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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-KSB/A
                                 Amendment No. 1

[X]      Annual Report Pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934 For the Fiscal Year Ended September 30, 2001

[ ]      Transition Report Under Section 13 or 15(d) of Securities
         Exchange Act of 1934
         For the transition period from ______ to ______

                           Commission File No. 0-27159

                      NATIONAL RESIDENTIAL PROPERTIES, INC.
--------------------------------------------------------------------------------
                 (Name of Small Business Issuer in its charter)

          Nevada                                             65-439467
---------------------------                              ---------------------
State or other Jurisdiction                                (IRS Employer
    or organization                                      Identification Number)

                      2921 NW 6th Ave, Miami, Florida 33127
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (305) 573-8882
--------------------------------------------------------------------------------
                 (Issuer's Telephone Number Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

                          Common Stock $.001 par value
                                (Title of Class)

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 [ ]



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Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information: [ ]

Statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB: [ ]

On January 22, 2002, the aggregate market value of the Company's Common Stock
based on the average of the bid and asked price, held by non-affiliates was
$770,009.

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

The number of shares outstanding of the Company's Common Stock as of January 9,
2002, was 1,938,566,046 shares.

The Company's revenues for its most recent fiscal year were $76,764.

                   ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                           DURING THE PAST FIVE YEARS

Check whether the issuer has filed all documents and reports required to be
filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court Yes [ ]   No [ ]

         DOCUMENTS INCORPORATED BY REFERENCE:   None

Purpose of Amendment

         National Residential Properties, Inc. (the "Company") hereby amends
Item 7 of Part II of its Report on Form 10-KSB for the year ended September 30,
2001. This amendment amends page F-6 to correct errors and omissions which
occurred when the financial statements were put into electronic form for filing.

                                      - 2 -


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                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the Registrant caused this Annual Report and any subsequent amendments
thereto to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        NATIONAL RESIDENTIAL PROPERTIES, INC.

Dated: January 25, 2002                 By:       /s/ RICHARD ASTROM
                                            -----------------------------------
                                                 Richard Astrom, President

Pursuant to the requirements of the Securities Act of 1934, this Annual Report
has been signed below by the following persons in their respective capacities
with the Registrant and on the dates indicated.

<TABLE>
<CAPTION>

         SIGNATURE                                   TITLE                              DATE
         ---------                                   -----                              ----
<S>                                         <C>                                   <C>
 /s/ RICHARD ASTROM                         President, Chief Executive            January 25, 2002
----------------------------                Officer and Director
Richard Astrom

 /s/ CHRISTOPHER ASTROM                     Vice President, Secretary             January 25, 2002
----------------------------                and Director
Christopher Astrom

</TABLE>
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             NATIONAL RESIDENTIAL PROPERTIES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                               FOR THE YEARS ENDED
                           SEPTEMBER 30, 2001 AND 2000



                                                      2001             2000
                                                 -------------    -------------
OPERATING REVENUES ...........................   $      76,764    $      62,500
                                                 -------------    -------------
EXPENSES
   Management fees ...........................         152,098          131,517
   Professional fees and compensation expenses         290,586          335,578
   Advertising ...............................          35,641           27,881
   Travel and automobile expense .............          24,006           37,526
   Telephone and utilities ...................          13,834           10,548
   Real estate taxes and property maintenance           19,791           69,691
   Office and administrative expenses ........         118,336           55,207
   Miscellaneous .............................          21,443           20,917
   Depreciation ..............................           2,660           17,887
                                                 -------------    -------------
          TOTAL OPERATING EXPENSES ...........         678,395          706,752
                                                 -------------    -------------

LOSS BEFORE OTHER INCOME (EXPENSES) ..........        (601,631)        (644,252)

OTHER INCOME (EXPENSES)

   Write down of acquisitions ................              --         (318,750)
   Interest income ...........................          17,987           45,121
   Interest expense ..........................              --          (19,927)
                                                 -------------    -------------
          TOTAL OTHER INCOME (EXPENSES) ......          17,987         (293,556)
                                                 -------------    -------------
NET LOSS BEFORE INCOME TAX BENEFIT ...........        (583,644)        (937,808)
   Income tax benefit ........................              --           29,005
                                                 -------------    -------------
NET LOSS APPLICABLE TO COMMON SHARES .........   $    (583,644)   $    (908,803)
                                                 =============    =============
NET LOSS PER BASIC AND DILUTED SHARES ........   $      (0.001)   $     (0.0496)
                                                 =============    =============
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING ...........................     537,373,506       18,306,334
                                                 =============    =============




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



                                       F-6