in the amount of  $255,250  as  compared  with a loss of  $177,451  for the
corresponding  period ended  November  30, 2000,  and a loss of $175,937 for the
previous quarter ended August 31, 2001.  Although revenues for the corresponding
periods  reflect  solid  growth,  the  Company's  operating  expenses  have also
increased as the  infrastructure  to support  increased growth has been put into
place. In addition the Company has incurred certain other expenses  attributable
to a cause of action  initiated  by the Company  arising  from an  unconsummated
acquisition.

Revenues  for the  three-month  period  ended  November 30, 2001 were $83,882 as
compared  to $65,573 for the  corresponding  period  ended  November  30,  2000,
representing a 27.9% increase. This increase is comprised of a 20.4% increase in
revenues  attributable to the investment management segment and an over two-fold
increase  in  premiums  written  through  the surety  segment  of the  Company's
business,  at improved  gross  margins.  As compared  to the  previous  quarter,
revenues were down by  approximately  $13,250 (from $97,135)  resulting from the
seasonal nature of the surety  segment,  offset by an increase in the investment
management segment.

Quarterly  revenues from the investment  management segment were $77,962 for the
three-month period ended November 30, 2001 as compared with $64,758 for the same
period in the previous year, an increase of $13,204. As investment advisory fees
are based on the market value of assets under management,  some fluctuation will
occur  due to  overall  market  conditions.  For the most  part,  however,  such
revenues will remain relatively  constant from quarter to quarter with any large
fluctuations   being  attributable  to  the  growth  or  loss  of  assets  under
management.  For the preceding  three-month  period ended August 31, 2001,  such
revenues amounted to $72,604.

Quarterly  revenues  from the surety  segment  were  $5,920 for the  three-month
period  ended  November 30, 2001 versus $815 for the same period in the previous
year, an increase of $5,105,  as compared with $24,531 for the previous  quarter
ended  August  31,  2001.  Revenue  for this  segment  of the  business  is more
"seasonable"  from quarter to quarter,  due merely to the timing of the issuance
or renewal of bonds  placed by the Company.  Due to the nature of surety  bonds,
fluctuations  in revenue  for  comparable  periods  largely  reflect the overall
growth or loss of business.

Operating  expenses  for the  three-month  period  ended  November 30, 2001 were
$339,318 as compared with $243,024 for the comparable  period ended November 30,
2000, an increase of $96,294.  Such increase was  attributable to an increase in
general and  administrative  expense of $176,271 offset by decreases in interest
expense and costs attributable to an unconsummated acquisition.  The increase in
general and administrative expense can be attributed to several factors that are
discussed below.

In June 2001, the Jacobs & Company Mutual Fund (the "Fund") was launched. Jacobs
&  Company  ("Jacobs"),  a  wholly  owned  subsidiary  of  NELX,  is the  Fund's




                                       3
<PAGE>

investment  advisor.  The Fund was  launched to provide a vehicle for  capturing
investment  management  business  that, in years past has been referred to other
investment advisors due to account size not being large enough to provide proper
diversification.  While the Fund is responsible for its own operating  expenses,
Jacobs,  as the  advisor,  has  agreed  to limit  the  Fund's  aggregate  annual
operating  expenses  to 2.00%  of the  average  net  assets.  Incidental  to the
start-up of the Fund,  approximately  $20,971 of the Fund's  operating  expenses
were absorbed during the three-month  period ended November 30, 2001 as compared
with $25,711 for the previous three months. As the Fund grows in size (of assets
under management),  expenses (in excess of the 2% level) absorbed by Jacobs will
decrease  until such time as the Fund  reaches  sufficient  size to support  its
on-going operating costs. In contrast,  as the Fund grows in size, revenues from
investment  advisory  fees  will  increase.  For the  three-month  period  ended
November 30, 2001, investment advisory fees amounted to $17,228 as compared with
$4,643 for the previous  quarter.  In October 2001, the Fund reached  sufficient
levels  whereby the  investment  advisory  fees earned  exceeded the costs being
absorbed. Additionally, should the Fund's operating expense ratio fall below the
2.00%  level,  the costs  absorbed by the Company are  reimbursable  to it for a
period of up to seven years.

As compared  with the  corresponding  period of the previous  year,  the Company
incurred additional expense of approximately  $66,000 for the three-month period
ended November 30, 2001 attributable to accounting, legal and other transitional
expenses relating to its acquisition of Jacobs and FS Investments, Inc. ("FSI").
The  majority of this  increase is  attributable  to  additional  legal  expense
relating to assistance  with public  filings,  assistance  with  structuring  of
potential capital and financing arrangements, and other similar legal matters.

Increases  of  other  general  and  administrative  costs  are  attributable  to
increased  salaries,  benefits and related costs,  increased market research and
support services,  increased production costs in the nature of travel, marketing
and promotion, as well as a general increase in office costs attributable to the
increase in business.

As  compared  with the  previous  quarter,  general and  administrative  expense
increased by  approximately  $31,000,  from $240,686 for the three-month  period
ended August 31, 2001 to $271,671 for the three-month  period ended November 30,
2001.  This  increase is primarily  attributable  to  additional  legal  expense
incurred during the period.

Other  operating  expenses  include  costs  attributable  to a cause  of  action
initiated  by  the  Company  arising  from  the  unconsummated   acquisition  of
Van-American  Insurance  Company.  Expenses  for the  three-month  period  ended
November 30, 2001 include the on-going  costs of the legal action being  pursued
as contrasted with the corresponding  period of the previous year, which include
costs  attributable  to due diligence  efforts in  anticipation  of the targeted
acquisition.

Interest expense for the three-month  period ended November 30, 2001 was $12,624
as compared with $48,381 for the  corresponding  period ended November 30, 2000.
The decrease in interest  expense is  attributable to the  restructuring  of the
Company's short and long-term indebtedness in connection with its acquisition of
Jacobs and FSI.






                                       4
<PAGE>

RESULTS OF OPERATIONS FOR THE SIX MONTH PERIOD ENDED NOVEMBER 30, 2001
----------------------------------------------------------------------

For the six-month period ended November 30, 2001, the Company experienced a loss
of $431,187 as compared  with a loss of $300,540  for the  corresponding  period
ended November 30, 2000.  Revenues for the corresponding  periods reflect strong
growth,  although  overshadowed by the Company's necessary increase in operating
expense to provide the underlying  infrastructure  to support  continued  future
growth.

Revenues for the six-month  period ended November 30, 2001 were $181,017  versus
for $133,817 for the corresponding period ended November 30, 2000 representing a
35.3%  increase.  This  increase is  comprised  of a 19.3%  increase in revenues
attributable  to the  investment  management  segment  and an  almost  four-fold
increase in revenues attributable to the surety segment of the business.

Revenues from the investment  management segment were $150,566 for the six-month
period ended  November 30, 2001 as compared with $126,151 for the same period in
the previous year, an increase of $24,415. As investment advisory fees are based
on the market value of assets under management,  some fluctuation will occur due
to overall market  conditions.  For the most part,  however,  such revenues will
remain  relatively  constant  from period to period with any large  fluctuations
being attributable to the growth or loss of assets under management.

Revenues  from the surety  segment were $30,451 for the  six-month  period ended
November  30, 2001 as compared  with $7,666 for the same period in the  previous
year,  an increase of $22,785.  Revenue for this segment of the business is more
"seasonable" from period to period,  due merely to the timing of the issuance or
renewal  of bonds  placed by the  Company.  Due to the  nature of surety  bonds,
fluctuations  in revenue  for  comparable  periods  largely  reflect the overall
growth or loss of business.

Operating  expenses  for the  six-month  period  ended  November  30,  2001 were
$639,804 as compared with $434,357 for the comparable  period ended November 30,
2000, an increase of $205,447. Several significant factors have had an impact in
the make-up of operating  expense for the periods presented and are discussed as
follows.

The launch of the Jacobs & Company  Mutual  Fund in June of 2001  resulted in an
increase in operating  expenses  resulting  from Jacobs  having to reimburse the
Fund for fund operating  costs in excess of 2% of the Fund's average net assets.
Such costs  amounted  to  approximately  $46,700.  As the Fund grows in size (of
assets  under  management),  expenses  (in excess of the 2% level)  absorbed  by
Jacobs will decrease as the Fund reaches sufficient size to support its on-going
operating  costs.  In  contrast,  as the  Fund  grows  in  size,  revenues  from
investment  advisory  fees will  increase.  In October  2001,  the Fund  reached
sufficient  (asset) levels whereby the investment  advisory fees earned exceeded
the costs being  absorbed.  Additionally,  expense in excess of $10,000 has been
incurred in connection with the initial promotion, marketing and distribution of
the Fund.

As compared  with the  corresponding  period of the previous  year,  the Company
incurred  additional  expense of approximately  $96,500 for the six-month period
ended November 30, 2001 attributable to accounting, legal and other transitional
expenses  relating to its  acquisition of Jacobs and FSI. While certain of these
costs are of a routine  nature and are expected to be an on-going part of normal
business  operations,  other costs  (primarily legal costs) are less predictable
and tend to fluctuate based on needs and opportunities.

                                       5
<PAGE>

Increases  of  other  general  and  administrative  costs  are  attributable  to
increased  salaries,  benefits and related costs,  increased market research and
support services,  increased production costs in the nature of travel, marketing
and promotion, as well as a general increase in office costs attributable to the
increase in business.

Other  operating  expenses  include  costs  attributable  to a cause  of  action
initiated  by  the  Company  arising  from  the  unconsummated   acquisition  of
Van-American Insurance Company. Expenses for the six-month period ended November
30,  2001  include  the  on-going  costs of the legal  action  being  pursued as
contrasted  with the  corresponding  period of the previous year,  which include
costs  attributable  to due diligence  efforts in  anticipation  of the targeted
acquisition.

Interest expense for the six-month period ended November 30, 2001 was $28,341 as
compared with $92,453 for the corresponding  period ended November 30, 2000. The
decrease  in  interest  expense  is  attributable  to the  restructuring  of the
Company's short and long-term indebtedness in connection with its acquisition of
Jacobs and FSI.

Other  income of $27,600 for the  six-month  period  ended  November 30, 2001 is
comprised  of the  cancellation  of a trade  account  payable  in the  amount of
$24,255  pursuant to a settlement  agreement  first  reached in May 1998 but not
consummated until June 2001, and interest income in the amount of $3,345.

FUTURE DIRECTION OF COMPANY
---------------------------

The  Company  continues  to focus its  efforts on the  expansion  of the ongoing
business activities of FSI and Jacobs,  namely insurance (surety) and investment
management and advisory  services,  often directed to  participants in the coal,
oil, and gas industries.

Opportunities   for  increased   business  in  the  surety   markets   utilizing
collateralized  bonding  programs  remain very promising as  traditional  surety
programs continue to experience  significant problems.  Opportunities also exist
for the  generation  of income  from  consulting  services  in  relation  to the
Company's surety business.

Additionally,  recent  conditions  in the  financial  markets have resulted in a
renewed focus by individuals  and  institutions  on safety and  preservation  of
capital,  which are the  cornerstone  of the investment  strategies  employed by
Jacobs for its  clients.  In addition to growing the number of private  clients,
the  launch of the  Jacobs &  Company  Mutual  Fund  (which  mirrors  investment
strategies of Jacobs'  private client  account) holds much promise for capturing
additional  investment  management  business.   Additionally,  the  mutual  fund
provides an ideal vehicle for the collateralized surety bonding programs offered
by FSI through its subsidiary Triangle Surety Agency, Inc. Management  continues
to believe  this  segment of its  business  holds much  promise for growth as is
reflected in the growth in revenues discussed above.

ANALYSIS OF FINANCIAL CONDITION
-------------------------------

Management  remains  optimistic  with  respect  to the  growth of the  Company's
business  as  described  above,  but the rate of such  growth  is  difficult  to



                                       6
<PAGE>

predict.  As of November 30, 2001, a deficiency in working capital exists as the
Company's  current  liabilities  exceed  its  current  assets  by  approximately
$749,000.  Management  has met  operating  deficits  for the three  months ended
November 30 through short-term borrowings and will attempt to utilize other debt
and non-dilutive equity financing  alternatives to sustain  operations.  Whether
such  financing  will be  available  as  needed  and the  ultimate  form of such
financing is uncertain.

                           PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS.

                           None.


ITEM 2.           CHANGE IN SECURITIES

                           None

ITEM 3.           DEFAULTS UPON SENIOR SECURITIES

                           None

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                           None

ITEM 5.           OTHER INFORMATION

                           None

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K.

                  (a)      None

                  (b)      None























                                       7

<PAGE>


SIGNATURES

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

                                        NELX, Inc.
                                        (Registrant)

Dated:  January  14, 2002               By:/s/  John M. Jacobs
        -----------------               ----------------------------------------
                                           John M. Jacobs
                                           President and Director


Dated:  January 14, 2002                By:/s/  Robert L. Neal
        ----------------                ----------------------------------------
                                           Robert L. Neal
                                           Chief Financial Officer and Secretary









































                                       8