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, 2002

[ ]      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)

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(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 1, 2002: 11,243,353















<PAGE>


                         PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.

                  INTEGRATED TECHNOLOGY GROUP AND SUBSIDIARIES
                           Consolidated Balance Sheets
<TABLE>
<CAPTION>

                                                              March 31,                December 31,
                                                                2002                       2001
                                                          -----------------         -----------------
                                                             (Unaudited)                 (Audited)

ASSETS

Current assets
<S>                                                       <C>                       <C>
   Cash and cash equivalents                              $          30,738         $          18,905
   Accounts receivable, net allowance of $40,219                    526,225                   636,460
   Prepaid expenses                                                 262,194                    77,864
   Deposits                                                          53,500                    38,500
   Deferred taxes                                                    16,690                    16,690
                                                          -----------------         -----------------

   Total current assets                                             889,347                   788,419
                                                          -----------------         -----------------

Property, plant and equipment
   Land                                                             467,040                   467,040
   Buildings and improvements                                     2,552,296                 2,562,146
   Transportation equipment                                       7,785,851                 7,744,122
   Plant equipment                                               12,955,070                12,953,496
                                                          -----------------         -----------------

                                                                 23,760,257                23,726,804
   Less accumulated depreciation                                (20,075,461)              (19,752,063)
                                                          -----------------         -----------------

   Net property, plant and equipment                              3,684,796                 3,974,741
                                                          -----------------         -----------------

Other assets
   Long-term advances - related parties                             741,090                   716,090
   Deferred taxes                                                 4,477,736                 4,477,736
                                                          -----------------         -----------------

                                                                  5,218,826                 5,193,826
                                                          -----------------         -----------------

                                                          $       9,792,969         $       9,956,986
                                                          =================         =================

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
   Current maturities of long-term debt                   $       2,819,408         $       2,519,408
   Accounts payable - related party                               1,510,200                 1,455,200
   Accounts payable                                               1,025,418                   944,293
   Accrued interest                                                 525,049                   463,030
   Other current liabilities and accrued expenses                   179,974                   167,426
                                                          -----------------         -----------------

   Total current liabilities                                      6,060,049                 5,549,357

Long-term debt, less current installments                             9,487                    10,515

Stockholders' equity:
   Common stock, $0.001 par value; 20,000,000 shares
     authorized, 11,243,353 and 11,225,000 issued and
     outstanding, respectively                                       11,243                    11,225
   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                                    15,556,253                15,506,271
   Accumulated deficit                                          (11,939,413)              (11,215,732)
                                                          -----------------         -----------------

   Total stockholders' equity                                     3,723,433                 4,397,114
                                                          -----------------         -----------------

                                                          $       9,792,969         $       9,956,986
                                                          =================         =================
</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,
                                                                         ----------------------------
                                                                              2002           2001
                                                                         -------------  -------------

   Revenues
<S>                                                                      <C>            <C>
     Tire processing revenue                                             $   1,368,609  $   1,675,100
     Other revenue                                                             325,578        245,747
                                                                         -------------  -------------

     Total revenues                                                          1,694,187      1,920,847
                                                                         -------------  -------------

   Operating expenses
     Facility                                                                  544,066        620,772
     Transportation                                                            870,111        907,379
     General and administrative                                                585,525        663,715
     Depreciation                                                              324,098        339,461
                                                                         -------------  -------------

     Total operating expenses                                                2,323,800      2,531,327
                                                                         -------------  -------------

     Operating loss                                                           (629,613)      (610,480)

   Other income (expenses)
     Interest expense                                                          (94,068)      (101,829)
     Other                                                                        -               313
                                                                         -------------  -------------

       Loss before income taxes                                               (723,681)      (711,996)

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

     Net loss                                                            $    (723,681) $    (711,996)
                                                                         =============  =============


   Net loss per share
     Basic and diluted                                                   $      (0.07)  $      (0.06)
                                                                         ============== =============

   Weighted average shares outstanding
     Basic and diluted                                                      11,240,498     11,191,667
                                                                         =============  =============
</TABLE>


                                       2
<PAGE>


                  INTEGRATED TECHNOLOGY GROUP and SUBSIDIARIES
                      Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>


                                                                                        Three Months Ended
                                                                                             March 31,
                                                                                        ------------------
                                                                                        2002            2001
                                                                                  ---------------  -------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                               <C>              <C>
   Net loss                                                                       $      (723,681) $    (711,996)
   Adjustments to reconcile net loss to net cash (used in)
     operating activities:
       Depreciation and amortization                                                      324,098        339,461
       Stock issued for consulting services                                                  -           143,700
       Changes to assets and liabilities related to operating activities
       Accounts and other receivables                                                     110,235        160,171
       Prepaid expenses, deposits and other assets                                       (199,330)      (167,088)
       Accounts payable                                                                    81,125       (136,877)
       Other liabilities and accrued expenses                                              74,567        220,884
                                                                                  ---------------  -------------

   Net cash used in operating activities                                                 (332,986)      (151,745)

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchases of plant and equipment                                                       (34,153)        (5,415)
   Advances to related party                                                              (25,000)       (38,000)
                                                                                  ---------------  -------------

   Net cash used in investing activities                                                  (59,153)       (43,415)
                                                                                  ---------------  -------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from borrowings                                                               300,000           -
   Issuance of common stock                                                                50,000           -
   Advances from related parties                                                           55,000        218,000
   Repayment of long-term debt                                                             (1,028)          (942)
                                                                                  ---------------  -------------

   Net cash provided by financing activities                                              403,972        217,058
                                                                                  ---------------  -------------

NET INCREASE IN CASH                                                                       11,833         21,898

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                           18,905         30,953
                                                                                  ---------------  -------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                        $        30,738  $      52,851
                                                                                  ===============  =============

SUPPLEMENTAL CASH FLOW INFORMATION
   Cash paid for interest                                                         $        32,049  $         416
                                                                                  ===============  =============
</TABLE>


                                       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-QSB 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, 2002, are not
necessarily indicative of the results that may be expected for the year ending
December 31, 2002.

2.       NATURE OF OPERATIONS

Integrated Technologies Group (the "Company") collects and disposes 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 204,000 tons of tire chips on hand at March 31,
2002. 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.

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.

4.       AGREEMENTS

In January 2002, the Company entered into a joint venture agreement with a firm
based in Indonesia specializing in the production of industrial equipment and
machinery to produce a recycling plant that will produce marketable oil, gas,
steel and carbon black. The joint venture has a life of 10 years, unless both
parties agree to an extension.

On February 27, 2002, the Company entered into a Stock Purchase Agreement (the
"Purchase Agreement") with an investment fund ("the Fund"), in connection with a
private equity line financing transaction pursuant to which the Company shall
offer and sell to the Fund up to $10,000,000 of the Company's Common Stock over
a period of up to two years.

The Company borrowed $300,000 from the Fund pursuant to a convertible note
agreement, which is secured by 1,300,000 shares of Common Stock pledged by one
of the Company's principal stockholders. The Company also paid a commitment fee
of $100,000 for the equity line of credit.

5.       LITIGATION

The Company is currently seeking to recover $5,000,000 from an investment
company. This amount represents the proceeds the Company should have received
from the sale of its stock by the investment company. The related shares of
common stock have not been issued. The outcome of these proceedings cannot be
reasonably estimated at this time, and as a result, no gain is recorded on the
Company's books at December 31, 2001.


                                       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 created by tire shredding
operations. 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 most of 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
27.0 million tires at it's Oklahoma facility and have marketed to end users 22.5
million tires or 83%. In Texas, since it's start up in 1992, the Company has
collected 68.0 million tires and has marketed 51.0 million tires to end users or
75%. 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 2002,
collected 41.9 million tires and has marketed to end users 50.3 million tires or
120%. The inventories at the Texas facilities have been reduced during this same
time period by 8.4 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 charge 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.

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.


                                       6
<PAGE>


Quarter ended March 31, 2002 compared to the quarter ended March 31, 2001

The Company's loss for each period was essentially the same, $723,681 in 2002
and $711,996 in 2001. The Company's business in Texas has eroded because of the
requirement that tire dealers in Texas dispose of tires directly rather than
paying the state fees collected for tire disposal and the state reimbursing the
tire processors as is the case in Oklahoma. Accordingly Revenues for tire
processing declined to $1,368,609 in the 2002 period from $1,675,100 in the 2001
period. This decline was partially offset by an increase in other revenue to
$325,578 in the 2002 period from $245,747 in the 2001 period.

The company succeeded in reducing operating expenses and general and
administrative expenses resulting in the loss between the periods to being
essentially unchanged. Transportation expenses, that is, the cost of gathering
tires from dealers, as a percentage of revenue derived from tire processing did
not decline as much as tire processing revenues. The Company's fixed cost of
trucks and labor does not permit the flexible management of this cost as
revenues decline from tire processing. In addition, gasoline costs were higher
in the 2002 period than they were in the 2001 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, 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 has accrued $2,515,145 as current maturities for long-term debt as
part of a note that matured April, 1998 and for which the Company initially
obtained a forbearance which extended through April 2001. The Company is
presently negotiating with the holder of that note for another forbearance.

On February 27, 2002, the Company entered into a Stock Purchase Agreement (the
"Purchase Agreement") with Brighton Opportunity Fund, L.P. ("Brighton"), in
connection with a private equity line financing transaction pursuant to which
the Company shall offer and sell to Brighton up to $10,000,000 of the Company's
Common Stock over a period of up to two years (the "Financing"). As a condition
to Brighton's obligation to make purchases under the Purchase Agreement, the
Common Stock to be offered and sold to Brighton must be registered in an
effective registration statement with the Securities and Exchange Commission.

Pursuant to the Purchase Agreement, the Company has the right to require
Brighton to purchase a minimum of $50,000 and a maximum of $250,000 our Common
Stock, during any 22 trading days, subject to our right to terminate the
Purchase Agreement at any time. Notwithstanding the foregoing, Brighton is not
obligated to purchase more than 10% of the total dollar trading volume in any
month.

Under the Purchase Agreement, the purchase price per share is equal to 90% of
the lowest bid price of the Company's Common Stock for the ten days immediately
prior to the date the Company notifies Brighton to purchase shares of the
Company's Common Stock. Notwithstanding the foregoing, Brighton shall not be
obligated to purchase our Common Stock if they would own more than 4.9% for
Common Stock.

Simultaneously with the execution of the Purchase Agreement, we borrowed
$300,000 from Brighton pursuant to a convertible note agreement. This note was
secured by 1,300,000 shares of Common Stock pledged by one of our principal
stockholders. We also paid a commitment fee of $100,000 for the equity line of
credit.

The purpose of the equity line of credit is to fund operating capital and
construction of the Company's gasification project.

                                       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.


                                       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 14, 2002                         /s/ H. Scott Holden
                                            -----------------------------------
                                            H. Scott Holden, President


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