U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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 0-12122
                       -------

                                 WINCROFT, INC.
--------------------------------------------------------------------------------
       (Exact Name of Small Business Issuer as Specified in Its Charter)

           Colorado                                         84-0601802
-------------------------------                  -------------------------------
(State or Other Jurisdiction of                        (I.R.S. Employer
 Incorporation or Organization)                         Identification No.)


                18170 Hillcrest, Suite 100, Dallas, Texas 75252
--------------------------------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (972) 612 1400
--------------------------------------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


--------------------------------------------------------------------------------
              (Former Name, Former Address and Former Fiscal Year,
                          if Changed Since Last Report)

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 for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for past 90 days.  [x] Yes  [x] No

APPLICABLE  ONLY TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING  THE
PRECEDING FIVE YEARS

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13, or 15 (d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. [x] 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: 5,140,100 common stock, no par value.

<PAGE>

                                 WINCROFT, INC.
                                 and subsidiary

                                      INDEX


                                                                        Page No.
                                                                        --------

Part I - FINANCIAL INFORMATION:

Item 1. Condensed Balance Sheets                                           3

        Condensed Statements of Operations                                 4

        Condensed Statements of Cash Flows                                 5

        Notes to Condensed Financial Statements (unaudited)                7

Item 2. Management's Discussion and Analysis of Financial
        Condition and Results of Operations                                7

Part II - OTHER INFORMATION                                                8







                                       2
<PAGE>

                         WINCROFT, INC. and subsidiary

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

                                 BALANCE SHEET

                                     ASSETS

                                                            June 30, 2002
                                                            -------------

Current Assets:
  Cash                                                       $       150



Total Assets                                                 $       150

                      LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
  Accounts payable                                           $     5,050

TOTAL LIABILITIES                                            $     5,050

Stockholders' Equity (Deficit):
  Common stock no par value,
    75,000,000 shares authorized; 5,140,100 shares
    issued and outstanding at June 30, 2002 and
    March 31, 2002,  respectively                                 10,280
  Preferred Stock 25,000,000 authorized $.01 par value
    None issued
  Additional  paid in  capital                                 1,168,152
  Retained Earnings (Deficit)                                 (1,182,199)
  Less treasury stock, 7,496,223 shares at cost                   (1,133)
                                                                  (4,900)

                                                             $       150




             See accompanying notes to these financial statements.

                                       3
<PAGE>

                         WINCROFT, INC. and subsidiary
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (UNAUDITED)


                                         Three Months Ended
                                              June 30,
                                         2002          2001
                                      ----------    ----------

Sales                                 $     --      $     --

Cost of Sales                               --            --

Gross Profit                                --            --

Operating Expenses:
  Administrative expenses                   --            --


    Total Operating Expenses                --            --

Write off of uncollectible loans to
  former subsidiary                         --            --

Write off of leasehold                      --            --

Write off of computer equipment             --            --

Write off of other equipment                --            --

Net Income (Loss)                     $     --      $     --

Net Income (Loss) per share*          $     --      $     --

Weighted Average Number of
  Shares outstanding                   5,140,100     5,140,100


*less than (.01) per share



             See accompanying notes to these financial statements.

                                       4
<PAGE>

                         WINCROFT, INC. and subsidiary
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)


                                                         Three Months Ended
                                                              June 30,
                                                         2002          2001
                                                      ----------    ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                                   $     --      $     --
  Adjustments to reconcile net income (loss)
    to net cash from operating activities:
  Non cash transactions                                     --            --
  Net cash used by operating activities                     --            --

CASH FLOW FROM INVESTING ACTIVITIES:
  Net cash used by investing activities                     --            --

CASH FLOW FROM FINANCING ACTIVITIES:
  Net cash provided (used) by financing activities          --            --

NET INCREASE (DECREASE) IN CASH                             --            --

CASH AT BEGINNING OF PERIOD                                  150          150

CASH AT END OF PERIOD                                 $      150    $     150

SUPPLEMENTAL INFORMATION:
  Cash paid for interest                              $     --      $     --



             See accompanying notes to these financial statements.

                                       5
<PAGE>

                         WINCROFT, INC. and subsidiary
                         SCHEDULE OF NONCASH ACTIVITIES
                                  (UNAUDITED)
                                 (IN THOUSANDS)

                                                          Three Months Ended
                                                                June 30,
                                                            2002      2001
                                                          --------  --------


During the period, the Company wrote off the following:
  Uncollectible loans to former subsidiary                    --        --
  Leasehold improvements                                      --        --
  Computer equipment                                          --        --
  Other equipment                                             --        --










                                       6
<PAGE>

                         WINCROFT, INC. and subsidiary
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  (UNAUDITED)



Financial Statements
--------------------

The accompanying unaudited financial statements have been prepared in accordance
with the  instructions  to Form 10-QSB and 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  (consisting of normal  recurring
accruals) considered necessary for a fair presentation have been included. These
statements should be read in conjunction with the audited  financial  statements
and notes thereto included in the  Registrant's  annual Form 10-KSB for the year
ended March 31, 2002.

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

There  was no  revenue  for  the  period.  The  Company  is now  seeking  merger
opportunities.

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

The  Registrant  has met its  shortfall  of funds from  operations  during prior
periods by the sale of its majority owned subsidiaries  assets, and by borrowing
from its Directors and companies affiliated with its Directors. Net cash used by
operating  activities  for the three  months was $0 ($0 2000).  Net cash used by
investing  activities was $0 ($0 in 2000) and by financing activities was $0 ($0
in 2000).

The  Registrant's  present  needs  for  liquidity  principally  relates  to  its
obligations for its SEC reporting  requirements and the minimal requirements for
record  keeping.  The  Registrant  has limited  liquid assets  available for its
continuing  needs.  In the  absence  of any  additional  liquid  resources,  the
Registrant will be faced with cash flow problems.


                                       7
<PAGE>

PART II - OTHER INFORMATION

Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 which requires, for
each  company  filing  periodic  reports  under  Section  13(a)  or 15(d) of the
Exchange Act that the principal  executive  officer and the principal  financial
officer, or persons performing similar functions,  makes certain  certifications
in each annual or quarterly  report filed or submitted under either such section
of such Act,the undersigned officer certifys that-

(1) the signing officer has reviewed the report;

(2) based on the  officer's  knowledge,  the report  does not contain any untrue
statement of a material fact or omit to state a material fact necessary in order
to make the  statements  made,  in light of the  circumstances  under which such
statements were made, not misleading;

(3) based on such  officer's  knowledge,  the  financial  statements,  and other
financial  information  included in the report,  fairly  present in all material
respects the financial  condition and results of operations of the issuer as of,
and for, the periods presented in the report;

(4) the signing officer--

(A) is responsible for establishing and maintaining internal controls;

(B) has designed  such  internal  controls to ensure that  material  information
relating  to the issuer is made  known to the  officer  particularly  during the
period in which the periodic reports are being prepared;

(C) has evaluated the  effectiveness of the issuer's  internal  controls as of a
date within 90 days prior to the report; and

(D) has presented in the report his conclusions  about the  effectiveness of the
internal controls based on his evaluation as of that date;

(5) has disclosed to the issuer's auditors and the audit committee of the
board of directors (or persons fulfilling the equivalent function)-

(A) all significant deficiencies in the design or operation of internal controls
which could adversely affect the issuer's ability to record, process, summarize,
and report  financial  data and have  identified  for the issuer's  auditors any
material weaknesses in internal controls; and

(B) any fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the issuer's internal controls; and

(6) the signing  officer has  indicated in the report  whether or not there were
significant  changes  in  internal  controls  or in  other  factors  that  could
significantly   affect  internal  controls  subsequent  to  the  date  of  their
evaluation,   including  any  corrective  actions  with  regard  to  significant
deficiencies and material weaknesses.


                                       8
<PAGE>

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

     (a)  Exhibits:

          (1)  Articles  of   Incorporation:   Incorporated   by   reference  to
               Registration  Statement  filed on Form 10, May 10, 1984; File No.
               0-12122

          (2)  Bylaws: Incorporated by reference as immediately above.

     (b)  Reports on Form 8-K


                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereto duly authorized.



                                                  WINCROFT, INC.
                                                  (Registrant)


                                                  By: /s/ Daniel Wettreich
                                                  ----------------------------
                                                  Daniel Wettreich, President

Date: August 13, 2002






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