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

                                  FORM 10-QSB/A
                                 Amendment No. 1

                  Quarterly Report Under Section 13 or 15(d) of
                       The Securities Exchange Act of 1934

For the Quarter Ended December 31, 2001           Commission File Number 0-30913


                       CIRCUIT SOURCE INTERNATIONAL, INC.
                       (Name of Small Business Registrant)

        Nevada                                        86-0985427
(State of Incorporation)               (I.R.S. Employer Identification Number.)

             1930 East Third Street, Suite 15, Tempe, Arizona 85281
           (Address of Principal Executive Offices Including Zip Code)

                                 (480) 967 7090
                           (Issuers Telephone Number)

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 such  shorter
period that the registrant was required to file such reports),  and (2) has been
subject to filing requirements for the past 90 days. YES [X] NO [ ]

Number of shares  outstanding of each of the issuer's  classes of common equity,
as of December 31, 2001 5,009,000

Transitional Small Business Disclosure Format: Yes [ ] No [X]
<PAGE>
                                      INDEX

                                                                            Page
                                                                            ----
PART I - FINANCIAL INFORMATION

     Item 1. Financial Statements

          Balance Sheet at December 31, 2001                                 1

          Statement of Operations for six months and three months ended
          December 31, 2001 and December 31, 2000                            2

          Consolidated Statements of Stockholders' Equity
          for the six months ended December 31, 2001 and 2000                3

          Statement of Cash Flows for the six months and three months
          ended December 31, 2001 and December 31, 2000                      4

          Notes to Financial Statements                                      5

     Item 2 - Management's Discussion and Analysis                          12

PART II - OTHER INFORMATION

     Item 1. Legal Proceedings                                              14

     Item 2. Changes in Securities and Use of Proceeds                      14

     Item 3. Default Upon Senior Securities                                 14

     Item 4. Submission of Matters to a Vote of Security Holders            14

     Item 5. Other Information                                              14

     Item 6. Exhibits and Reports on Form 8-K                               15

SIGNATURES                                                                  16

                                        i
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                DECEMBER 31, 2001
                                   (UNAUDITED)

                                                                    December 31,
                                                                        2001
                                                                    ------------
ASSETS
Current Assets:
  Cash and cash equivalents                                         $    61,668
  Accounts receivable trade, net of allowance for
   doubtful accounts                                                    685,182
  Other receivables                                                      16,878
  Inventory                                                             184,033
  Other                                                                   1,931
                                                                    -----------
        Total Current Assets                                            949,692

Property and equipment                                                  943,844
Accumulated depreciation                                               (193,929)
                                                                    -----------
Net Property and Equipment                                              749,915

Deferred tax asset                                                      209,345
Goodwill, net of amortization of $25,251                              1,995,300
Refundable deposits                                                       6,850
Other                                                                    31,059
                                                                    -----------
        TOTAL ASSETS                                                $ 3,942,161
                                                                    ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
  Accounts payable - trade                                          $   207,731
  Accrued expenses                                                      133,312
  Notes payable - current and current portion                         3,356,139
                                                                    -----------
        Total Current Liabilities                                     3,697,182

Notes payable - long term                                               136,409
                                                                    -----------
        TOTAL LIABILITIES                                             3,833,591

STOCKHOLDERS' EQUITY
  Common Stock                                                              501
  Additional Paid in Capital                                            111,999
  Retained Earnings                                                      (3,930)
                                                                    -----------
        TOTAL STOCKHOLDERS' EQUITY                                      108,570
                                                                    -----------
        TOTAL LIABILITIES AND STOCKHODLERS' EQUITY                  $ 3,942,161
                                                                    ===========

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

                                        1
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                  For the six months ended       For the three months ended
                                                        December 31,                   December 31,
                                                ---------------------------     --------------------------
                                                   2001             2000            2001            2000
                                                -----------     -----------     -----------     ----------
<S>                                             <C>             <C>             <C>             <C>
Income                                          $ 1,541,489     $   962,150     $ 1,130,874     $   480,075

Cost of sales:
  Materials                                         255,392         243,457         156,776         122,986
  Labor and related costs                           357,052         206,508         261,753         104,404
  Direct manufacturing expenses                     231,749          72,142         187,801          36,758
  Depreciation                                       39,000          24,410          32,300          12,205
                                                -----------     -----------     -----------     -----------
        Total Cost of Sales                         883,193         546,517         638,630         276,353
                                                -----------     -----------     -----------     -----------
Gross Profit                                        658,296         415,633         492,244         203,722

Operating expenses:
  Salaries and related costs                        256,814         137,670         229,835          68,685
  Occupancy costs                                    38,679          35,804          24,570          18,353
  General and administrative costs                  366,372         262,162         268,397         115,081
  Depreciation                                       20,987             754          20,764             377
  Amortization (organization costs)                  25,251          25,251
  Interest expense                                   74,420          14,334          64,532           4,210
                                                -----------     -----------     -----------     -----------
        Total Operating Expenses                    782,523         450,721         633,349         206,706
                                                -----------     -----------     -----------     -----------
Operating Income (Loss)                            (124,227)        (35,088)       (141,105)         (2,984)

Interest Income                                          95           1,923              93             718
Miscellaneous Income                                 13,101          (2,788)         13,101          (2,210)
                                                -----------     -----------     -----------     -----------
Income (loss) before income taxes                  (111,031)        (35,953)       (102,660)         (4,476)
Benefit (provision) for income
 taxes                                               42,800          13,800          39,600           1,700
                                                -----------     -----------     -----------     -----------
Net Income (Loss)                               $   (68,231)    $   (22,153)    $   (63,066)    $    (2,776)
                                                ===========     ===========     ===========     ===========
(Loss) earnings per common share
  Basic                                         $     (0.01)    $      0.00     $     (0.01)    $      0.00
                                                ===========     ===========     ===========     ===========
  Diluted                                       $     (0.01)    $      0.00     $     (0.01)    $      0.00
                                                ===========     ===========     ===========     ===========
Average shares of common stock outstanding
  Basic                                           4,926,803       4,610,000       4,953,901       4,610,000
                                                ===========     ===========     ===========     ===========
  Diluted                                         4,926,803       4,610,000       4,953,901       4,610,000
                                                ===========     ===========     ===========     ===========
</TABLE>

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

                                        2
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
               FOR THE SIX MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)



<TABLE>
<CAPTION>
                                                   Common Stock        Additional    Retained
                                                -------------------     Paid-in      Earnings
                                                Shares       Amount     Capital      (Deficit)       Total
                                                ------       ------     -------      ---------       -----
<S>                                         <C>          <C>         <C>          <C>           <C>
Beginning balance - Circuit Source, Inc.
July 1, 2000                                   4,610,000    $    461    $  3,039     $ 137,494     $ 140,994

Net Income (loss) for the six months
ended December 31, 2000                                                                (20,923)      (20,923)
                                              ----------    --------    --------     ---------     ---------
Ending Balance - December 31, 2000             4,610,000    $    461    $  3,039     $ 116,571     $ 120,071
                                              ==========    ========    ========     =========     =========
Beginning Balance - Circuit Source
International, Inc. July 1, 2001               4,900,000    $    490    $  3,010     $  64,301     $  67,801

Sale of common stock                             109,000          11     108,989                     109,000

Net Income (loss) for the six months ended
December 31, 2001                                                                      (68,231)      (68,231)
                                              ----------    --------    --------     ---------     ---------
Ending Balance - December 31, 2001             5,009,000    $    501    $111,999     $  (3,930)    $ 108,570
                                              ==========    ========    ========     =========     =========
</TABLE>

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

                                        3
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                   For the six months             For the three months
                                                         ended                          ended
                                                      December 31,                   December 31,
                                               -------------------------       -------------------------
                                                  2001            2000            2001           2000
                                               ---------       ---------       ---------       ---------
<S>                                            <C>             <C>             <C>             <C>
Net Income (Loss)                              $ (68,231)      $ (22,153)      $ (63,066)      $  (2,776)

Adjustments to reconcile Net Income to Net
 Cash Provided by Operating Activities
  Depreciation and amortization                   85,238          25,164          78,315          12,582
  Deferred tax asset                              42,800          13,800          39,600           1,700
Change in assets and liabilities:
  Aaccounts receivable                          (451,769)         53,885        (393,124)         43,937
  Other receivables                              (12,893)         48,446          (4,824)          2,562
  Prepaid expenses                                (1,931)                         (1,931)
  Inventory                                     (152,914)        (11,956)       (161,333)         (5,978)
  Accounts payable                                82,967         (38,612)        107,257         (19,778)
  Accrued liabilities                            131,742          (7,472)        129,738          (4,274)
                                               ---------       ---------       ---------       ---------
Net Cash Provided By Operating Activities       (336,991)         61,102        (269,368)         27,975

Cash Flows from Investing Activities
  Purchase of subsidiary                        (500,000)                       (500,000)
  Purchase of property and equipment             (20,862)         (1,255)         (7,767)           (651)
  Disposition of property and equipment           42,888
                                               ---------       ---------       ---------       ---------
Net Cash Used By Investing Activities           (477,974)         (1,255)       (507,767)           (651)

Cash Flow from Financing Activities
  Proceeds from sale of common stock             109,000
  Proceeds of loans                              985,111          96,076         973,717          34,000
  Principal payments on loans                   (197,189)        (62,925)       (127,104)        (32,065)
  Officer loans                                  (43,985)                        (17,619)
                                               ---------       ---------       ---------       ---------
Net Cash Used By Financing Activities            852,937          33,151         828,994           1,935
                                               ---------       ---------       ---------       ---------

Increase In Cash                                  37,972          92,998          51,859          29,259
Beginning of period                               23,696           5,509           9,809          69,248
                                               ---------       ---------       ---------       ---------
Ending Balance                                 $  61,668       $  98,507       $  61,668       $  98,507
                                               =========       =========       =========       =========
</TABLE>

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

                                        4
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

STATEMENT OF INFORMATION FURNISHED

The accompanying financial statements have been prepared in accordance with Form
10-QSB  instructions  and in the opinion of management  contain all  adjustments
(consisting of only normal and recurring  accruals)  necessary to present fairly
the  financial  position  as of  December  31,  2001.  These  results  have been
determined on the basis of generally accepted accounting principles.

NOTE 1. THE COMPANY

On February 27, 2001, SixthCAI,  Inc., a public shell corporation,  in a capital
transaction  accompanied  by a stock  recapitalization  acquired  the  stock  of
Circuit Source, Inc. SixthCAI, Inc. was incorporated on February 2, 2000 and had
only limited  operations until its Plan of  Reorganization  with Circuit Source,
Inc. In conjunction with the plan,  SixthCAI,  Inc.  cancelled  4,750,000 shares
then  outstanding  and issued  4,610,000  shares to the  stockholders of Circuit
Source,  Inc. for all of the issued and  outstanding  stock of that company.  As
part of this reverse  acquisition,  SixthCAI,  Inc.  changed its name to Circuit
Source  International,  Inc. (the Company) and owns the wholly owned subsidiary,
Circuit Source, Inc.

Circuit  Source,  Inc.  was  incorporated  in the state of Arizona in 1988.  The
Company's year end is June 30.

On a pro forma basis,  had the merger  occurred on July 1, 2000,  the results of
operations would have been to increase the loss by $600 for the six months ended
December 31, 2001.

On October 31, 2001 the Company  entered into a Stock  Purchase  Agreement  (the
Agreement) to acquire all of the outstanding  stock of Avanti Circuits,  Inc. an
Arizona  corporation.  Avanti Circuits,  Inc. is in the same line of business as
the Company. The purchase price was $2,500,000, payable $500,000 at closing with
the balance of  $2,000,000  due on January  31,  2002 at ten  percent  (10%) per
annum.  Subsequently the due date of the note was extended to March 31, 2002. In
conjunction  with the Agreement the Company  entered into  five-year  employment
agreements  with the former owner and two employees.  This  acquisition  will be
accounted for as a purchase by the Company.

NOTE 2. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

Circuit  Source,   Inc.   manufactures  and  sells  single,   double  sided  and
multilayered  printed  circuit  boards  from  prototype  to  volume  productions
quantities.  Some of these boards may have up to twelve  layers and they vary in
the  sophistication  of layout of design.  The Company is located in Arizona and
all production is done in Arizona.

The  financial  statements  include  the  accounts of the Company and its wholly
owned subsidiaries, Circuit Source, Inc, and Avanti Circuits, Inc.

                                        5
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

NOTE 2. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

CASH AND CASH EQUIVALENTS

Cash and cash equivalents consist of deposits in checking and savings accounts.

REVENUE RECOGNITION

The Company  recognizes  revenue when the product is  complete,  conforms to the
buyer's  specifications  and is shipped to the customer.  The company provides a
reserve for  doubtful  accounts.  The  reserve is  currently  $5,000,  which the
Company believes is adequate to cover any potential uncollectible receivables.

PROPERTY AND EQUIPMENT

Property and equipment  are stated at cost and  depreciated  or amortized  using
straight  line or  accelerated  methods over the  estimated  useful lives of the
assets.

          Manufacturing equipment                     5-7 years
          Office equipment                            5-7 years
          Leasehold improvements                      5-7 years
          Vehicles                                    3-7 years

Maintenance and repairs are charged against operations as incurred.  Significant
improvements  and upgrades are capitalized and depreciated  over their estimated
useful life.

INCOME TAXES

The Company  accounts  for income  taxes under the  provisions  of  Statement of
Financial  Accounting  Standards  (SFAS) No. 109,  which  requires the use of an
asset and liability method of accounting. Under this 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 and tax credit  carryforwards.
Deferred  tax  assets and  liabilities  are  measured  using  enacted  tax rates
expected  to  apply  to  taxable  income  in  years  in  which  those  temporary
differences are expected to be recovered 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.

ESTIMATES

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 results could differ from those estimates.

                                        6
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
              FOR THE THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

NOTE 2. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

GOODWILL

The  excess  of the  cost  over  the net  assets  acquired  (goodwill)  is being
amortized on a straight-line basis over 20 years.

IMPAIRMENT OF LONG-LIVED ASSETS

The Company  accounts for  impairment  of long-lived  assets in accordance  with
Statement  of  Financial  Accounting  Standards  No.  121,  Accounting  for  the
Impairment  of  Long-Lived  Assets and for  Long-Lived  Assets to be Disposed Of
(SFAS 121). SFAS 121 requires that long-lived  assets be reviewed for impairment
whenever events or changes in circumstances  indicate that the book value of the
asset may not be recoverable.  The Company  evaluates on each balance sheet date
whether  events  or  circumstances   have  occurred  that  indicate  a  possible
impairment.  In  accordance  with SFAS 121,  the Company uses an estimate of the
future  undiscounted net cash flows of the related asset or asset group over the
remaining life in measuring whether the assets are recoverable.

IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

In June 2001,  the FASB  issued  SFAS No.  142,  Goodwill  and Other  Intangible
Assets.  This  statement  establishes  accounting  and  reporting  standards for
goodwill and intangibles for years commencing  after December 15, 2001.  Whether
already  acquired or subsequently  acquired after the effective date,  companies
are required to identify intangibles with finite lives and those with indefinite
lives.  Those  intangibles  with  finite  lives  are to be  amortized  over  the
estimates  useful lives of the assets while those with indefinite  lives are not
to be amortized. Goodwill is not be amortized. Each intangible or goodwill asset
should be analyzed at least annually for impairment  where the carrying value is
in excess of the fair value of the intangibles and in excess of the implied fair
value  in the case of  goodwill  assets.  The  asset's  carrying  value is to be
reduced  by a charge  to  income if the fair  value is lower  than the  carrying
value. The Company has not determined the effect of this new standard;  however,
at June 30,  2001 the  Company  has no  amortizing  intangibles.  The  impact of
implementation  SFAS No. 142 for  periods  after June 30,  2002 are  expected to
reduce amortization expense by approximately $101,000 per year.

                                        7
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

NOTE 3. PROPERTY AND EQUIPMENT

Property and equipment consist of the following:

                                                                   December 31,
                                                                       2001
                                                                   ------------
     Manufacturing equipment                                        $ 638,268
     Office equipment                                                 181,625
     Leasehold improvements                                            85,057
     Vehicles                                                          38,894
                                                                    ---------
                                                                      943,844
     Less: accumulated depreciation                                  (193,929)
                                                                    ---------
                                                                    $ 749,915
                                                                    =========

Depreciation and amortization expense for the six months ended December 31, 2001
and 2000 were $85,238 and  $25,164) and for the three months ended  December 31,
2001 and 2000 were $78,315 and $12,582, respectively.

NOTE 4. NOTES PAYABLE

Notes payable and long-term debt consist of the following:

                                                                    December 31,
                                                                        2001
                                                                    ------------
     Lines of credit - banks, unsecured, interest at prime plus
      6.75% and 13.5% due 2005, maximum lines are $100,000            $   99,510
     Line of credit - bank, unsecured, interest at prime plus 7.0%,
      monthly payments of 2% of outstanding principal balance,
      guaranteed by shareholder                                           81,162
     Note payable - interest at 15%, monthly payments $1,250, due
      December 31, 2001, secured by accounts receivable and guarantee
      of shareholder 100,000 Note payable - bank, 9% secured by the
      assets of Avanti Circuits, Inc., repaid subsequent to quarter
      end, replaced with new financing                                   570,333
     Note payable - individual, due March 31, 2002, interest
      at 10%, secured by stock of Avanti Circuits, Inc.                2,000,000
     Note payable - partnership, 12% unsecured due within one year       514,542
     Note payable - individual, 36% unsecured due in 180 days            130,000
                                                                      ----------
     Total                                                             3,495,547
     Less current portion                                              3,356,883
                                                                      ----------
     Long-term portion                                                $  138,664
                                                                      ==========

                                        8
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

NOTE 5. INCOME TAXES

Components on income taxes benefit  reflected in the consolidated  statements of
operations are as follows:

                                                            2001          2000
                                                          --------      --------
     Current Income Taxes:
       Federal                                            $ 35,100     $  11,400
       State                                                 7,700         2,400
                                                          --------      --------
                                                          $ 42,800     $  13,800
                                                          ========      ========

The  following is a  reconciliation  of the  statutory  federal  income tax rate
applied  to  pre-tax  accounting  (loss)  earnings  compared  to  the  (benefit)
provision for income tax in the consolidated statements of operations:

     Income tax (benefit) expense at the statutory rate   $ 37.700      $ 12,200
     (Decrease) Increase resulting from:
       State income taxes, net of federal income tax         5,100         1,600
                                                          --------      --------
                                                          $ 42,800      $ 13,800
                                                          ========      ========

Tax effects are based on a 7.0% state and 34.0%  federal  income tax rates for a
net combined rate of 38.6% for 2001 before credit for rate differences.

Realization of the net deferred tax assets is dependent on generating sufficient
taxable income prior to their expiration.  Net operating loss  carryforwards for
federal  income tax  purposes of $603,000  expire in 2021.  Net  operating  loss
carryforwards for state income tax purposes expire in 2006.

NOTE 6. RELATED PARTY TRANSACTIONS

The major  stockholder  of the Company has  guaranteed  the notes payable of the
Company and also  guaranteed  the lease  obligations.  The Company has agreed to
indemnify the major stockholder/officer for any related costs.

                                        9
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

NOTE 7. LEASE COMMITMENTS

The  Company  leases one of its  manufacturing  and office  facilities  under an
operating  lease that  requires  monthly  rental  payments of $5,137 with annual
increases  through  December 31, 2005.  The other  manufacturing  facilities are
leased at a monthly rental of $10,000 with annual increases through december 31,
2008.

The Company maintains equipment under long-tern operating leases. Future minimum
rental  payments  required  under  operating  leases  that  have an  initial  or
remaining noncancelable lease term in excess of one year are:

     For the twelve months ended
       December 31, 2002                               $103,776
       December 31, 2003                                103,776
       December 31, 2004                                103,776
       December 31, 2005                                 50,848
                                                       --------
                                                       $362,176
                                                       ========

The rental  expense is charged to operations as paid over the lease term.  Total
lease  expense for the six months  ended  December 31, 2001 and 2000 was $76,771
and  $64,720  and for the three  months  ended  December  31,  2001 and 2000 was
$39,362and $32,362, respectively.

NOTE 8. CONCENTRATION OF MARKET RISK

No Customer provides more than ten percent (10%) of the gross revenue.

NOTE 9. STOCKHOLDERS' EQUITY

The Company has  100,000,000  shares of $0.0001 par value stock  authorized  and
4,900,000 and 4,610,000  shares  outstanding at December 31, 2001 and 2000 after
giving effect to the transaction with SixthCAI,  Inc. and the  reorganization of
the Company.

The Company  sold  109,000  shares of $0.0001 par value  common stock during the
quarter ending December 31, 2001 at a price of $1.00 per share.

NOTE 10. EARNINGS (LOSS) PER SHARE

The  income  per share is based on the  number of shares  outstanding  as if all
shares were  outstanding  at the beginning of the period.  The weighted  average
number of shares  outstanding for both basic and diluted  earnings per share was
4,926,803  and 4,610,000  shares for the six months ended  December 31, 2001 and
2000 and 4,953,901  and  4,610,000 for the three months ended  December 31, 2001
and 2000, respectively.

Basic loss per share is  calculated  by  dividing  the net loss by the  weighted
average common shares  outstanding during the period. The basic and diluted loss
per share has been adjusted to give effect to the stock split as a result of the
reorganization.

                                       10
<PAGE>
               CIRCUIT SOURCE INTERNATIONAL, INC. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
      FOR THE SIX MONTHS AND THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

NOTE 11. CORPORATE ACQUISITION

On October 31, 2001 the Company  entered into a Stock  Purchase  Agreement  (the
Agreement) to acquire all of the outstanding  stock of Avanti Circuits,  Inc. an
Arizona  corporation.  Avanti Circuits,  Inc. is in the same line of business as
the Company. The purchase price was $2,500,000, payable $500,000 at closing with
the balance of $2,000,000  due on March 31, 2002 at ten percent (10%) per annum.
In conjunction  with the Agreement the Company entered into five year employment
agreements  with the former owner and two employees.  This  acquisition  will be
accounted for as a purchase by the Company.

This acquisition was accounted for as a purchase and accordingly, the results of
operations of the acquired  business is included in the  accompanying  financial
statements  from the date of  acquisition.  Goodwill has been recognized for the
amount of the excess of the  purchase  price paid over the fair market  value of
the net assets acquired and is being amortized on a straight-line  basis over 20
years. The pro forma results of operations for the six months ended December 31,
2001, as if Avanti  Circuits,  Inc. had been combined as of the beginning of the
year follow.  Th eproforma  results  include  estimates  and  assumptions  which
management  believes are reasonable.  However,  pro forma results do not include
any anticipated  cost savings or other effects of the planned  integration  with
other  operations  of the  Company  and are not  necessarily  indicative  of the
results which would have occurred if the business combination had been in effect
on the dates indicated, or which may result in the future.

                                                 Pro Forma
                                          For the six months ended
                                                December 31,
                                        ----------------------------
                                           2001              2000
                                        ----------        ----------

     Net Sales                         $2,339,130        $1,807,509
     Net Income (Loss)                 $ (131,812)       $  (44,375)
     Income per common share
       Basic                           $    (0.03)       $    (0.01)
       Diluted                         $    (0.03)       $    (0.01)

                                       11
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
        RESULTS OF OPERATIONS

This Form 10-QSB contains certain  statements that are not related to historical
results,  including,  without  limitations,  statements  regarding the company's
business  strategy and objectives  and future  financial  position,  are forward
looking  statements  within the meaning of section 27A of the securities act and
section 21E of the Exchange Act and involve  risks and  uncertainties.  Although
the  company  believes  that the  assumptions  on which  these  forward  looking
statements  are  based  are  reasonable,  there  can be no  assurance  that such
assumptions will prove to be accurate and actual results could differ materially
from those discussed in the forward looking statements. Factors that could cause
or  contribute  to such  differences  include but are not limited to,  those set
forth in the preceding  paragraph,  as well as those discussed elsewhere in this
report. All forward-looking statements contained in this report are qualified in
their entirety by this cautionary statement.

Circuit  Source,  Inc.  was  incorporated  in the state of Arizona in 1988.  The
Company's year end is June 30.

On February 27, 2001, SixthCAI,  Inc., a public shell corporation,  in a capital
transaction  accompanied  by a stock  recapitalization  acquired  the  stock  of
Circuit Source, Inc. SixthCAI, Inc. was incorporated on February 2, 2000 and had
only limited  operations until its Plan of  Reorganization  with Circuit Source,
Inc. In conjunction with the plan,  SixthCAI,  Inc.  cancelled  4,750,000 shares
then  outstanding  and issued  4,610,000  shares to the  stockholders of Circuit
Source,  Inc. for all of the issued and  outstanding  stock of that company.  As
part of this reverse  acquisition,  SixthCAI,  Inc.  changed its name to Circuit
Source  International,  Inc. (the Company) and owns the wholly owned subsidiary,
Circuit Source, Inc. The reorganization has been restated to the July 1, 1999.

OVERVIEW

Circuit  Source,  Inc.  manufactures  and sells single and double sided  printed
circuit boards from prototype to volume productions quantities. These boards may
have up to twelve  layers and vary in the  sophistication  and layout of design.
The Company is located in Arizona and all production is done in Arizona.

The  financial  statements  include  the  accounts of the Company and its wholly
owned Subsidiaries, Circuit Source, Inc. and Avanti Circuits, Inc.

RESULTS OF OPERATIONS

The company had a gross  profit for the six months  ended  December  31, 2001 of
$658,296 and $415,633 at December 31, 2000.

The  company's  net income (loss)  increased  from  $(22,153) for the six months
ended  December  31, 2000 to $(68,231)  for the same six month period  ending in
2001.

The company's  earnings  (loss) per share,  on a fully diluted basis was $(0.01)
for the six  months  ending  December  31,  2001 and for the six  months  ending
December 31, 2000 is $(0.01).

The Company  expects to face many operating and industry  challenges and will be
doing business in a highly competitive industry.

                                       12
<PAGE>
Capital  reserves  at  December  31, 2001 were  depleted,  however,  the company
believes that it will be able to obtain adequate working capital to continue its
operations at its present level.  The Company plans to increase  working capital
through the sale of stock as well as strategic  mergers or  acquisitions  in the
industry, as set forth in ITEM 5, to increase revenue and cash flow.

LIQUIDITY AND CAPITAL RESOURCES

The Company has three lines of credit with  interest  rates  ranging  from prime
plus six and  three  quarters  to 15%.  Two of the  loans  for an  aggregate  of
$178,458 are unsecured and $100,000 is secured by the pledge of the  receivables
of the Company. The current portion of the lines of credit is $139,884.

The  Company  leases one of its  manufacturing  and office  facilities  under an
operating  lease that  requires  monthly  rental  payments of $5,137 with annual
increases  through  December 31, 2005.  The other  manufacturing  facilities are
leased at a monthly rental of $10,000 with annual increases through december 31,
2008.

The Company maintains  equipment under long-tern  operating  leases.  The rental
expense  is charged  to  operations  as paid over the lease  term.  Total  lease
expense  for the six months  ended  December  31,  2001 and 2000 was $76,771 and
$64,720, respectively.

SEASONALITY

The Company's operations are not affected by seasonal fluctuation. However, cash
flows may at times be affected by  fluctuations  in the timing of cash  receipts
from large contracts.

CAUTIONARY FACTORS THAT MAY AFFECT FUTURE RESULTS

Additional  Financing.  The Company will require additional financing to achieve
growth in  operations.  The  company is in the  process  of  raising  additional
capital through the private  placement of common stock to accredited  investors.
The  purpose of the raise is to reduce  lease and  credit  lines,  purchase  new
equipment and working capital.  The company has also completed an acquisition as
specifically set forth in ITEM 5.

Technological  Change. The Company has been able to keep pace with technological
changes through an on going educational process in the industry.

Competition.  The Company faces competition from many sources, most of which are
larger and have significantly more resources than the Company.

                                       13
<PAGE>
                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not a party to any litigation  and to its  knowledge,  no action,
suit or proceedings against it has been threatened by any person or entity.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULT UPON SENIOR SECURITIES

None

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

On October 31,  2001 the  registrant  entered  into a Stock  Purchase  Agreement
purchasing all the issued and outstanding  shares in Avanti Circuits,  Inc. from
its sole  shareholder.  The  consideration was $500,000 in cash and a Promissory
Note for $2,000,000  with 10% interest  payable on or before March 31, 2002. The
shares of stock will be held in escrow  and not  released  until the  balance is
fully paid.  A Security  Agreement  securing  all the assets of Avanti  Circuits
secures the  Promissory  Note.  Said  agreement is  subordinate  to the security
interest a  preexisting  lender has against the assets of Avanti.  The  majority
shareholder of the registrant,  James Keaton, has also guaranteed the Promissory
Note.  The  closing of the  transaction  occurred  on October  31,  2001 with an
effective  date of October 1, 2001.  The majority  shareholder of the registrant
assumed the position of president of Avanti and the existing directors of Avanti
resigned  subsequent  to the  appointment  of James  Keaton and Ron  Conquest to
Avanti's board of directors.  An additional condition of the transaction was the
placement of a $2,000,000 life insurance  policy on the life of the registrant's
majority  shareholder  while  the  promissory  note is in  effect.  Avanti  as a
condition of this  transaction  also executed three  employment  contracts.  All
pertinent documents are attached as exhibits.

                                       14
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits (* denotes previously filed exhibit incorporated by reference)

2      Stock Purchase Agreement between Circuit Source  International  Inc., the
       acquiring  corporation,  Avanti Circuits,  Inc., the acquired corporation
       and William C Malone the sole shareholder of Avanti Circuits, Inc. *

3.1    Articles of  Incorporation  with  Amendments  filed with the Form 10SB on
       June 28, 2000 and incorporated by reference. *

3.2    By Laws filed  with the Form 10SB on June 28,  2000 and  incorporated  by
       reference. *

3.3    Computation  per share earnings filed with Form 10-KSB on October 1, 2001
       and incorporated by reference and in current financial statements. *

10     Merger and Plan of  Reorganization  filed in an 8-K on March 14, 2001 and
       incorporated by reference. *

10.1   A Security  Agreement  dated  October  1, 2001  between  the  registrant,
       (debtor) Avanti Circuits,  Inc. (corporation) and William Malone (secured
       party) with an effective date of October 31, 2001 securing all the assets
       of Avanti. *

10.2   A Promissory  Note dated October 1, 2001 for $2,000,000 plus 10% interest
       payable to the shareholder of Avanti by the registrant due on January 31,
       2002. *

10.3   A Security Agreement, dated October 1, 2001 by and between the registrant
       as the Pledgor and William Malone as Pledgee pledging the Avanti stock as
       security for payment of the note. *

10.4   Guaranty  by  majority   shareholder  of  the  registrant  regarding  the
       acquisition of Avanti Circuits. *

(b) Reports on Form 8-K

Reports  filed  December  31,  2001 on a Form 8-K during this  reporting  period
reporting Items 2 and 7 on the acquisition of Avanti Circuits, Inc.

                                       15
<PAGE>
                                    SIGNATURE

In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                 CIRCUIT SOURCE INTERNATIONAL, INC.


February 21, 2002                By: /s/ James Keaton
                                     -------------------------------------
                                     James Keaton, Director and President


                                       16