SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D. C. 20549

                            FORM 10-Q

       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
               THE SECURITIES EXCHANGE ACT OF 1934

               For the Quarter Ended: May 31, 2002
                 Commission File Number: 0-7568

                    TOTH ALUMINUM CORPORATION
     (Exact name of registrant as specified in its charter)

           LOUISIANA                        72-0646580
(State or other jurisdiction of    (I.R.S. Employer Identification
 incorporation or organization)               Number)

           HIGHWAY 18 - RIVER ROAD, VACHERIE, LA 70090
      (Address of principal executive offices)   (Zip code)

Registrant's telephone number, including area code: (225) 265-8181

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

                              NONE
                      (Title of each class)

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

                 COMMON STOCK, WITHOUT PAR VALUE
                        (Title of class)

Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or for such shorter periods that the registrant was required  to
file   reports),  and  (2)  has  been  subject  to  such   filing
requirements for the past 90 days: Yes  X    No

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

Common stock, without par value                35,466,193
        Class                         Outstanding at May 31, 2002




                    TOTH ALUMINUM CORPORATION


                       INDEX TO FORM 10-Q

               For The Quarter Ended May 31, 2002



                                                           Page

Part I  Financial Information

        Balance Sheets - May 31, 2002
        and August 31, 2001..............................

        Statements of Operations - Nine Months
        Ended May 31, 2002 and May 31, 2001..............

        Statements of Cash Flows - Nine Months
        Ended May 31, 2002 and May 31, 2001..............

        Notes to Financial
           statements....................................

        Management's Discussion and Analysis
        of the Financial Conditions and Results
        Of Operations....................................

Part II   Other Information..............................




<TABLE>
TOTH ALUMINUM CORPORATION (A DEVELOPMENT STAGE ENTERPRISE)
COMBINED BALANCE SHEETS (UNAUDITED)

                                            MAY 31,     AUGUST 31,
                                              2002         2001
<S>                                        <C>          <C>
ASSETS

CURRENT ASSETS:
Cash ...............................           1,430       2,431
Accounts receivable-other...........             -           -
Total current assets................           1,430       2,431


OTHER ASSETS:

Property, Plant and
Equipment - Net.....................               0           0
Investments in and Advances
      to Armant Partnership.........               0           0
Patents and Patent Rights (Net of
      accumulated amortization......          15,449      16,217
Total Other Assets..................          15,449      16,217

TOTAL ASSETS........................       $  16,879  $   18,648







                                              MAY 31,   AUGUST 31,
2002		2001


LIABILITIES

CURRENT LIABILITIES:
Notes payable-related parties.......       $  23,100    $  23,100
Notes payable-bank..................              -            -
Notes payable-other.................         300,000      300,000
Accounts payable:
     Trade .........................         943,554      850,550
     Officers and employees.........         855,247      616,510
Accrued salaries....................       2,679,000    2,323,018
Accrued expenses....................         808,156      640,863
Accrued interest payable............       4,130,742    3,075,499
Total current liabilities...........       9,739,799    7,829,540

DEFERRED CREDIT.....................             -            -


Series "A-1" Convertible Promissory Note(1)
Related Parties
     Principal......................      12,080,096    12,080,096
     Accrued Interest Payable.......       8,439,764     7,352,557
Non-Related Parties
     Principal......................       5,978,421     5,978,421
     Accrued Interest Payable.......       7,925,058     7,387,001
Total Series "A-1" Notes............      34,423,339    32,798,075


CONVERTIBLE DEBENTURES PAYABLE
     (net of discounts, commissions,
     and offering costs of $1,563)..          20,437        20,437

STOCKHOLDERS' EQUITY:
Common stock - no par value.........      38,258,096    38,258,096
Common stock subscribed.............          20,000        20,000
Paid in capital.....................         164,774       164,774
Deficit accumulated during the
     development stage..............     (82,609,566)  (79,072,274)
Total stockholders' equity..........     (44,166,696)  (40,629,404)


TOTAL LIABILITIES...................      $   16,879   $    18,648
</TABLE>







<TABLE>
TOTH ALUMINUM CORPORATION  (A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF OPERATIONS (UNAUDITED)
                                                                        From
                           Three Months Ended     Nine Months Ended   Inception
                             May        May        May         May     To May
                             31,        31,         31,        31,       31,
                            2002       2001        2002       2001      2002
<S>                      <C>        <C>         <C>       <C>        <C>

COSTS AND EXPENSES:
Research and
     Development........ $  2,689   $  1,840    $  5,669  $   4,180  $ 7,770,399

Promotional, general and
     administrative.....  366,021    264,691     850,016    606,438   19,184,742

Interest................1,055,357    909,058   2,680,507  2,329,876   25,516,874
   Total................1,424,067  1,175,589   3,536,192  2,940,494   52,372,286


OTHER (INCOME) EXPENSE:
Loss in Investment and
     advances to
     Armant............                                               17,471,835

Equity in loss of
     Armant............                            1,100      5,736   12,767,631

NET LOSS...............$1,424,067 $1,184,566  $3,537,292 $2,946,230  $82,609,566

Loss Per Common Share..     $.04       $.03        $.10       $.08

</TABLE>

See notes to financial statements.



TOTH ALUMINUM CORPORATION  (A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS

<TABLE>
                                        Nine Months Ended      From Inception
                                       May 31,      May 31,      To May 31,
                                        2002           2001          2002

<S>                                  <C>            <C>           <C>
OPERATING ACTIVITIES

NET LOSS..........................  ($3,537,292)   ($2,946,230)  ($82,609,566)

ADJUSTMENTS TO RECONCILE NET
INCOME TO NET CASH PROVIDED BY
OPERATING ACTIVITIES:

Depreciation and
     amortization.................                      6,326       1,214,879
Amortization and write
     off of patents...............          768                       442,499
Amortization of prepaid leases....                                    302,424
Amortization of Financing.........                                     95,000
Loss on divestiture
     of Subsidiaries..............                                    912,586
Losses from joint venture.........        1,100         8,977      11,131,535
Other.............................                                    111,616
Proceeds from royalty
     Prepayments..................                                    172,760
Prepayment of Leases..............                                    (16,104)
Disposition of Property,
     Plant, and Equipment.........                                     27,745


CHANGES IN OPERATING ASSETS
 AND LIABILITIES:
Increase in accounts
     receivable...................                                          0
Decrease (Increase) in
     prepaid expenses.............           -             -          (27,371)
Increase in accounts payable and
     accrued expenses.............      849,696      1,341,049     17,791,474
Increase in notes payable.........    2,680,507      1,588,806     29,997,700
                                           (320)          (310)  ($20,516,635)





TOTH ALUMINUM CORPORATION (A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS - (Continued)


                                          Nine Months Ended      From Inception
                                         May 31,        May 31,      May 31,
                                          2002           2001         2002

INVESTING ACTIVITIES:
Purchase of property,
     plant and equipment...........                               ($1,159,046)
Acquisition of patents.............                    (17,140)      (460,515)
Investment of Certificate
     of Deposit....................                                (3,995,000)
Cash investment in and
     Advances to TACMA.............                                (1,076,595)
Cash investments in and
     Advances to Armant............                    (17,600)   (20,785,927)
Write off of Investment and Cash
     advances to Armant............                     15,554     17,131,365
Redemption of Certificates
     of Deposit....................                                 3,995,000
Proceeds from sale of net
     Profit interest...............                              $     50,000
                                              0         (1,586)    (6,300,718)

FINANCING ACTIVITIES:
Stock issued or subscribed
     for cash......................                                18,481,076
Preferred stock issued for cash....                                   266,400
Proceeds from long term
     Obligations...................                                 1,430,349
Proceeds from warrants
     Issued for cash...............                                 6,236,507
Common stock issuance cost.........                                  (166,550)
Issuance of convertible
     Debentures....................                                 1,913,963
Cash received upon Conversion
     of debentures to
     Common Stock..................                                   112,999
Payment of Long term
     Obligations...................                                (1,457,071)
                                            -              -       26,817,673

INCREASE (DECREASE) IN CASH........       (320)          (130)           (320)
CASH BEGINNING OF PERIOD...........      1,750            440
CASH END OF PERIOD.................   $  1,430       $    310           1,430


See notes to financial statements



</TABLE>

TOTH ALUMINUM CORPORATION  (A DEVELOPMENT STAGE ENTERPRISE)
NOTES TO FINANCIAL STATEMENTS

1.   In  the  opinion  of  management,  the  accompanying  condensed
financial  statements contain all adjustments  (consisting  only  of
normal  recurring  adjustments)  necessary  to  present  fairly  the
financial  position of Toth Aluminum Corporation  (the  Company)  as
of  May  31, 2001, and the results of its operations and changes  in
financial position for the three months then ended.

    The   accounting  policies  followed  by  the  Company  are  set
forth  in  Note 1 to the Company's financial statements in Form  10-
K, dated August 31, 2001.

2.   The  accompanying  financial statements  of  the  Company  have
been  prepared  on  a  going concern basis, which  contemplates  the
realization  of  assets and the satisfaction of liabilities  in  the
normal  course  of  business.  The Company has incurred  net  losses
from  its  inception  in  August 1966  through  May  31,  2002,  and
August  31,  2001,  of  $82,609,566 and  $79,072,274,  respectively.

    The  Company's  continuation  in  existence  is  dependent  upon
its   ability  to  generate  sufficient  cash  flow  to   meet   its
continuing  obligations on a timely basis,  to  fund  the  operating
and  capital  needs,  and to  obtain additional  financing as may be
required,  and  ultimately to  attain  successful operations. Should
the   Company   be   unable   to  obtain  investment partners it may
experience   significant   difficulty.      These   factors,   among
others,  may  indicate that the Company will be unable  to  continue
in   existence.   The  financial  statements  do  not  include   any
adjustments  relating  to the recoverability and  classification  of
recorded   asset  amounts  or  the  amount  and  classification   of
liabilities  that  might be necessary should the Company  be  unable
to continue in existence.

Armant

    The   Company  is  general  partner  in  a  limited  partnership
(Armant)   formed  in  1982  to  construct  and  operate   a   metal
chlorides  plant  in Vacherie, Louisiana. The plant,  which  through
August  31,  1989, has cost approximately $23 million to  construct,
has  been  built on land (the Armant site) owned by Empresas  Lince,
S.A.,  (ELSA),  a  Central  American  corporation  controlled  by  a
former member of the Company's Board of Directors.

Costs capitalized and deferred by Armant consisted of the following:


                                              May 31,      August 31,
                                               2002            2001
Direct carbo-chlorination plant costs:
    Process equipment..................  $    865,000     $ 1,120,000
    Leasehold improvements.............                         8,000
                                              865,000       1,128,000
Self-construction and start-up costs:
  Salaries:
    Engineering........................
     Plant construction and
        operations.....................        69,000         147,000
     Indirect labor and overhead.......
                                               69,000         147,000

                                         $    934,000     $ 1,289,000



    Presented below is summarized financial information of Armant.

                                              May 31,      August 31,
                                               2002           2001
Assets:
     Plant and equipment..............    $   930,000    $  1,275,000
     Other............................                         14,000

     Total............................    $   930,000    $  1,289,000

Liabilities and Equity:
   Notes payable - Toth Aluminum
       Corporation....................    $ 3,240,000    $  3,240,000
     Payables - Toth Aluminum Corp....     17,240,000      17,420,000
          Other payables..............        880,000         842,000

     Equity - Toth Aluminum
          Corporation.................    (20,417,000)    (20,200,000)
           - Other....................        (13,000)        (13,000)
                                          (20,430,000)    (20,213,000)

       Total..........................    $   930,000    $  1,289,000


                                                 Nine Months Ended
                                               May 31,        May 31,
                                                2002           2001
Statement of Plant Expenses
     Direct plant costs...............          1,450           6,000
     Interest expense.................         14,000          46,000
     General and
           administrative costs.......         15,550           7,000
 Net loss                                 $    31,000      $   54,000



                                             May 31,       August 31,
                                              2002            2001
Payable to and Equity of Toth Aluminum
     Corporation:
   Notes  payable......................  $ 20,013,000    $ 20,013,000
    Payables...........................     4,689,000       4,689,000
  Beginning equity of the Company......    (5,560,000)     (5,560,000)
       Less:  Loss from Armant.........   (10,989,000)    (10,989,000)
       Affiliates interest:
        Capitalized by Armant, but
         not accrued by the Company....    (5,620,000)     (5,620,000)
        Expensed by Armant, but not
           accrued by the Company......    (2,533,000)     (2,533,000)
   Investment in and advances to
        Armant.........................   $         0     $         0


4.    Notes  payable  consisted  of  the  following:

                                              May 31,      August 31,
                                               2002            2001
Demand notes payable to related
      parties, unsecured At 12%........        23,100          23,100
Notes payable to other parties,
     secured (A) At 12%................       300,000         300,000
Series "A-1" Convertible
  Promissory Notes
     Payable to related parties........    12,080,096      12,080,096
     Payable to others.................     5,978,421       5,978,421
     Interest Payable..................    16,364,824      14,739,558

Total..................................  $ 34,746,441      33,121,175

    A)  Collateralized by a pledge of personal  assets  owned  by the
        Company's Chairman of the Board.

5.  The financial  statements are summarized and reference is made to
the "NOTES TO  FINANCIAL STATEMENTS" included in the Company's Annual
Report on  Form  10-K for  the fiscal year ended August  31, 1999, as
filed with the Securities and Exchange Commission.


Management's   Discussion  and  Analysis  of Financial Condition  and
Results of Operations.

Liquidity and Capital Resources

    During the nine months ended May 31,2002, total assets decreased
to  $16,879  from $18,648  at  August 31,  2001,  and current assets
decreased from $2,431 to $1,430. The primary asset of the Company is
its proprietary  technology,  commonly  referred  to as the  TAC-ACS
process,  the  Clay-to-Aluminum  Process.   TAC  has  developed  its
proprietary clay chlorination and purification  technology,  the TAC
Process, from laboratory, through  bench scale, to large scale pilot
plant and is now poised to commercialize  its breakthrough, low cost
continuous manufacturing  process.  Several prestigious  engineering
companies have evaluated the technology, and have declared  it ready
for commercialization.

    TAC  intends  to  combine the  TAC Process with other  aluminum
chloride  smelting,  ACS,  technology,  creating  a new  integrated
TAC-ACS Process,  the  Clay-to-Aluminum   Process,  to  manufacture
primary  aluminum  and  titanium  tetrachloride  from clays.    TAC
protects part of the technology as Trade Secrets under Intellectual
Property Law.  TAC has patented parts of the technology and applied
for  a  patent  of  the continuous  process and  other parts of the
Clay-to-Aluminum Process.  Effectively, TAC has  collected, created
and maintains unique control over the  information that will enable
them  to  commercialize and  exploit  the Clay-to-Aluminum  Process
Technology more efficiently than any other party.

    Due to an  oversight in the  preparation and  filing of an 8-K,
during January 2000, and in the filing of the  10-Q for  the period
ended  February  28,  2000,  the  following  information  is  being
presented to  properly reflect the  fact that on December 28, 1999,
the corporation  had filed an Act of  Pledge, in the public records
of the Clerk of Court, Parish of St. James, Louisiana, the domicile
of the  corporation,  covering  all  of  the  domestic  and foreign
Patents  owned by the  Corporation.   The pledge was  collateral to
secure outstanding  obligations in the amount of $3,100,000, either
in the form of past,  present, or future financial support incurred
or that  may be incurred on behalf of the  Corporation, and bearing
interest at the rate of twelve percent per annum, from date.

    Total  Liabilities,  including the   Series  "A-1"  Convertible
Promissory Note, increased  from  $40,648,052 to $44,183,575 during
the  same period.

Working Capital Meeting Operating Needs and Commitments

    From  inception,  the  Company has sustained  its  operations
primarily through funds provided by private placements and public
offerings  of  its  common  stock.  Due  to  the  length  of  its
development  stage  activities,  liquidity  has  always  been   a
continuing concern.  The Company has incurred net losses from its
inception   in  1966  through  May  31,  2002,  of  approximately
$82,609,566. These factors, among others, may indicate  that  the
Company  will be unable to continue in existence.  The  financial
statements  do  not  include  any  adjustments  relating  to  the
recoverability  and classification of recorded asset  amounts  or
the  amount  and  classification of  liabilities  that  might  be
necessary  should the Company be unable to continue in existence.
The  Company's  continuation in existence is dependent  upon  its
ability  to  generate sufficient cash flow to meet its continuing
obligations on a timely basis, to obtain additional financing  as
may  be required, and ultimately to attain successful operations.
Management  believes that the plants constructed  by  Armant  and
TACMA  demonstrate  that the production of  metal  chlorides  and
aluminum  intermediates through the Company's patented  processes
is  possible.

     TAC is committed to provide the highest-grade technology  to
empower the world's lowest cost, most energy efficient production
of  primary  aluminum  metal  and  titanium  tetrachloride,   and
associated  by-products,  and to  generate robust returns for its
investors.   Today,  the world  consumes approximately 20 million
short tons of  primary  aluminum annually, with demand growing at
approximately  3%  to  5%  per year,  creating a need for 600,000
additional tons of  primary  aluminum, every year.  TAC's initial
goal is to capture the growth market  with aluminum produced from
clay via its new  chloride  processing technology. In the future,
as existing   Bayer-Hall  aluminum   plants   eventually   become
uncompetitive,  TAC foresees  that they will be replaced with new
Clay-to-Aluminum facilities.

    TAC intends to be  the catalyst for this evolutionary  change
in the aluminum industry.

    TAC's   plans  include  not  only the provision of processing
technology, but also the development and supply of operating know
how, engineering  designs and construction expertise, in order to
accomplish this vision.

    TAC is totally committed to producing the highest quality  of
primary  aluminum  metal  and  associated  chemical  products, at
lowest  cost  through  conservation  of  energy  and  the  use of
abundant  low  cost  raw  materials.   TAC intends that its Clay-
to-Aluminum  processing  will  become  the  recognized technology
for manufacturing primary aluminum.

    TAC's  future   plans  call for expanding its technology into
other  fields,  including   recovery  of  metals  from wastes and
extraction of other metals from their ores.

    TAC had endeavored to commercialize its technology since 1987
but despite  the  apparent  advantages  of clay based processing;
the technology has  yet  to  be  commercially implemented.  There
are several reasons for TAC's lack  of   success   in  attracting
development Participants, but two hurdles are clearly evident.

    Firstly,  TAC  is  not  a  major  player  in aluminum and its
financial condition does  not promote confidence in its perceived
ability  to  see  the Project through to a successful conclusion.
Secondly,  in   its  past   commercialization  efforts,  TAC  had
insisted  on  maintaining  total  ownership  of  the  technology,
which was  not acceptable  to  some  prospective participants.  A
third reason is that Clay-to-Aluminum technology does not enhance
today's bauxite and alumina  based aluminum processes-it replaces
them instead.   Successful   commercialization  of  the  Clay-to-
Aluminum  process  would mean that industry's hugh investments in
existing Bayer and Hall-Heroult  plants would  eventually be made
obsolete, and the value of industry's installed  capital  assets,
and  the  value of its  bauxite  reserves  would  be  drastically
reduced.   A  fourth  hurdle  results  from   Alcoa's decision to
abandon its own chloride based  ASP  process.     TAC's  approach
to   potential  project  Participants   has  invariably  elicited
responses  similar  to  the following: "Alcoa  expensed  enormous
resources  on  their  aluminum  chloride  smelting  process,  and
yet  they  abandoned  it.   If the largest  aluminum  company  in
the world, Alcoa, will not support the technology, why should I?"

    While  this is  a logical response, Alcoa's approach was very
different  from TAC's, and our approach has some very significant

cost  and  environmental  advantages  over Alcoa's, which make us
confident   of   success.     There  are   fundamental  technical
differences  between  TAC's  Clay-to-Aluminum process and Alcoa's
ASP  technology.   There  were  also  marked  differences between
Alcoa's  and   TAC's   research   and  development  philosophies,
especially  in  regard to the crucial question of purification of
aluminum  chloride.   Several  of  the  technical  problems  that
contributed  to  Alcoa's  cost  escalations do not occur in TAC's
processes.

     The  Company's intention in the near-term is  to  focus  its
efforts  and  resources on completing a project to  commercialize
the Clay-to-Aluminum Process be undertaken in multiple steps.

     In  August  1995,  Fluor  Daniel Inc. undertook a feasibility
study of a project to construct a commercial Metal Chlorides Plant
to  manufacture aluminum chloride, silicon tetrachloride, titanium
tetrachloride  and  other  products  from clay using the company's
proprietary   carbo-chlorination   technology.     Fluor  Daniel's
assessment was highly favorable, but the Company has not succeeded
in raising the funding needed to complete the project.

     In March 1998,  the  Company negotiated with and entered into
an  Engagement  Agreement  with  a  Denver,  CO   based  financial
brokerage  firm,  Mercantile Resource Finance, Inc. (MRFI) for the
sole  purpose  of  accelerating the efforts to fully commercialize
the TAC Process. Through the end of the fiscal year, some interest
had been shown by  prospective  investors, but nothing significant
and  as of this  writing,  nothing  material  or consequential has
materialized.

     In  the  first step, which TAC has designated Phase  1,  TAC
proposes that a semi-commercial demonstration plant be built  and
operated.   Operation of this semi-commercial plant  will  permit
engineers  to  fine  tune  the  design  of  the  subsequent  full
commercial facility in Phase 2.  Equally important, the  Phase  1
plant  will  provide a hands-on training facility for  commercial
plant staff.  Phase 2 of the project will comprise the design and
construction  of a full-scale commercial Clay-to-Aluminum  plant.
Cost  of  Phase 1 is estimated to be $45 million and the cost  of
Phase 2 will be determined after Phase 1 has been completed.

     There will be two principal goals in executing Phase 1.  The
first  goal  is to refine TAC's clay chlorination procedures  for
implementation  in  commercial production  facilities.   TAC  has
already  developed these procedures to an advanced stage  in  its
pilot  plant, but the design of that pilot plant did  not  permit
long   duration,  continuous  operation  runs.    Refinement   of
procedures   will   permit  confident  scale-up   to   full-scale
commercial plant capacity.

    The second goal will be the generation of refined designs for
full-scale  commercial smelting cells.  This will be accomplished
by  constructing  and operating a complete ACS smelting  facility
that will consume a portion of the aluminum chloride produced  in
clay chlorination.  The balance of production will be marketed as
high  purity anhydrous aluminum chloride to generate revenues  to
help  defray plant-operating costs.  Smelting specialists foresee
rapid development of a final design for commercial cells in Phase
1, and anticipate that this will consume nine to twelve months of
development time.

     The  project  will  start as soon as  TAC  has  secured  the
financing   for   Phase  1.   Initial  tasks   include   detailed
engineering  design of clay chlorination and smelting facilities,
and  the  selection of a suitable plant site.  Construction  will
begin with site preparation, approximately nine months after  the
project start. After an initial ramp up period, the Phase 1 plant
is  expected to reach full design capacity within 36 months after
project start.

     After confirmation of the economic viability of the Clay-to-
Aluminum  Process,  work will begin on the second  phase  of  the
project,  namely  the design, construction  and  operation  of  a
commercial Clay-to-Aluminum plant.  TAC proposes that  a  modular
design  concept  be adopted for Phase 2, such that  the  eventual
full-scale  commercial plant will consist of a set  of  duplicate
plant   modules,   operating  in  parallel.  TAC anticipates that
additional modules  will be constructed in parallel in subsequent
years.


Results of Operations

    TAC's  Clay  Chlorination  Pilot Plant, at the Armant site in
Vacherie,  was  completed  in  1983  and  was  operated  in block
(continuous  chlorination  and   condensation  to  produce  crude
aluminum  chloride,  followed  by  continuous  operation  of  the
purification system)  mode through 1988.  Approximately 150 pilot
plant  runs  were  made, and tonnage lots of high purity aluminum
chloride  and  commercial   grade   silicon   tetrachloride  were
successfully  marketed.   TAC made several major breakthroughs in
systems  operation,  and  the  plant  sections  finally  achieved
smooth,  controlled  operation in 1987.  In l988, the Pilot Plant
was  shut  down  and  TAC planned to undertake the next stages of
its   process   commercialization   program   (higher   capacity,
continuous   mode   clay   chlorination,  and  aluminum  chloride
electrolysis)  in  expanded facilities to be acquired from Alcoa.
The  planned  transaction  with Alcoa was not completed, however,
and no furthers Pilot Plant operations have occurred since then.

    TAC  also  undertook   construction  of   an  aluminum  dross
chlorination  plant  in  New  Delhi,  India,  in partnership with
TACMA  and  a  local  secondary  aluminum  producer.   The  plant
succeeded  in demonstrating dross chlorination and the production
of crude aluminum chloride from secondary aluminum dross, but the
crude product was never purified. Due to a lack of local investor
financing,  the  purification  system  and  other sections of the
plant were never completed, and TAC withdrew from the project.

    The  Company  had  no  operating  revenues and  reported  net
losses.   The  Company  is  considered  to be a development stage
enterprise;  start-up activities have commenced,  but the Company
has received no revenue therefrom.

    The net  loss  for  the nine  months ended May 31, 2002,  was
$3,537,292 compared to $2,946,230 for the corresponding period in
2001.   During the  nine month period  ending  May 31, 2002,  the
company  continues  to write  down a  significant  amount  of its
investment in the Armant Partnership which affected its net loss.

    The net  loss  recognized  by  Armant during the three months
ended November 30, 1987, resulted primarily from expensing start-
up costs.   The  net  loss  recognized  by Armant during the year
ended  August 31, 1987,  was  first  allocated  to  the partners'
equity accounts based upon their respective percentage  interests
in the total  partnership  equity.   To the extent that this loss
exceeded  the  total partners' equity, all additional losses were
allocated  to  the  Company's equity interest in the partnership,
since  the  Company is the  sole  general  partner in the limited
partnership  and  is  at  risk  for  these  losses in the form of
advances to Armant.   The  Company's equity in the loss of Armant
for  the  nine  months  ended  May  31,2002,  was $1,100,   which
was  a  result  of  Armant  losses in excess of total partnership
equity  and  was  recorded  as  a reduction  in investment in and
advances to Armant.


PART II.  Other Information


Item 1.  Legal Proceedings

    See  Item  10 of the Company's Form 10-K for the  year  ended
August 31, 2001, concerning legal proceedings.


Item 6.  Exhibits and reports on Form 8.

    None



                           SIGNATURE

    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 thereunto duly authorized.




TOTH ALUMINUM CORPORATION
(Registrant)








BY: Charles E. Toth                     Date: July 15, 2002
    Charles E. Toth
    Treasurer






BY: Charles Toth                        Date: July 15, 2002
    Charles Toth
    Chairman of the Board of Directors
    Chief Executive Officer