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


                    CENTRAL UTILITIES PRODUCTION CORPORATION
                         (Name of Small Business Issuer)

For the Quarter Ended June 30, 2002               Commission File Number 0-27187

       Nevada                                          88-0361127
(State of Incorporation)                 (I.R.S. Employer Identification Number)


                  1039 North I-35 #301 Carrollton, Texas 75006.
           (Address of Principal Executive Offices Including Zip Code)

                                 (972) 446 3775
                           (Issuers 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 registrant was required to file such reports),  and (2) has been
subject to filing requirements for the past 90 days. [X] YES [ ] NO

Number of shares  outstanding of each of the issuer's  classes of common equity,
as of August 27, 2002: 248,778,497

Transitional Small Business Disclosure Format:  [  ] Yes  [X] No
<PAGE>
                    Central Utilities Production Corporation

                                      INDEX

                                                                            Page
                                                                            ----

PART I - FINANCIAL INFORMATION

     Item 1. - Financial Statements

          Consolidated Balance Sheet at June 30, 2002                        2

          Consolidated Statement of Operations for the three
          month and six month periods ended June 30, 2002                    3

          Consolidated Statement of Cash Flows for the six
          months ended June 30, 2002                                         5

          Notes to Consolidated Financial Statements                         6

     Item 2. - Management's Discussion and Analysis                         12

PART II - OTHER INFORMATION

     Item 1. Legal Proceedings                                              17

     Item 2. Changes in Securities and Use of Proceeds                      17

     Item 3. Default Upon Senior Securities                                 17

     Item 4. Submission of Matters to a Vote of Security Holders            17

     Item 5. Other Information                                              17

     Item 6. Exhibits and Reports on Form 8-K                               18

                                       1
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CENTRAL UTILITIES PRODUCTION CORP.

CONSOLIDATED BALANCE SHEET
JUNE 30, 2002
--------------------------------------------------------------------------------

ASSETS                                                              Unaudited

CURRENT ASSETS
  Cash                                                             $     21,874
  Accounts receivable                                                    26,619
  Inventories                                                             7,632
                                                                   ------------
       Total current assets                                              56,125
                                                                   ------------

OIL AND GAS PROPERTIES, at cost (full cost method):
  Proved properties                                                  26,237,688
  Unproved properties                                                    55,729
  Less accumulated amortization                                         (75,405)
                                                                   ------------
       Net oil and gas properties                                    26,218,012
OTHER OPERATING PROPERTY AND EQUIPMENT                                  489,140
OTHER ASSETS                                                             35,050
                                                                   ------------
TOTAL ASSETS                                                       $ 26,798,327
                                                                   ============

LIABILITIES AND STOCKHOLDERS' EQUITY:

CURRENT LIABILITIES:
  Accounts payable                                                 $     81,650
  Accrued liabilities                                                   229,878
  Current maturities of long-term debt                                  316,548
  Current maturities of convertible debentures                        1,000,000
                                                                   ------------
       Total current liabilites                                       1,628,076
                                                                   ------------

LONG-TERM DEBT NET OF CURRENT MATURITIES                                526,577

CONVERTIBLE DEBENTURES, NET OF CURRENT MATURITIES                       340,000
                                                                   ------------
       Total liabilities                                              2,494,653
                                                                   ------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
  Preferred stock, $.0001 par value, 3,000,000 shares
   authorized, none issued                                                   --
  Common stock, $.0001 par value, 500,000,000 share
   authorized, 248,778,497 issued and outstanding                        24,878
  Paid in capital                                                    25,725,823
  Accumulated deficit                                                (1,447,027)
                                                                   ------------
       Total stockholders' equity (deficit)                          24,303,674
                                                                   ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $ 26,798,327
                                                                   ============

                   The accompanying notes are an integral part
                   of this consolidated financial statement.

                                       2
<PAGE>
CENTRAL UTILITIES PRODUCTION CORP.

CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE THREE AND-SIX MONTH PERIODS ENDED JUNE 30, 2002 AND 2001
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                Three months ended June 30,     Six months ended June 30,
                                               ----------------------------    --------------------------
                                                   2002            2001           2002            2001
                                               -----------      -----------    -----------     -----------
                                               (Unaudited)      (Unaudited)    (Unaudited)     (Unaudited)
<S>                                             <C>             <C>             <C>             <C>
SALES                                           $  86,277       $  12,318       $ 153,877       $  12,318
                                                ---------       ---------       ---------       ---------
COSTS AND EXPENSES:
  Lease operating expense                          59,428           7,433         152,180           7,433
  General and administrative expense               66,032         138,214         163,812         139,291
  Depreciation, depletion and amortization         60,000              --         123,250              --
                                                ---------       ---------       ---------       ---------
       Total costs and expenses                   185,460         145,647         439,242         146,724

OPERATING LOSS                                    (99,183)       (133,329)       (285,365)       (134,406)
                                                ---------       ---------       ---------       ---------
OTHER (INCOME) AND EXPENSES
  Interest expense                                 52,400         355,256         105,924         370,256
  Settlement expense                                   --              --              --              --
  Other income                                        (13)             --            (404)             --
                                                ---------       ---------       ---------       ---------

       Total other expense (income)                52,387         355,256         105,520         370,256
                                                ---------       ---------       ---------       ---------

LOSS BEFORE INCOME TAXES AND                     (151,570)       (488,585)       (390,885)       (504,662)
 DISCOUNTED OPERATIONS

DISCONTINUED OPERATIONS                                --              --              --           3,371

INCOME TAX (PROVISION) BENEFIT                         --              --              --              --
                                                ---------       ---------       ---------       ---------

NET LOSS                                        $(151,570)      $(488,585)      $(390,885)      $(501,291)
                                                =========       =========       =========       =========
</TABLE>
                  The accompanying notes are an integral part
                  of these consolidated financial statements.

                                       3
<PAGE>
CENTRAL UTILITIES PRODUCTION CORP.

CONSOLIDATED STATEMENT OF OPERATIONS - CONTINUED
FOR THE THREE AND SIX-MONTH PERIODS ENDED JUNE 30, 2002 AND 2001
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                Three months ended June 30,       Six months ended June 30,
                                               ----------------------------      ---------------------------
                                                   2002            2001             2002             2001
                                               -----------      -----------      -----------      -----------
                                               (Unaudited)      (Unaudited)      (Unaudited)      (Unaudited)
<S>                                             <C>             <C>               <C>              <C>

NET INCOME (LOSS) PER COMMON SHARE
  Basic                                        $          *     $          *     $          *     $          *
                                               ============     ============     ============     ============

  Diluted                                      $          *     $          *     $          *     $          *
                                               ============     ============     ============     ============
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
  Basic                                         248,778,497      237,816,009      248,778,497      232,935,121
                                               ============     ============     ============     ============

  Diluted                                       248,778,497      237,816,009      248,778,497      232,935,121
                                               ============     ============     ============     ============
</TABLE>
* Less than $0.01 per share.

                  The accompanying notes are an integral part
                  of these consolidated financial statements.

                                       4
<PAGE>
CENTRAL UTILITIES PRODUCTION CORP.

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                        Six months ended June 30,
                                                                     --------------------------------
                                                                        2002                 2001
                                                                     -----------          -----------
                                                                     (Unaudited)          (Unaudited)
<S>                                                                 <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                          $   (390,885)      $   (501,291)
  Adjustments to reconcile net loss to net cash
   used in operating activities:
    Depreciation and depletion                                            86,250                 --
    Amortization of debt discount                                             --            333,333
    Amortization of deferred financing costs                              37,000                 --
  Changes in assets and liabilities, net of business acquired:
    Accounts receivable                                                  (11,046)           (12,318)
    Inventories                                                            9,061                 --
    Other assets                                                              --             (5,000)
    Accounts payable                                                       8,689            (24,928)
    Accrued liabilities                                                   93,400             41,808
                                                                    ------------       ------------
        Net cash used in operating activities                           (167,531)          (168,396)
                                                                    ------------       ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of oil and gas properties                                     (82,716)          (237,000)
  Purchase of property and equipment                                     (16,776)           (13,378)
                                                                    ------------       ------------
        Net cash used in investing activities                            (99,492)          (250,378)
                                                                    ------------       ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from sale of convertible debentures                                --            500,000
  Principal payments on long-term debt                                   (41,293)                --
                                                                    ------------       ------------
        Net cash used in financing activities                            (41,293)           500,000
                                                                    ------------       ------------

DECREASE IN CASH                                                        (308,316)            81,226

CASH, BEGINNING OF PERIOD                                                330,190             28,116
                                                                    ------------       ------------

CASH, END OF PERIOD                                                 $     21,874       $    109,342
                                                                    ============       ============
SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest paid                                                     $     12,524       $         --
                                                                    ============       ============
  Book value of net assets transferred in connection with
   reverse merger consummated by issuance of common stock           $         --       $ 26,112,698
                                                                    ============       ============
</TABLE>
                   The accompanying notes are an integral part
                  of these consolidated financial statements.

                                       5
<PAGE>
                       CENTRAL UTILITIES PRODUCTION CORP.

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

STATEMENT OF INFORMATION FURNISHED

     The accompanying financial statements have been prepared in accordance with
Form 10-QSB instructions and in the opinion of management contain all
adjustments (consisting of only normal and recurring accruals) necessary to
present fairly the financial position as of June 30, 2002, and the results of
operations for the three and six month periods ended June 30, 2002 and cash
flows for the six month period ended June 30, 2002. These results have been
determined on the basis of generally accepted accounting principles and
practices applied consistently with those used in the preparation of the
Company's 2001 financial statements included in Form 10-KSB.

     Certain information and footnote disclosure normally included in financial
statements presented in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that the accompanying financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's Form 10-KSB.

(1) NATURE OF OPERATIONS AND BASIS OF PRESENTATION

     Central Utilities Production Corporation (the "Company"), is an independent
     energy company engaged in the development and operation of oil and gas
     producing properties. The Company's current operations are focused in Texas
     and Kentucky. During the year ended December 31, 2001, the Company acquired
     oil and gas properties in Kentucky and Texas. The Company began production
     of these properties in the year ended December 31, 2001.

     The Company was formed as Enpetro Mineral Pool, Inc. ("Enpetro") in October
     2000. Enpetro acquired certain oil and gas properties for the issuance of
     its common shares. Enpetro valued its acquisition of the oil and gas
     properties on the basis of the estimated fair value of those oil and gas
     properties, primarily interests in oil and gas leases. The valuation was
     assessed by an outside party certified to be a specialist in determining
     oil and gas reserves and valuation of the related properties. The value was
     determined to be $26,112,698. Enpetro had no other significant assets or
     operations.

     Enpetro entered into an Agreement and Plan of Reorganization in which it
     was acquired by Accord Advanced Technologies, Inc. ("Accord"). Accord had
     previously been a reconditioner and modifier of multi-chamber semiconductor
     equipment. Accord is a publicly traded company. Accord's only operating
     subsidiary filed to liquidate under Chapter 7 of the United States
     Bankruptcy Code in 2000 and had no operations at the time of the merger.
     The Agreement and Plan of Reorganization stipulated that Accord acquire all
     of the outstanding voting shares of Enpetro for 228,000,000 post reverse
     split common shares of the Accord. The shareholders of Enpetro held an
     interest of approximately 92% in Accord effective with the acquisition. A
     name change occurred at the time of the acquisition from Accord Advanced
     Technologies, Inc. to Central Utilities Production Corp.

                                       6
<PAGE>
     For financial accounting purposes, the acquisition was a reverse
     acquisition of the Company by Enpetro, under the purchase method of
     accounting, and was treated as a recapitalization with Enpetro as the
     acquirer. Accordingly, the historical financial statements have been
     restated after giving effect to the acquisition of the Company. The
     financial statements have been prepared to give retroactive effect to
     January 1, 2001, of the reverse acquisition, and represent the operations
     of Enpetro. Consistent with reverse acquisition accounting: (i) all of
     Enpetro's assets, liabilities, and accumulated deficit, are reflected at
     their combined historical cost (as the accounting acquirer) and (ii) the
     preexisting outstanding shares of the Company (the accounting acquiree) are
     reflected at their net asset value as if issued on the date of acquisition.

     The Company had no operations prior to May 2001.

(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     CASH - Cash includes all short-term highly liquid investments that are
     readily convertible to known amounts of cash and have original maturities
     of three months or less.

     OIL AND GAS PROPERTIES - The Company follows the full cost method of
     accounting for oil and gas properties. Accordingly, all costs associated
     with acquisition, exploration, and development of oil and gas reserves,
     including directly related overhead costs, are capitalized.

     All capitalized costs of oil and gas properties, including the estimated
     future costs to develop proved reserves, are amortized on the
     unit-of-production method using estimates of proved reserves. Investments
     in unproved properties and major development projects are not amortized
     until proved reserves associated with the projects can be determined or
     until impairment occurs. If the results of an assessment indicate that the
     properties are impaired, the amount of the impairment is added to the
     capitalized costs to be amortized. There were no such impairments
     identified during the interim periods ended June 30, 2002 and 2001.

     In addition, the capitalized costs are subject to a "ceiling test", which
     basically limits such costs to the aggregate of the "estimated present
     value," discounted at a 10-percent interest rate of future net revenues
     from proved reserves, based on current economic and operating conditions,
     plus the lower of cost or fair market value of unproved properties.

                                       7
<PAGE>
     Sales of proved and unproved properties are accounted for as adjustments of
     capitalized costs with no gain or loss recognized, unless such adjustments
     would significantly alter the relationship between capitalized costs and
     proved reserves of oil and gas, in which case the gain or loss is
     recognized in income. Abandonments of properties are accounted for as
     adjustments of capitalized costs with no loss recognized. There were no
     sales or abandonments during the interim periods ended June 30, 2002 and
     2001.

     LONG -LIVED ASSETS -Long-lived assets to be held and used are reviewed for
     impairment whenever events or changes in circumstances indicate that the
     related carrying amount may not be recoverable. When required, impairment
     losses on assets to be held and used are recognized based on the fair value
     of the asset and long -lived assets to be disposed of are reported at the
     lower of carrying amount or fair value less cost to sell.

     DEFERRED FINANCING COSTS -Deferred financing costs included in other assets
     of $26,000, net of $74,000 of accumulated amortization, are being amortized
     using the effective interest method over the term of the associated debt.

     PRINCIPLES OF CONSOLIDATION - The consolidated financial statements include
     the accounts of the Company and its wholly owned subsidiaries, Enpetro
     Mineral Pool, Inc. and Accord SEG. Accord SEG is being liquidated under
     Chapter 7 of the United States Bankruptcy Code. All significant
     intercompany accounts and transactions are eliminated.

     INCOME TAXES - The Company provides for income taxes based on the
     provisions of Statement of Financial Accounting Standards No. 109,
     ACCOUNTING FOR INCOME TAXES, which among other things, requires that
     recognition of deferred income taxes be measured by the provisions of
     enacted tax laws in effect at the date of financial statements.

     REVENUE RECOGNITION - The Company recognizes revenue from sales of oil and
     gas at the point of passage of title, which is generally at the time of
     shipment. Revenue is recognized in accordance with the Securities and
     Exchange Commission's Staff Accounting Bulletin No. 101, "Revenue
     Recognition in Financial Statements."

     USE OF ESTIMATES - 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 revenues and
     expenses during the reporting period. Actual results could differ from
     those estimates. Other significant estimates include depletion of proved
     oil and gas properties. Oil and gas reserve estimates, which are the basis
     for unit-of-production depletion and the ceiling test, are inherently
     imprecise and are expected to change as future information becomes
     available.

                                       8
<PAGE>
     NET INCOME PER SHARE - Net income per share amounts are presented in
     accordance with SFAS 128, "Earnings per Share," which requires the
     presentation of basic net income per share and diluted net income per
     share. Basic net income per share was computed by dividing net income by
     the weighted average number of common shares outstanding for each
     respective period. Because the Company had a net loss for the year, the
     impact of any potentially dilutive common shares would have had an
     anti-dilutive effect.

     RECENTLY ISSUED ACCOUNTING STANDARDS - On June 29, 2001, SFAS No. 141,
     BUSINESS COMBINATIONS, and SFAS No. 142, GOODWILL AND OTHER INTANGIBLE
     ASSETS, were issued by the FASB. SFAS No. 141 states that all business
     combinations initiated after June 30, 2001 must be accounted for under the
     purchase method of accounting; use of the pooling-of-interests method is
     prohibited. SFAS 142 supersedes Accounting Principal Board Opinion 17,
     "Intangible Assets" and was effective for fiscal years beginning after
     December 15, 2001. SFAS 142 requires companies to cease amortization of
     goodwill, replacing amortization with an annual impairment test. The
     Company does not have any goodwill as of June 30, 2002 and does not believe
     that adoption of this standard will have any impact.

     In October 2001, the FASB issued SFAS No. 144, "Accounting for the
     Impairment or Disposal of Long-Lived Assets". Statement 144 addresses the
     accounting and reporting for the impairment or disposal of long-lived
     assets. The statement provides a single accounting model for long-lived
     assets to be disposed of. New criteria must be met to classify the asset as
     an asset held-for-sale. This statement also focuses on reporting the
     effects of a disposal of a segment of a business. This statement was
     effective for fiscal years beginning after December 15, 2001. The Company
     does not expect the adoption to have a material impact to the Company's
     financial position or results of operations.

(3) CONVERTIBLE DEBENTURES AND NOTES PAYABLE

     In connection with the reverse merger, the Company entered into an
     agreement to sell $500,000 of convertible debentures. The debentures are
     due May 31, 2002 and bear interest at 12% per annum. The debentures are
     convertible at the lower of $0.23 per share or 60% of the average of the
     lowest three inter-day trading prices of the previous twenty trading days.
     The debenture holders received warrants to purchase 250,000 shares of the
     Company's common stock at $0.253 per share. The warrants were not assigned
     any value as the exercise price greatly exceeded the market value of the
     stock. The debentures contain a beneficial conversion feature and under
     generally accepted accounting principles, the intrinsic value of the
     beneficial conversion feature was recorded as a discount to the related
     debentures. The discount was determined to be $333,333 and was amortized as
     interest expense as of the date of issuance due to the immediate conversion
     option of the purchaser.

                                       9
<PAGE>
     On June 22, 2000, the Company executed a Secured Convertible Debenture
     Purchase Agreement in the amount of $1,000,000. Of the total commitment
     amount, $500,000 was funded by the purchasers. The debentures are due June
     30, 2001 and bear interest at 12% per annum. The debenture agreement also
     provides the purchaser warrants to purchase 500,000 shares of the Company's
     common stock at $0.253 per share. The warrants were not assigned any value
     as the exercise price greatly exceeded the market value of the stock. The
     debentures are convertible into the Company's common stock at the lower of
     $0.23 per share or 60% of the lowest three inter-day trading prices of the
     previous twenty trading days. The Company recorded a discount on the
     debentures of $500,000 representing the maximum discount for the beneficial
     conversion feature contained in the debentures. The discount was amortized
     as interest expense as of the date of issuance due to the immediate
     conversion option of the purchaser. The Company paid fees of $60,000
     related to securing the financing. The financing costs were capitalized and
     are being amortized over the one year term of the note.

     The Company assumed a judgment of $281,000 from Accord. The Company and the
     third party agreed to convert the judgment into a convertible debenture
     that matures in May 18, 2006 and bears interest at 2% per annum. The
     debentures are convertible at the lower of $.35 per share or 65% of the
     average of the lowest three inter-day trading prices of the previous 20
     trading days. The debentures contained a beneficial conversion feature and
     under generally accepted accounting principles, the intrinsic value of the
     beneficial conversion feature was recorded as a discount to the related
     debentures. The discount was determined to be $183,077 and was amortized as
     interest expense at inception as the debentures were convertible upon
     issuance.

     In September 2001, the Company entered into an agreement whereby a lender
     has committed to loan the Company up to $750,000 under a promissory note.
     The borrowings were funded through December 15, 2001. The note bears
     interest at 10% per annum and requires repayment of 33 installments of
     $26,307 beginning December 31, 2001. The Company paid fees of $40,000
     related to securing the financing. The financing costs were capitalized and
     are being amortized over the 33 month term of the note.

     The Company acquired additional oil and gas properties through the issuance
     of a promissory note of $125,000. The Note bears interest at 9% per annum
     and is payable in nine monthly installments of $15,139 beginning September
     30, 2001.

     The Company acquired a vehicle through an auto loan of $20,000. The loan
     bears interest at 7.5% and is payable in 60 monthly installments of $401.

     The Company is currently negotiating with the debenture holders and expects
     to extend the maturity dates of the convertible debentures that were due
     May 31, 2002. However, the debentures are in default and have been
     classified as current liabilities in the accompanying balance sheet.

                                       10
<PAGE>
(4) COMMMITMENTS AND CONTINGENCIES

     During 2001, the Company entered into an agreement with a third party
     operator of oil and gas properties whereby the third party will provide
     equipment and services to the Company to assist the Company in the
     operation and production of its properties. The agreement requires the
     Company to pay $400,000 for these services to be performed over a one-year
     period beginning August 11, 2001. Through June 30, 2002, the Company had
     paid $50,000 under this agreement.

     The Company is subject to routine litigation during the normal course of
     business. The Company believes that the outcome of pending litigation will
     not have a material adverse effect on its financial position or results of
     operations.

(7) INCOME TAXES

     The Company recorded a deferred tax benefit of approximately $156,000 for
     the six-month period ended June 30, 2002. A valuation allowance has been
     provided for the full amount of this benefit.

(8) NET LOSS PER SHARE

     Net loss per share is calculated using the weighted average number of
     shares of common stock outstanding during the year. Debentures convertible
     to 27,372,000 common shares and warrants exercisable for 750,000 common
     shares were not considered in the calculation for diluted earnings per
     share for the six months ended June 30, 2002 because the effect of their
     inclusion would be anti-dilutive. The following presents the computation of
     basic and diluted earnings per share from continuing operations:

<TABLE>
<CAPTION>
                                     Income/(Loss)                          Income/(Loss)
                                      Six months                            Three months
                                       June 30,                   Per         June 30,                     Per
                                        2002          Shares     Share          2002          Shares      Share
                                        ----          ------     -----          ----          ------      -----
<S>                                  <C>            <C>           <C>         <C>           <C>           <C>
Net Income (Loss)                    $ (390,855)                             $ (151,570)
  Discontinued operations                    --                                      --
  Extraordinary income                       --                                      --
                                     ----------                              ----------
Income from continuing operations      (390,855)                               (151,570)

BASIC EARNINGS (LOSS) PER SHARE:
  Loss available to Common
   Shareholders                      $ (390,855)    248,778,497   $    *      $ (151,570)   248,778,497   $    *
                                     ==========                   ======      ==========                  ======

EFFECT OF DILUTIVE SECURITIES:           N/A                          --          N/A                         --

DILUTED EARNINGS (LOSS) PER SHARE    $ (390,855)    248,778,497   $    *      $ (151,570)   248,778,497   $    *
                                     ==========                   ======      ==========                  ======
</TABLE>

* less than $0.01 per share

                                       11
<PAGE>
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
       RESULTS OF OPERATIONS

This Form 10-QSB contains certain statements that are not related to historical
results, including, without limitations, statements regarding the company's
business strategy and objectives and future financial position, are forward
looking statements within the meaning of section 27A of the securities act and
section 21E of the Exchange Act and involve risks and uncertainties. Although
the company believes that the assumptions on which these forward looking
statements are based are reasonable, there can be no assurance that such
assumptions will prove to be accurate and actual results could differ materially
from those discussed in the forward looking statements. Factors that could cause
or contribute to such differences include but are not limited to, those set
forth in the preceding paragraph, as well as those discussed elsewhere in this
report. All forward-looking statements contained in this report are qualified in
their entirety by this cautionary statement.

Central Utilities Production Corporation (the "Company") is an independent
energy company engaged in the development and operation of oil and gas producing
properties. The company's current operations are focused in Texas and Kentucky.
During the year ended December 31, 2001, the Company acquired oil and gas
properties in Kentucky and Texas. The Company began production of these
properties in the year ended December 31, 2001.

The Company was formed as Enpetro Mineral Pool, Inc. ("Enpetro") in October
2000. Enpetro acquired certain oil and gas properties for the issuance of its
common shares. Enpetro valued its acquisition of the oil and gas properties on
the basis of the estimated fair value of those oil and gas properties, primarily
interests in oil and gas leases. The valuation was assessed by an outside party
certified to be a specialist in determining oil and gas reserves and valuation
of the related properties. The value was determined to be $26,112,698. Enpetro
had no other significant assets or operations.

On May 18, 2001, Enpetro entered into an Agreement and Plan of Reorganization in
which, it was acquired by Accord Advanced Technologies, Inc. ("Accord"). Accord
had previously been a reconditioner and modifier of multi-chamber semiconductor
equipment. Accord is a publicly traded company. Accord's only operating
subsidiary filed to liquidate under Chapter 7 of the United States Bankruptcy
Code in 2000 and had no operations at the time of the merger. The Agreement and
Plan of Reorganization stipulated that Accord acquire all of the outstanding
voting shares of Enpetro for 228,000,000 post reverse split common shares of the
Accord. The shareholders of Enpetro held an interest of approximately 92% in
Accord effective with the acquisition. A name change occurred at the time of the
acquisition from Accord Advanced Technologies, Inc. to Central Utilities
Production Corp. . In order to facilitate the agreement it was also required to
increase the number of authorized shares to 500,000,000. The agreement also
called for the resignation of the registrant's President and CEO, a reverse
stock split of two shares of the old company for 1 share of the new company.

                                       12
<PAGE>
On May 18th 2001, GEM Management, Ltd. and Successway Holdings Ltd. entered into
a settlement agreement with the registrant as set out in Item 3 "Legal
Proceedings".

Upon the settlement with GEM and Successways and the merger with Enpetro, two
existing debenture holders of the registrant, AJW Partners, LLC. and New
Millennium Capital Partners II, LLC. purchased a total of $500,000 in new 12%
convertible debentures due May 31, 2002. As of August 28, 2002 the debentures
have not been converted nor has there been a claim of default. The holders were
also granted a total of 250,000 warrants at $.253 per share. The registrant and
the debenture holders executed a second amendment to the original Secured
Convertible Purchase Debenture Agreement.

The core of the existing business is the large quantity of proven natural gas
reserves accessible to and owned by the registrant. Expanding from this base the
company intends to develop an integrated network of natural gas transmission and
distribution systems to sell this gas directly to industrial, commercial and
residential customers. This network will be developed through a combination of
acquisition of existing utility companies, pipelines, and distribution systems
as well as the construction of new pipelines and distribution systems where
economics dictate. As the network develops additional gas reserves will be
acquired to ensure a long-term supply.

The company will register the shares underlying the above Convertible
Debentures.

On May 23, 2001 the company was deleted from trading on the OTC BB and is now
quoted on the Pink Sheets. The quote may be found on www.pinksheets.com.

RESULTS OF OPERATIONS

The company had an operating loss for the three months ended June 30, 2002 of
$(127,947) and $(314,129) for six months ended June 30, 2002. The company's net
loss was $(151,570) for the three months ended June 30, 2002 and $(390,885) for
six months ended June 30, 2002. The Company continues to develop its oil and gas
reserves. The operating wells are producing small volumes and the Company will
continue to attempt to increase production from its existing properties. Volumes
were relatively consistent in the first and second quarters of 2002. There was
some increase in production as the Texas properties came online. However, the
net price for product was slightly lower in the second quarter. Revenue in the
three and six months ended June 30, 2001 is not comparable because production
did not begin until late June 2001.

General and administrative expenses were $66,032 and $163,812 for the three and
six months ended June 30, 2002, compared to $138,214 and $139,291 for the three
and six months ended June 30, 2001. These expenses were higher in the second
quarter of 2001 due to expenses associated with the merger with Enpetro.

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<PAGE>
Interest expense was $52,400 and $105,924 for the three and six months ended
June 30, 2002, compared to $355,256 and $370,256 for the three and six months
ended June 30, 2001. These expenses were higher in the second quarter of 2001
due to the amortization of the beneficial conversion feature on the convertible
debt.

Lease operating expenses includes personnel costs, costs of third party operator
and other maintenance and operating costs. General and administrative expenses
primarily includes professional fees and travel expenses.

The Company's loss per share, on a fully diluted basis, for the three and six
months ending June 30, 2002 was less than $0.01 per share.

The Company expects to face many operating and industry challenges and will be
doing business in a highly competitive industry.

The Company has significant fixed costs that were not covered at the current
production and sales volumes. The Company must substantially increase its
volumes in order to attain profitability. The Company did not begin production
of the Kentucky properties until the third quarter of 2001 and the Texas
properties in the fourth quarter. Management believes that with present
commodity prices and its cost structure for production that profitability is
attainable.

LIQUIDITY AND CAPITAL RESOURCES

The Company has a working capital deficit of $1,571,951 as of June 30, 2002. The
Company is in default of the convertible debenture agreements and is attempting
to restructure and extend the $1,000,000 in default the. Supplementally,
management believes that the debentures will ultimately be converted to common
stock. However, there can be no assurances that the debt will be restructured or
converted. Management has communicated with the holders of the convertible
debentures and continues to do so to keep the creditors informed on the
Company's intentions as they relate to the debt.

The Company used $167,531 of cash in its operations for the six months ended
June 30, 2002. As the Company increases its volume of business, liquidity will
be affected by requirements to carry larger accounts receivable and inventory
balances. Generally, inventories are not significant relative to sales volume.
The Company has experienced a quick turnover of its accounts receivable.

The Company used $99,492 of cash in investing activities for the six months
ended June 30, 2002, primarily for the purchase of oil and gas properties and
related equipment. The Company will continue to require capital to acquire
equipment in order to increase its production volumes.

Management believes that the Company has good relationships with its suppliers
and vendors.

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<PAGE>
The Company will seek additional financing. There can be no assurance that
additional public or private financing, including debt or equity financing, will
be available as needed, or, if available, on terms favorable to the Company. Any
additional equity financing may be dilutive to shareholders and such additional
equity securities may have rights, preferences or privileges that are senior to
those of the Company's existing common stock. Furthermore, debt financing, if
available, will require payment of interest and may involve restrictive
covenants that could impose limitations on the operating flexibility of the
company. The failure of the company to successfully obtain additional future
funding may jeopardize the company's ability to continue its business and
operations.

The Company plans to develop its existing oil and gas properties to increase
production and to acquire new oil and gas properties to increase the asset base
and revenues of the Company. The Company may elect to sell certain properties
that exceeds the cost of operations budget established by the Company.

SEASONALITY

Weather conditions affect the demand for and prices of natural gas and can also
delay drilling activities, disrupting our overall business plans. Demand for
natural gas is typically higher in the fourth and first quarters resulting in
higher natural gas prices. Due to these seasonal fluctuations, results of
operations for individual quarterly periods may not be indicative of results
which may be realized on an annual basis.

MARKETS AND CUSTOMERS

Our oil and gas production is sold at the well site on an as-produced basis at
market-related prices in the areas where the producing properties are located.
We do not refine or process any of the oil or natural gas we produce. All of our
production is sold to unaffiliated purchasers on a month-to-month basis.

We do not believe the loss of any one of our purchasers would materially affect
our ability to sell the oil and gas we produce. Other purchasers are available
in our areas of operations.

The marketability of our current oil and gas reserves or of reserves, which we
may acquire or discover, may be affected by numerous factors beyond our control.
These factors include fluctuations in product markets and prices, the proximity
and capacity of pipelines to our oil and gas reserves, our ability to finance
exploration and development costs and the availability of processing equipment.
Additional factors are engineering and construction delays, difficulties and
hazards resulting from unusual or unexpected geological or environmental
conditions, or to the conditions involved in drilling and operating wells.

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<PAGE>
We are not obligated to provide a fixed and determinable quantity of oil or
natural gas under any existing arrangements or contracts.

Our business does not require us to maintain a backlog of products, customer
orders or inventory.

REGULATIONS

Domestic exploration for, and production and sale of, oil and gas are
extensively regulated at both the federal and state levels. Legislation
affecting the oil and gas industry is under constant review for amendment or
expansion, frequently increasing the regulatory burden. Also, numerous
departments and agencies, both federal and state, are authorized by statute to
issue, and have issued, rules and regulations binding on the oil and gas
industry that often are costly to comply with and that carry substantial
penalties for failure to comply. In addition, production operations are affected
by changing tax and other laws relating to the petroleum industry, by constantly
changing administrative regulations and possible interruptions or termination by
government authorities.

State regulatory authorities have established rules and regulations requiring
permits for drilling operations, drilling bonds and reports concerning
operations. The states in which we operate also have statutes and regulations
governing a number of environmental and conservation matters, including the
unitization or pooling of oil and gas properties and establishment of maximum
rates of production from oil and gas wells. Many states also restrict production
to the market demand for oil and gas. Such statutes and regulations may limit
the rate at which oil and gas could otherwise be produced from our properties.

We are subject to extensive and evolving environmental laws and regulations.
These regulations are administered by the United States Environmental Protection
Agency ("EPA") and various other federal, state, and local environmental,
zoning, health and safety agencies, many of which periodically examine our
operations to monitor compliance with such laws and regulations. These
regulations govern the release of waste materials into the environment, or
otherwise relating to the protection of the environment, human, animal and plant
health, and affect our operations and costs. In recent years, environmental
regulations have taken a "beginning-to-end" approach to waste management,
regulating and creating liabilities for the waste at its inception to final
disposition. Our oil and gas exploration, development and production operations
are subject to numerous environmental programs, some of which include solid and
hazardous waste management, water protection, air emission controls, and situs
controls affecting wetlands, coastal operations, and antiquities.

Environmental programs typically regulate the permitting, construction and
operations of a facility. Many factors, including public perception, can
materially impact the ability to secure an environmental construction or
operation permit. Once operational, enforcement measures can include significant
civil penalties for regulatory violations regardless of intent. Under
appropriate circumstances, an administrative agency can request a "cease and
desist" order to terminate operations.

                                       16
<PAGE>
New programs and changes in existing programs are anticipated, some of which
include Natural Occurring Radioactive Materials ("NORM"), oil and gas
exploration and production waste management, and underground injection of waste
materials.

Each state in which we operate has laws and regulations governing solid waste
disposal, water and air pollution. Many states also have regulations governing
oil and gas exploration, development and production operations.

We are also subject to Federal and State Hazard Communications ("OSHA") and
Community Right to Know ("SARA Title III") statutes and regulations. These
regulations govern record keeping and reporting of the use and release of
hazardous substances. We believe we are in compliance with these requirements in
all material respects.

                            PART II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The registrant, on May 18, 2001, settled a pending legal matter with GEM
Management, Ltd. and Successway Holdings Ltd by entering into a Convertible
Debenture Purchase Agreement and a 2% Convertible Debenture for $340,000. The
consent judgment has been placed in escrow and upon the conversion of the
underlying shares or payment the judgment will be set aside and the case will be
dismissed.

The Company is subject to routine litigation during the normal course of
business. The Company knows of no pending litigation that would have a material
adverse effect on its financial position or results of operations.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None

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

None during this reporting period

ITEM 5. OTHER INFORMATION

None

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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

    99.1   Certification by the Chief Executive Officer pursuant to section 906
           of the Sarbanes-Oxley Act of 2002

    99.2   Certification by the Acting Chief Financial Officer pursuant to
           section 906 of the Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K

    The Company filed a Form 8-K/A on June 26, 2002 amending the pro forma
    filed on June 27, 2001.

                                   SIGNATURES

In accordance with Section 12 of the Securities Exchange Act of 1934, the
Registrant caused this registration statement to be signed on its behalf by the
undersigned thereunto duly authorized.

                              Central Utilities Production, Corporation


August 28, 2002               By /s/ Stan Dedmon
                                ----------------------------------------
                                Stan Dedmon
                                Director and President

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