1

                     U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB


(Mark One)

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

                  For the quarterly period ended March 31, 2001

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

       For the transition period from __________________ to ______________

Commission file number: 1-14219

                           Integrated Technology Group
------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

        Nevada                                  87-0583192
------------------------------------------------------------------------------
(State or other jurisdiction                  (IRS Employer Identification No.)
of incorporation or organization)


  301 West Main, Suite 500, Ardmore, Oklahoma                   73401
------------------------------------------------------------------------------
(Address of principal executive offices)                       (Zip Code)

                                 (580) 226-0511
------------------------------------------------------------------------------
                         (Registrant's telephone number)

------------------------------------------------------------------------------
(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 the past 90 days. Yes X No___


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares outstanding of each of the issuer's classes
of common equity, as of May 15, 2001: 11,225,000















<PAGE>


                         PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.

                  INTEGRATED TECHNOLOGY GROUP AND SUBSIDIARIES
                           Consolidated Balance Sheets

<TABLE>
<CAPTION>

                                                                            March 31,               December 31,
                                                                              2001                    2000
                                                                       ---------------           --------------
                                                                         (Unaudited)                (Audited)
ASSETS

Current assets:
<S>                                                                    <C>                       <C>
     Cash and cash equivalents                                         $      52,851             $        30,953
     Accounts receivable, net allowance of $40,219                           728,258                     888,429
     Prepaid expenses                                                        242,270                      76,682
     Deposits                                                                 18,500                      17,000
     Deferred taxes                                                           14,881                      14,881
                                                                       -------------             ---------------
     Total current assets                                                  1,056,760                   1,027,945
                                                                       -------------             ---------------

Property, plant and equipment
     Land                                                                    467,040                     467,040
     Buildings and improvements                                            2,552,296                   2,562,146
     Transportation equipment                                              7,783,351                   7,744,122
     Plant equipment                                                      12,684,086                  12,708,050
                                                                       -------------             ---------------
                                                                          23,486,773                  23,481,358
     Less accumulated depreciation                                       (18,688,933)                (18,349,472)
                                                                       -------------             ---------------
     Net property, plant and equipment                                     4,797,840                   5,131,886
                                                                       -------------             ---------------

Other assets
     Long-term advances-related parties                                      661,608                     623,608
     Deferred taxes                                                        4,616,772                   4,616,772
                                                                       -------------             ---------------
                                                                           5,278,380                   5,240,380
                                                                       -------------             ---------------
                                                                       $  11,132,980             $    11,400,211
                                                                       =============             ===============


LIABILITIES AND STOCKHOLDER'S EQUITY

Current liabilities:
     Accounts payable                                                  $     859,914             $       996,791
     Accounts payable-related party                                          944,700                     726,700
     Current installments of long-term debt                                2,519,042                   2,519,042
     Other current liabilities and accrued expenses                          625,211                     404,327
                                                                       -------------             ---------------
     Total current liabilities                                             4,948,867                   4,646,860
                                                                       -------------             ---------------

Long-term debt, excluding current installments                                13,836                      14,778

Stockholder's equity:
     Common stock, $0.001 par value, 20,000,000 shares
        Authorized, 11,225,000 and 11,125,000
        issued and outstanding, respectively                                  11,225                      11,125
     Preferred stock, $0.10 cumulative dividend, $0.01 par value;
     10,000,000 shares authorized, 9,535,000 issued and outstanding           95,350                      95,350
     Additional paid-in capital                                           15,506,271                  15,362,671
     Accumulated deficit                                                  (9,442,569)                 (8,730,573)
                                                                       --------------            ----------------
     Total stockholder's equity                                            6,170,277                   6,738,573
                                                                       -------------             ---------------
                                                                       $  11,132,980             $    11,400,211
                                                                       =============             ===============
</TABLE>

    The accompanying notes are an integral part of these financial statements

                                       1
<PAGE>



                  INTEGRATED TECHNOLOGY GROUP AND SUBSIDIARIES
                      Consolidated Statements of Operations
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                                              Three Months Ended
                                                                                   March 31,
                                                                    ---------------------------------------
                                                                         2001                      2000
                                                                    -------------            --------------
Revenues
<S>                                                                 <C>                      <C>
     Tire processing revenue                                        $   1,675,100            $    1,521,748
     Other revenue                                                        245,747                   215,036
                                                                    -------------            --------------

     Total revenues                                                     1,920,847                 1,736,784
                                                                    -------------            --------------

Operating expenses
     Facility                                                             620,772                   670,712
     Transportation                                                       907,379                   909,225
     General and administrative                                           663,715                   606,338
     Depreciation                                                         339,461                   342,000
                                                                    -------------            --------------

     Total operating expenses                                           2,531,327                 2,528,275
                                                                    -------------            --------------

     Operating loss                                                      (610,480)                 (791,491)

Other income (expenses)
     Interest expense                                                    (101,829)                 (101,261)
     Other                                                                    313                        10
                                                                    -------------            --------------

     Loss before income taxes                                            (711,996)                 (892,742)

Income tax expense                                                              -                         -
                                                                    -------------            --------------

     Net loss                                                       $    (711,996)           $     (892,742)
                                                                    =============            ==============


     Net loss per share
         Basic and diluted                                          $      (0.06)            $       (0.10)
                                                                    ============             =============

     Weighted average shares outstanding
         Basic and diluted                                             11,191,667                 9,000,000
                                                                    =============            ==============
</TABLE>



















    The accompanying notes are an integral part of these financial statements

                                       2
<PAGE>


                  INTEGRATED TECHNOLOGY GROUP AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                                   (Unaudited)




<TABLE>
<CAPTION>
                                                                                    Three Months Ended
                                                                                         March 31,
                                                                           --------------------------------------
                                                                                2001                     2000
                                                                           ---------------         --------------


CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                        <C>                     <C>
     Net loss                                                              $    (711,996)          $     (892,742)
     Adjustments to reconcile net loss to net cash provided by
        Operating activities:
            Depreciation and amortization                                        339,461                  342,000
            Stock issued for consulting services                                 143,700                        -
            Changes to assets and liabilities related to
            operating activities
                 Accounts and other receivables                                  160,171                  (32,895)
                 Prepaid expenses, deposits and other assets                    (167,088)                (171,856)
                 Accounts payable                                               (136,877)                 355,033
                 Other liabilities and accrued expenses                          220,884                   24,171
                                                                           --------------          --------------

            Net cash used in operating activities                               (151,745)                (376,289)
                                                                           --------------          ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchases of plant and equipment                                             (5,415)                 (98,115)
     Advances to related party                                                   (38,000)                 (46,067)
     Decrease in other assets                                                          -                  124,302
                                                                           -------------           --------------

     Net cash used in investing activities                                       (43,415)                 (19,880)
                                                                           -------------           --------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Advances from related parties                                               218,000                  169,500
     Repayment of long-term debt                                                    (942)                 (61,752)
                                                                           -------------           ---------------

     Net cash provided by financing activities                                   217,058                  107,748
                                                                           -------------           --------------

NET INCREASE (DECREASE) IN CASH                                                   21,898                 (288,421)

CASH AND CASH EQUIVALENTS AT BEGINNING
  OF PERIOD                                                                       30,953                  355,669
                                                                           -------------           --------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                 $      52,851           $       67,248
                                                                           =============           ==============

SUPPLEMENTAL CASH FLOW INFORMATION:
     Cash paid for interest                                                $         416           $       97,695
                                                                           =============           ==============
</TABLE>








    The accompanying notes are an integral part of these financial statements

                                       3
<PAGE>


                           INTEGRATED TECHNOLOGY GROUP
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



1   BASIS OF PRESENTATION

    The accompanying unaudited consolidated financial statements have been
    prepared in accordance with generally accepted accounting principals for
    interim financial information and with the instructions to Form 10-Q and
    Rule 10-01 of Regulations S-X. They do not include all information and notes
    required by generally accepted accounting principals 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. Operating results for the three-month period ended March 31,
    2001, are not necessarily indicative of the results that may be expected for
    the year ending December 31, 2001.

2.  NATURE OF OPERATIONS

    Integrated Technologies Group (the "Company") collect and dispose of waste
    tires. The process involves converting the whole waste tire into shredded
    chips available for sale as a by-product. The Company owns and operates one
    processing plant in the state of Oklahoma and four processing plants in the
    state of Texas. The Company's significant sources of revenues are from the
    states of Oklahoma and Texas for the collecting and shredding of waste
    tires. The Company's operations and revenues are impacted by laws and
    regulations of the states of Oklahoma and Texas.

    Basis of Presentation and Principles of Consolidation
    -----------------------------------------------------
    The accompanying consolidated financial statements include the financial
    statements of the Company and its subsidiaries. Intercompany balances and
    transactions between the Company and its subsidiaries have been eliminated
    in consolidation.

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

    Cash and Cash Equivalents
    -------------------------
    Cash and cash equivalents include cash in banks and highly liquid short-term
    investments in money market accounts.

    Chip Inventory
    --------------
    The Company has approximately 225,000 tons of tire chips on hand at March
    31, 2001. As noted above, the Company receives a fee for collecting,
    transporting, and shredding waste tires for the states of Oklahoma and
    Texas. In order to make the tire chips marketable to end users, the Company
    processes waste tires to a size smaller than required by the states. The
    Company is currently unable to accurately measure the incremental costs of
    processing waste tires below the size required by the states. Therefore, the
    Company does not record the tire chips as inventory on its consolidated
    balance sheet.

    Property, Plant and Equipment
    -----------------------------
    Property, plant and equipment are stated at cost, net of accumulated
    depreciation. All material property, plant, and equipment additions are
    capitalized and depreciated on a straight-line basis over the estimated
    useful lives of the assets. Estimated useful lives range from 5 to 30 years.
    As assets are disposed of, cost and related accumulated depreciation are
    removed from the accounts and any resulting gain or loss is included in
    operations.

                                       4
<PAGE>



    Income Taxes
    ------------
    The Company provides for income taxes under the asset and liability method.
    Under the asset and liability method, deferred tax assets and liabilities
    are recognized for the future tax consequences attributable to differences
    between the financial statement carrying amounts of existing assets and
    liabilities and their respective tax bases. Deferred tax assets and
    liabilities are measured using enacted tax rates expected to apply to
    taxable income in the years in which those temporary differences are
    expected to be recorded or settled. The effect on deferred tax assets and
    liabilities of a change in tax rates is recognized in income in the period
    that includes the enactment date.

    Recent Accounting Pronouncements
    --------------------------------
    The Financial Accounting Standards Board has released FAS 134, Accounting
    for Mortgage-Backed Securities Retained after the Securitization of Mortgage
    Loans Held for Sale by a Mortgage Banking Enterprise, FAS 135, Rescission of
    FASB Statement No. 75 and Technical Corrections, FAS 136, Transfers of
    Assets to a Not-for-Profit or Charitable Trust That Raises or Holds
    Contributions for Others, and FAS 137, Accounting for Derivative Instruments
    and Hedging Activities-Deferral of the Effective date of FASB Statement No.
    133. In December 1999, the Securities and Exchange Commission ("SEC") issued
    Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial
    Statements" ("SAB No. 101"). The Company believes that the impact of these
    new standards and bulletins will not have a material effect on the Company's
    consolidated financial position, results of operations or disclosures.

3.  ACQUISITION OF SAFE TIRE BY INTEGRATED TECHNOLOGY GROUP

    In July 2000 the Corporation acquired all of the issued and outstanding
    shares of Safe Tire Disposal Corp., a Delaware Corporation. In connection
    with this acquisition, (i) the Corporation sold the assets of the Company,
    which consisted of assets related to the conduct of the Living Card Company,
    to John F. Lund and R. Blair Lund in exchange for cancellation of 5,900,000
    restricted common shares of the Company, thus reducing to 2,100,000 the
    number of common shares outstanding; (ii) issued 9,000,000 common shares of
    the registrant, constituting 80.89% of the shares of the registrant's shares
    outstanding after the close, to the owners of 100% of the outstanding shares
    of Safe Tire Disposal Corp., an Oklahoma corporation, in exchange for all of
    the issued and outstanding equity securities; and (iii) issued 25,000 shares
    to James N. Barber, Trustee in consideration of legal and finders' fees
    incurred in connection with the acquisition.

    The original agreement omitted acquisition of the Delaware corporation's
    Preferred Stock. There were 9,535,000 shares of Preferred Stock issued and
    outstanding and each share of Preferred Stock had one vote. The Delaware
    corporation's Preferred Stock was entitled to receive a cumulative dividend
    of $0.10 per share each year and had preference upon liquidation equal to
    $1.00 per share plus accumulated but unpaid dividends. A sale is not deemed
    to be a liquidation. In May 2001, the Company's Articles of Incorporation
    were amended and the Preferred Stock of the Delaware corporation exchanged,
    effective July 2000, for the Preferred Stock of the Company. The Company's
    Preferred Stock is identical to that of the Delaware corporation's except
    that the Company's Preferred Stock is non-voting and the liquidation
    preference was increased to reflect accumulated but unpaid dividends of
    $0.10 per share. The liquidation preference is equal to $1.10 for each of
    the 9,535,000 shares of Preferred Stock. The Company's Preferred Stock does
    not treat a sale of the Company as a liquidation.

    As a result of these transactions the only remaining asset of the registrant
    was 100% of the issued and outstanding common stock of Safe Tire Disposal
    Corp.



                                       5
<PAGE>


Item 2. Management's Discussion and Analysis or Plan of Operation.
Forward-Looking Information

The Management's Discussion and Analysis of Financial Condition and Results of
Operations and other sections of the Form 10-Q contain forward-looking
information. The forward-looking information involves risks and uncertainties
that are based on current expectations, estimates, and projections about the
Company's business, management's beliefs and assumptions made by management.
Words such as "expects", "anticipates", "intends", "plans", "believes", "seeks",
"estimates", and variations of such words and similar expressions are intended
to identify such forward-looking information. Therefore, actual outcomes and
results may differ materially from what is expressed or forecasted in such
forward-looking information due to numerous factors, including, but not limited
to, availability of financing for operations, successful performance of internal
operations, impact of competition and other risks detailed below as well as
those discussed elsewhere in this Form 10-QSB and from time to time in the
Company's Securities and Exchange Commission filings and reports. In addition,
general economic and market conditions and growth rates could affect such
statements.

General
-------
The Company derives its revenues from two sources. The majority of the revenue
is generated from the tire shredding operations in Texas and Oklahoma. Other
revenue is derived from the sales of the tire chips. The two major markets the
company has developed are tire derived fuel sales to cement kilns and civil
engineering sales for use in Subtitle D landfill cell construction. The laws of
both Texas and Oklahoma require the purchasers of new tires pay a tire disposal
fee. Prior to the beginning of 2000, both Texas and Oklahoma required that
dealers charging this fee forward the fee to state agencies which would then pay
various entities a portion of that fee to dispose of the tires. The Company
derived its revenues by converting the tires to chips approximately two inches
square, and received its revenues from the state as compensation for this
conversion.

The Company has been successful in the marketing of the processed scrap tire
material held in inventory. Since 1990 the Company has collected approximately
26.3 million tires at it's Oklahoma facility and have marketed to end users 21.4
million tires or 82%. In Texas, since it's start up in 1992, the Company has
collected 59.7 million tires and have marketed 40.5 million tires to end users
or 68%. The regulatory agency in Texas, the Texas Natural Resource Conservation
Commission (TNRCC), would only allow end uses that they approved of for a
processor to market scrap tire to that end use. From 1992 to 1994 the Company
collected approximately 26.2 million tires that was held in inventory. In the
summer of 1995 the TNRCC began to approve various markets in the State and as a
result of those approvals the Company, during the period from 1995 to 2000,
collected 33.6 million tires and has marketed to end users 39.8 million tires or
118%. The inventories at the Texas facilities have been reduced during this same
time period by 6.2 million tires. The remaining inventories at the Oklahoma and
Texas facilities will be used to support the gasification projects planned for
those sites.

Effective September 1997, the Waste Tire Program in Texas ceased due to a sunset
provision enacted in prior legislation. While dealers still charges a disposal
fee, Texas law now requires the dealers to arrange for the disposal of their
tires. In Texas, accordingly, the Company now markets its services directly to
sellers of new tires. The change permits the Company to receive a greater
portion of the fee from dealers than the portion previously received from the
state. Also during the period between Septembers, 1997 to 1999 the Company
participated with States abandoned waste tire stockpile clean up program. The
Company received the majority of the projects due to their ability to market all
the tires collected from these dumps to a recycling end use. Efforts are
underway in Texas to enact legislation that ensures waste tires are directed
towards recycling operations through an enforcement program.

While state laws have encouraged the recycling of tires by dealers, the
conversion of tires to chips does not by itself effect the overall disposal of a
used tire. The Company has developed and implemented technology to extract from
the chips oil, carbon black and steel without creating environmentally harmful
byproducts. The Company is seeking funding to expand this technology.

On February 6, 2001, the Oklahoma Department of Environmental Quality approved
an application for authorization to construct and operate a gasification system
at the Company's Choctaw, Oklahoma facility using recycled tires. The Company
has made similar applications in Texas to construct and operate these
gasification systems using recycled tires at the Company's Odessa, San Antonio
and Midlothian, Texas facilities. See "Part II - Other Information - Item 5 -
Other Information."

                                       6
<PAGE>



Quarter ended March 31, 2001 compared to the quarter ended March 31, 2000
-------------------------------------------------------------------------
The Company incurred a loss of $711,996 in the first quarter of fiscal 2001
compared to a loss of $892,742 in the same period in fiscal 2000. In the first
quarter of 2001, the Company issued 100,000 shares of Common Stock in connection
with a capital-raising transaction for which the Company charged general and
administrative expenses $143,700. Excluding this charge, the Company incurred a
loss of $568,296 in the first quarter of fiscal 2001 compared to a loss of
$892,742 in the same period in fiscal 2000, a reduction of $324,446. Again, if
this charge is excluded, the decline in net loss would reflect an almost
identical reduction in the Company's operating loss by $324,711, from $791,491
in the earlier period to $466,780 in fiscal 2001.

The reduction of these losses is principally attributable to an increase in
revenues of $184,063, from $1,736,784 to $1,920,847, and a decrease of $138,109
in operating expenses other than depreciation and amortization. Depreciation and
amortization expenses were essentially unchanged between the two periods. The
largest decline in operating expenses, excluding the charge related to the
issuance of stock, was $86,323 and came in reduced general and administrative
expenses in the later period when compared to the earlier period.

The increase in revenues is principally attributable to an increase in tire
processing revenues. This increase reflects the Company's additional marketing
to tire retailers in Texas, a program that had recently begun in the earlier
period.

Liquidity and Capital Resources

The Company's operations have traditionally been funded from operations and
borrowings from related parties. Investment Bankers, representatives of which
have served on as directors of the Corporation, have also loaned the Company
capital.

By the end of fiscal 1998, Holden Energy Corporation, which is owned by Harold
H. Holden, one of the Company's directors and a principal shareholder, had
loaned to the Company an aggregate of approximately $9,500,000. At the end of
that year, the Safe Tire Disposal Corporation converted that debt to a voting
Preferred Stock which cumulated dividends at a 10% annual rate. In May 2001, but
effective upon acquisition of Safe Tire Disposal Corp. by the Company, this
Preferred Stock was converted into 9,535,000 shares of the Company's Preferred
Stock. This Preferred Stock is not voting but has a $0.10 per share cumulative
dividend right and contains a liquidation preference that is equal to $1.10 per
share plus accumulated but unpaid dividends.

The Company lacks the capital to construct gasification systems to convert tire
chips to tire derived fuel and is seeking funding to implement this program. OTC
Derivatives & Co. is assisting the company in raising capital for this expansion
and also helping to locate potential financial or joint venture partners in
Europe.

The balance sheet does not reflect the inventory of tire chips created by the
Company since it began the process of converting tires to tire chips. The
Company owns 225,231 tons of tire chips.

                                       7
<PAGE>


PART  II - OTHER INFORMATION

Item 5. Other Information.

On February 6, 2001, the Oklahoma Department of Environmental Quality approved
an application for authorization to construct and operate a gasification system
at the Company's Choctaw, Oklahoma facility using recycled tires. The Company is
preparing to submit similar applications in Texas to construct and operate these
gasification systems using recycled tires at the Company's Odessa, San Antonio
and Midlothian, Texas facilities. This process will allow the Company the
ability to recycle large volumes of tires while extracting the most value from
them as possible. Another important advantage for the Company is that they will
control their market for processed scrap tires unlike the competition that must
rely on third parties to purchase the tire product from them. Most states
ultimate goal is to recycle all the tires generated and prevent these tires from
being disposed in landfills. This process will ensure the Company's ability to
meet these goals and at the same time allow the Company to expand their
operations, increase scrap tire volumes and extract a greater value from the
tires recycled.

On February 19,2001, the Company signed a letter of understanding with OTC
Derivatives & Co. S.A., Geneva, Switzerland, to assist the Company in expanding
into the European Common Market. Scrap tires in the EU have been addressed by
Government mandates. By 2006 tires will be banned from landfills and must be
recycled. This mandate presents a great opportunity for the Company by having
the ability to recycle large volumes of tire through gasification and the
Company's marketing experience in other areas such as civil engineering and
supplemental fuels. OTC Derivatives & Co. is assisting the company in raising
capital for this expansion and also helping to locate potential financial or
joint venture partners in Europe.

Item 6. Exhibits and Reports on Form 8-K

(a)      Exhibit 3(i) - Amended and Restated Articles of Incorporation*
         Exhibit 3(ii) - Amended and Restated Bylaws*

         *        Filed herewith

(b)      The following Current Reports on Form 8-K have been filed since
         December 31, 2000:

         Form 8-K, Item 4, filed on January 16, 2001
         Form 8-K, Item 8, filed on February 20, 2001
         Form 8-K, Item 5, filed on April 23, 2001

                                       8
<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities exchange Act of 1934;
registrant has duly caused this report to be signed on its behalf by the
undersigned.

                                        Integrated Technology Group


Dated: May 18, 2001                     /s/ H. Scott Holden
                                        -----------------------------------
                                        H. Scott Holden, President


                                        /s/ C. Sue Rushing
                                        --------------------------------------
                                        C. Sue Rushing, Treasurer, Comptroller
                                        and Principal Financial Officer