<PAGE>

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

                                   FORM 10-QSB

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

                  For the quarterly period ended March 31, 2003

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

       For the transition period from December 31, 2002 to March 31, 2003
                    -----------------------------------------

                         Commission File No. 2-76219-NY

                      VICTORY CAPITAL HOLDINGS CORPORATION
                 Fka New Environmental Technologies Corporation

                   ------------------------------------------
                 (Name of Small Business Issuer in its Charter)

           NEVADA                                            87-0564472
          --------                                           ----------
(State or Other Jurisdiction of                       (I.R.S. Employer I.D. No.)
 incorporation or organization)

                      7860 Mission Center Court, Suite 100
                           San Diego, California 92108
                                -----------------
                    (Address of Principal Executive Offices)

                    Issuer's Telephone Number: (866) 570-6992

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 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.

                  (1) Yes [X] No [ ]     (2) Yes [X] No [ ]


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

                                 Not applicable.

                      APPLICABLE ONLY TO CORPORATE ISSUERS

  Indicate the number of shares outstanding of each of the Registrant's classes
              of common stock, as of the latest practicable date:

                                 March 31, 2003

                                    2,620,326
                                    ---------

<PAGE>

PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.







                   NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)

                              FINANCIAL STATEMENTS

                      MARCH 31, 2003 AND DECEMBER 31, 2002


<PAGE>
<TABLE>

                             NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                    (A Development Stage Company)
                                           Balance Sheets

<CAPTION>

                                               ASSETS
                                               ------

                                                                      March 31,     December 31,
                                                                        2003            2002
                                                                     ----------      ----------
                                                                    (Unaudited)
<S>                                                                  <C>             <C>
CURRENT ASSETS

   Cash                                                              $      --       $      --
                                                                     ----------      ----------

     TOTAL ASSETS                                                    $      --       $      --
                                                                     ==========      ==========



                           LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                           ----------------------------------------------


CURRENT LIABILITIES

   Accounts payable                                                  $  45,008       $  40,590
   Accounts payable - related party                                     24,180          23,311
   Accrued interest payable - related party                              5,900           4,000
                                                                     ----------      ----------

     Total Liabilities                                                  75,088          67,901
                                                                     ----------      ----------

STOCKHOLDERS' EQUITY (DEFICIT)

   Common stock authorized 100,000,000 shares at
    $0.001 par value; 2,620,326 and 2,620,326 shares
    issued and outstanding, respectively                                 2,620           2,620
   Additional paid-in capital                                          153,130         152,642
   Deficit accumulated during the development stage                   (230,838)       (223,163)
                                                                     ----------      ----------

     Total Stockholders' Equity (Deficit)                              (75,088)        (67,901)
                                                                     ----------      ----------

     TOTAL LIABILITIES AND STOCKHOLDERS'
       EQUITY (DEFICIT)                                              $      --       $      --
                                                                     ==========      ==========


             The accompanying notes are an integral part of these financial statements.
</TABLE>

                                                 3
<PAGE>
<TABLE>
                                  NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                         (A Development Stage Company)
                                           Statements of Operations
                                                  (Unaudited)
<CAPTION>


                                                                                     From
                                                     For the                     Inception on
                                               Three Months Ended                 January 7,
                                                    March 31,                    1982 Through
                                      ---------------------------------------      March 31,
                                             2003                2002                2003
                                      ------------------- ------------------- -------------------
<S>                                   <C>                 <C>                 <C>
REVENUES                              $                -  $                -  $                -

EXPENSES                                           5,775               3,633             224,938
                                      ------------------- ------------------- -------------------

LOSS FROM OPERATIONS                              (5,775)             (3,633)           (224,938)

INTEREST EXPENSE                                  (1,900)               (400)             (5,900)
                                      ------------------- ------------------- -------------------

NET LOSS                              $           (7,675) $           (4,033) $         (230,838)
                                      =================== =================== ===================

BASIC NET LOSS PER SHARE OF
 COMMON STOCK                         $            (0.00) $            (0.00)
                                      =================== ===================

BASIC WEIGHTED AVERAGE NUMBER
 OF SHARES OUTSTANDING                         2,620,326           2,620,326
                                      =================== ===================

                  The accompanying notes are an integral part of these financial statements.
</TABLE>

                                                 4
<PAGE>
<TABLE>

                                       NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                              (A Development Stage Company)
                                      Statements of Stockholders' Equity (Deficit)
<CAPTION>



                                                                                                       Deficit
                                                                                                     Accumulated
                                                  Common Stock                  Additional           During the
                                      -------------------------------------       Paid-in            Development
                                          Shares               Amount             Capital               Stage
                                      -----------------   -----------------  ------------------  ------------------
<S>                                           <C>         <C>                <C>                 <C>
Balance, January 7, 1982                             -    $              -   $               -   $               -

Common stock issued for cash
 at $7.50 per share                              6,000                   6              45,000                   -

Common stock issued for cash
 at $0.39 per share                            168,503                 169              65,819                   -

Net loss from inception on
 January 7, 1982 through
 December 31, 1982                                   -                   -                   -             (39,597)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1982                     174,503                 175             110,819             (39,597)

Net loss for the year ended
 December 31, 1983                                   -                   -                   -             (71,397)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1983                     174,503                 175             110,819            (110,994)

Common stock issued for cash
 at $25.00 per share                                57                   -               1,425                   -

Common stock issued for cash
 at $25.00 per share                                 3                   -                  75                   -

Common stock issued for cash
 at $0.25 per share                          1,580,000               1,580              38,373                   -

Net loss for the year ended
 December 31, 1984                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1984                   1,754,563               1,755             150,692            (110,994)

Retired common stock,                       (1,296,132)             (1,297)                  -                   -

Net loss for the year ended
 December 31, 1985                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1985                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1986                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1986                     458,431    $            458   $         150,692   $        (110,994)
                                      -----------------   -----------------  ------------------  ------------------

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

                                                           5
<PAGE>

                                       NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                              (A Development Stage Company)
                                Statements of Stockholders' Equity (Deficit) (Continued)



                                                                                                       Deficit
                                                                                                     Accumulated
                                                  Common Stock                  Additional           During the
                                      -------------------------------------       Paid-in            Development
                                          Shares               Amount             Capital               Stage
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1986                     458,431    $            458   $         150,692   $        (110,994)

Net loss for the year ended
 December 31, 1987                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1987                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1988                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1988                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1989                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1989                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1990                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1990                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1991                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1991                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1992                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1992                     458,431                 458             150,692            (110,994)

Net loss for the year ended
 December 31, 1993                                   -                   -                   -                   -
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1993                     458,431                 458             150,692            (110,994)

Canceled common stock                         (316,000)               (316)                  -                   -

Net loss for the year ended
 December 31, 1994                                   -                   -                   -              (6,656)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1994                     142,431    $            142   $         150,692   $        (117,650)
                                      -----------------   -----------------  ------------------  ------------------

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

                                                           6
<PAGE>

                                       NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                              (A Development Stage Company)
                                Statements of Stockholders' Equity (Deficit) (Continued)


                                                                                                       Deficit
                                                                                                     Accumulated
                                                  Common Stock                  Additional           During the
                                      -------------------------------------       Paid-in            Development
                                          Shares               Amount             Capital               Stage
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1994                     142,431    $            142   $         150,692   $        (117,650)

Common stock issued for
 services at $0.001 per share                  160,000                 160                   -                   -

Common stock issued for
 services at $0.001 per share                2,197,895               2,198                   -                   -

Net loss for the year ended
 December 31, 1995                                   -                   -                   -             (49,097)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1995                   2,500,326               2,500             150,692            (166,747)

Common stock issued for
 services at $0.001 per share                  120,000                 120                   -                   -

Net loss for the year ended
 December 31, 1996                                   -                   -                   -              (1,681)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1996                   2,620,326               2,620             150,692            (168,428)

Net loss for the year ended
 December 31, 1997                                   -                   -                   -              (3,517)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1997                   2,620,326               2,620             150,692            (171,945)

Net loss for the year ended
 December 31, 1998                                   -                   -                   -              (2,479)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1998                   2,620,326               2,620             150,692            (174,424)

Net loss for the year ended
 December 31, 1999                                   -                   -                   -              (6,307)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 1999                   2,620,326               2,620             150,692            (180,731)

Net loss for the year ended
 December 31, 2000                                   -                   -                   -              (9,011)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 2000                   2,620,326    $          2,620   $         150,692   $        (189,742)
                                      -----------------   -----------------  ------------------  ------------------

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

                                                           7
<PAGE>

                                       NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                              (A Development Stage Company)
                                Statements of Stockholders' Equity (Deficit) (Continued)


                                                                                                       Deficit
                                                                                                     Accumulated
                                                  Common Stock                  Additional           During the
                                      -------------------------------------       Paid-in            Development
                                          Shares               Amount             Capital               Stage
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 2000                   2,620,326    $          2,620   $         150,692   $        (189,742)

Net loss for the year ended
 December 31, 2001                                   -                   -                   -             (19,461)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 2001                   2,620,326               2,620             150,692            (209,203)

Contributed capital for rent
 and officer compensation                            -                   -               1,950                   -

Net loss for the year ended
 December 31, 2002                                   -                   -                   -             (13,960)
                                      -----------------   -----------------  ------------------  ------------------

Balance, December 31, 2002                   2,620,326               2,620             152,642            (223,163)

Contributed capital for rent
 and officer compensation
 (unaudited)                                         -                   -                 488                   -

Net loss for the three months
 ended March 31, 2003
 (unaudited)                                         -                   -                   -              (7,675)
                                      -----------------   -----------------  ------------------  ------------------

Balance, March 31, 2003
 (unaudited)                                 2,620,326    $          2,620   $         153,130   $        (230,838)
                                      =================   =================  ==================  ==================

                       The accompanying notes are an integral part of these financial statements.
</TABLE>

                                                           8
<PAGE>
<TABLE>

                                       NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                                              (A Development Stage Company)
                                                Statements of Cash Flows
                                                       (Unaudited)
<CAPTION>



                                                                                                       From
                                                                      For the                      Inception on
                                                                 Three Months Ended                 January 7,
                                                                      March 31,                    1982 Through
                                                      ---------------------------------------        March 31,
                                                             2003                 2002                 2003
                                                      -------------------  -------------------  -------------------
<S>                                                   <C>                  <C>                  <C>
CASH FLOWS FROM OPERATING
 ACTIVITIES:

   Net loss                                           $           (7,675)  $           (4,033)  $         (230,838)
   Adjustments to reconcile net loss to net cash
    used by operating activities:
     Stock issued for services                                         -                    -                2,538
     Contributed capital for rent and officer
      compensation                                                   488                    -                2,438
     Increase in accounts payable
      and accounts payable - related party                         7,187                4,023               75,089
                                                      -------------------  -------------------  -------------------

       Net Cash Used by Operating Activities                           -                  (10)            (150,773)
                                                      -------------------  -------------------  -------------------

CASH FLOWS FROM INVESTING ACTIVITIES:                                  -                    -                    -
                                                      -------------------  -------------------  -------------------

CASH FLOWS FROM FINANCING ACTIVITIES:

   Issuance of common stock for cash                                   -                    -              150,773
                                                      -------------------  -------------------  -------------------

     Net Cash Provided by Financing Activities                         -                    -              150,773
                                                      -------------------  -------------------  -------------------

NET DECREASE IN CASH                                                   -                  (10)                   -

CASH AT BEGINNING OF PERIOD                                            -                   10                    -
                                                      -------------------  -------------------  -------------------

CASH AT END OF PERIOD                                 $                -   $                -   $                -
                                                      ===================  ===================  ===================

CASH PAID FOR:

   Interest                                           $                -   $                -   $                -
   Income taxes                                       $                -   $                -   $                -

SCHEDULE OF NON CASH
   FINANCING ACTIVITIES

   Stock issued for services                          $                -   $                -   $            2,538
   Contributed capital for rent and officer
     Compensation                                     $              488   $                -   $            2,438


                       The accompanying notes are an integral part of these financial statements.
</TABLE>

                                                           9
<PAGE>

                   NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements
                      March 31, 2003 and December 31, 2002


NOTE 1 -      CONDENSED FINANCIAL STATEMENTS

              The accompanying financial statements have been prepared by the
              Company without audit. In the opinion of management, all
              adjustments (which include only normal recurring adjustments)
              necessary to present fairly the financial position, results of
              operations and cash flows at March 31, 2003 and 2002 and for all
              periods presented have been made.

              Certain information and footnote disclosures normally included in
              financial statements prepared in accordance with generally
              accepted accounting principles have been condensed or omitted. It
              is suggested that these condensed financial statements be read in
              conjunction with the financial statements and notes thereto
              included in the Company's December 31, 2002 audited financial
              statements. The results of operations for the period ended March
              31, 2003 and 2002 are not necessarily indicative of the operating
              results for the full years.

NOTE 2 -      GOING CONCERN

              The Company's financial statements are prepared using generally
              accepted accounting principles applicable to a going concern which
              contemplates the realization of assets and liquidation of
              liabilities in the normal course of business. The Company has not
              yet established an ongoing source of revenues sufficient to cover
              its operating costs and allow it to continue as a going concern.
              The ability of the Company to continue as a going concern is
              dependent on the Company obtaining adequate capital to fund
              operating losses until it becomes profitable. If the Company is
              unable to obtain adequate capital, it could be forced to cease
              operations.

              In order to continue as a going concern, develop a reliable source
              of revenues, and achieve a profitable level of operations the
              Company will need, among other things, additional capital
              resources. Management's plans to continue as a going concern
              include seeking opportunities to merge with an existing operating
              company. In the interim, the shareholders of the Company will
              cover all operating expenses. Management cannot provide any
              assurances that the Company will be successful in accomplishing
              any of its plans.

              The ability of the Company to continue as a going concern is
              dependent upon its ability to successfully accomplish the plans
              described in the preceding paragraph and eventually secure other
              sources of financing and attain profitable operations. The
              accompanying financial statements do not include any adjustments
              that might be necessary if the Company is unable to continue as a
              going concern.

NOTE 3 -      SUBSEQUENT EVENTS

              On April 14, 2003, the Company reached an agreement with a
              shareholder to satisfy outstanding bills for legal services, of
              $22,278, in exchange for a cash payment of $12,881. The difference
              will be recorded as a contribution of additional paid-in capital
              occurring in the three months ended June 30, 2003.


                                       10
<PAGE>

                   NEW ENVIRONMENTAL TECHNOLOGIES CORPORATION
                          (A Development Stage Company)
                        Notes to the Financial Statements
                      March 31, 2003 and December 31, 2002

NOTE 3 -      SUBSEQUENT EVENTS (Continued)

              On April 14, 2003, the Company's president and CEO paid $14,278
              towards the satisfaction of certain company accounts payable. This
              will result in the reclassification of accounts payable to
              accounts payable - related party for $14,278 during the three
              months ended June 30, 2003.

              On April 14, 2003, shareholders accounting for 2,279,077 shares,
              or 87% of the Company's outstanding common stock, entered into a
              share purchase agreement whereby all of the common stock held by
              the aforementioned shareholders was exchanged in consideration for
              $275,000. As a result, the purchasers have established a
              controlling interest in the Company.

              On April 14, 2003, the Company accepted the resignation of its
              president and CEO, David C. Merrell. In his place, the Company has
              appointed Harold Gregg as interim president and CEO.

              On May 2, 2003, the Company reached an agreement with the
              Company's former president and CEO to satisfy outstanding
              obligations and accrued interest related to cash advances made to
              the Company, of $44,358. As the former president and CEO continues
              to own a significant number of shares of the Company's common
              stock, the amount will be considered as a contribution of
              additional paid-in capital occurring in the three months ended
              June 30, 2003.


                                       11
<PAGE>
ITEM 2.  PLAN OF OPERATIONS

              Safe Harbor Statement

              This Form 10-QSB contains certain forward-looking statements. For
              this purpose any statements contained in this Form 10-QSB that are
              not statements of historical fact may be deemed to be
              forward-looking statements. Without limiting the foregoing, words
              such as "may," "will," "expect," "believe," "anticipate,"
              "estimate" or "continue" or comparable terminology are intended to
              identify forward-looking statements. These statements by their
              nature involve substantial risks and uncertainties, and actual
              results may differ materially depending on a variety of factors.

              Plan of Operations
              ------------------
              The Company has little cash and has experienced losses. As of
              March 31, 2003, the Company had $ 0 cash on hand. As of that date
              the Company had $75,088 in outstanding liabilities.

              As of the date of this report, the Company has yet to generate
              positive cash flow. The Company has financed its operations
              primarily through the sale of common stock.

              The Company believes that its current cash needs can be met either
              through the sale of additional stock or through loans. Should the
              Company obtain a business opportunity, however, it may be
              necessary to raise additional capital. This may be accomplished by
              selling common stock of the Company.

              Management of the Company has defined several business
              opportunities in the technology, finance and media sectors for the
              Company during the next twelve months.


ITEM 3.  Controls and Procedures

              Evaluation of Disclosure Controls and Procedures. Based on an
              evaluation under the supervision and with the participation of the
              our management as of a date within 90 days of the filing date of
              this Quarterly Report on Form 10-QSB, our principal executive
              officer and principal financial officer have concluded that our
              disclosure controls and procedures (as defined in Rules 13a-14(c)
              and 15d-14(c) under the Securities Exchange Act of 1934, are
              effective to ensure that information required to be disclosed in
              reports that we file or submit under the Exchange Act is recorded,
              processed, summarized and reported within the time periods
              specified in SEC rules and forms.

              Changes in Internal Controls. There were no significant changes in
              our internal controls or in other factors that could significantly
              affect these controls subsequent to the date of their evaluation.
              There were no significant deficiencies or material weaknesses, and
              therefore there were no corrective actions taken. However, the
              design of any system of controls is based in part upon certain
              assumptions about the likelihood of future events and there is no
              certainty that any design will succeed in achieving its stated
              goal under all potential future considerations, regardless of how
              remote.



                                       12
<PAGE>

                           PART II - OTHER INFORMATION

Item 1.   Legal Proceedings.
----------------------------

          None; not applicable.

Item 2.   Changes in Securities.
--------------------------------

          None; not applicable.

Item 3.   Defaults Upon Senior Securities.
------------------------------------------

          None; not applicable.

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

          None; not applicable.

Item 5.   Other Information.
----------------------------

          None; not applicable.

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

          (a)  Exhibits.

               None.

          (b) Reports on Form 8-K.

               None.

                                       13
<PAGE>


                                   SIGNATURES

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

                                 New Environmental Technologies Corporation



Date: 05/08/03                   By     /s/ Harold Gregg
     --------------                     -------------------------------------
                                        Harold Gregg
                                        Director and President
                                        Secretary and Treasurer




                                       14
<PAGE>



                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Harold Gregg, certify that:

1.    I have reviewed this quarterly report on Form 10-QSB of Victory Capital
      Holdings Corporation fka New Environmental Technologies Corporation.

2.    Based on my knowledge, this quarterly report does not contain any untrue
      statement of a material fact or omit to state a material fact necessary to
      make the statements made, in light of the circumstances under which such
      statements were made, not misleading with respect to the period covered by
      this annual report.

3.    Based on my knowledge, the financial statements, and other financial
      information included in this quarterly report, fairly present in all
      material respects the financial condition, results of operations and cash
      flows of the registrant as of, and for, the periods presented in this
      annual report.



Date: May 8, 2003

                                      /s/ Harold Gregg
                                      ------------------------------------
                                      Harold Gregg
                                      President and Director and Treasurer
                                      (principal executive officer)
                                      (principal financial officer





                                       15